WSP GROUP PLC  ANNUAL REPORT AND ACCOUNTS 2003
ANNUAL REPORT 2003
WSP_R&A03 COVER  30/3/04  11:27  Page 1 Operating Highlights  2003 1
Financial Highlights 2003 2
WSP at a glance 3
Chairman´s Statement 4
Chief Executive´s Statement 7
Finance Director´s Report 11
Creating Value for Clients, Employees 
and Shareholders 15
Group Structure and Services 16
Our People 19
Regional Review 23
United Kingdom 23
Europe 25
United States of America 29
International 29
Environmental 31
Corporate and Social Responsibility 34
Board of Directors 36
Senior Directors 37
Directors’ Report 38
Remuneration Report 41
Corporate Governance Report 46
Auditors’ Report 49
Consolidated Profit and Loss Account 50
Balance Sheets 51
Consolidated Cash Flow Statement 52
Statement of Group T otal Recognised 
Gains and Losses 53
Reconciliation of Movements in Equity 
Shareholders’ Funds 53
Accounting Policies 54
Notes to the Financial Statements 58
Five Year Review 79
Notice of Annual General Meeting 80
OFFICES
UK and Registered Office EUROPE USA
WSP Group plc WSP Sweden Flack & Kurtz
Buchanan House 121 88 Stockholm-Globen 475 Fifth Avenue
24-30 Holborn Arenavagen 7 New York
London Stockholm NY 10017
EC1N 2HS Sweden USA
UK T el + 46 (0)8 688 6000 T el + 1 212 532 9600
T el + 44 (0)20 7314 5000 Fax + 46 (0)8 688 6999 Fax + 1 212 689 7489
Fax + 44 (0)20 7314 5111
WSP Group plc is registered in England. Company Number: 2136404
USA AFRICA ASIA
Cantor Seinuk Group WSP South Africa WSP Asia
3rd Floor WSP House 1/F , K. Wah Centre
228 East 45th Street Ariel Business Park 191 Java Road
New York Simba Road North Point
NY 10017 Sunninghill Hong Kong
USA Sandton 2157 T el + 852 2217 2000
T el + 1 212 687 9888 Johannesburg Fax + 852 2802 9626
Fax + 1 646 487 5501 South Africa
T el + 27 (0)11 233 7800
Fax + 27 (0)11 803 7430
Further information regarding WSP office addresses can be found on our website: www.wspgroup.com
ADVISERS
STOCKBROKERS SOLICITORS AUDITORS
Hoare Govett Limited Nabarro Nathanson PricewaterhouseCoopers LLP
250 Bishopsgate Lacon House 1 Embankment Place
London Theobald's Road London
EC2M 4AA London WC2N 6RH
WC1X 8RW
PRINCIPAL BANKERS
Barclays Bank plc HSBC Bank plc SwedeBank
50 Pall Mall 70 Pall Mall S-105 34
London London Stockholm
SW1A 1QB SW1Y 5EZ
REGISTRARS
Capita IRG plc
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
This Annual Report is printed on both Challenger Art and Challenger Offset paper.  These papers are sourced from sustainable forests,
are totally chlorine free (TCF), are suitable for recycling, and is suitable for archival storage.
Designed by Best&Co. London 020 7440 8710. 
Page 28 main and inset middle photography is © Timothy Griffith.
WSP_R&A03 COVER  29/3/04  13:28  Page 3 WSP 2003 1
T urnover for the year increased
by 8.5% to £283.6m (2002:
£261.5m), with operating profit
increasing from £2.8m to £8.5m
Operating profit, before
exceptional items and amortisation
of goodwill, increased by 10.7%
to £16.0m (2002: £14.5m).
We have a global presence
across four continents and are
ranked sixth in Europe and in the
top twenty worldwide.
The order book has improved
once again this year to a record
£410m, an increase of more than
35% on the previous year with
60% secured for the next 12 months. 
With 5000 people employed by
the Group, we work on projects with
an annual capital value of £15bn.
Transport and infrastructure
reports solid growth, with more
than 10% increase in turnover
and an excellent 24% uplift in
profit and a 12% improvement 
on margins.
Property, mainly private
sector, has more than
maintained turnover and 
profit in varied markets.
Environmental has delivered
strong growth with turnover 
and profit growing by 16% and
27% respectively.
Following a detailed review 
by the UK Highways Agency,
WSP has received a Capability
Assessment (CAT) score of 
61, ranking the Group 2nd 
equal in the list of consultants
for future work.
We are positioned as one of
the world’s leading engineers of
high-rise buildings and have won
a number of major appointments
in this sector around the world.
We are continually seeing
evidence of our increasingly
regarded global brand, enabling
us to be considered for the
largest of projects in the world.
Developing our cross-selling
culture has enabled us to
increase market share in both our
local and international markets.
Framework and long term
contracts have increased by
£175m with appointments including
major hospitals in the UK, high-rise
developments in Asia, UK and
USA and a number of road and 
rail appointments in Europe.
OPERATING HIGHLIGHTS 2003
WSP 
IS A GLOBAL BUSINESS PROVIDING
MANAGEMENT AND CONSULTANCY 
SERVICES TO THE BUILT AND NATURAL
ENVIRONMENT 
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 5 FINANCIAL HIGHLIGHTS 2003
TURNOVER 
£m
95
25.3
94
21.4
96
28.2
97
57.0
98
77.4
99
100.1
00
137.9
01
224.7
02
261.5
03
283.6
DIVIDEND PER SHARE
pence
EARNINGS PER SHARE
pence 
4.3
3.5
4.9
6.7
9.6
12.2
17.0
22.7
15.2
15.0
2.2
1.6
2.6
3.9
5.4
7.2
10.9
17.5
14.5
16.0
95 94 96 97 98 99 00 01 02 03
2.2
2.0
2.4
2.8
3.3
3.9
4.5
5.0 5.0 5.0
95 94 96 97 98 99 00 01 02 03
95 94 96 97 98 99 00 01 02 03
2 WSP 2003
OPERATING PROFIT 
£m
To demonstrate the underlying trading performance of the Group operating profit and earnings per share appearing above and on page 3
exclude exceptional items and amortisation of goodwill, details of which are set out in the five year review on page 79.
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 6 T ransport & Infrastructure
WSP provides expert advice on a wide range of
transportation and traffic engineering projects, and has
extensive experience of utility services, as well as the
expertise and technology to plan, analyse, design and 
manage projects for a wide range of service providers.
Property
WSP offers a wealth of experience and capability in all
property sectors, with involvement in a wide variety of 
new and refurbishment projects, ranging from
commercial, industrial and retail to residential, health,
education and leisure.
Environmental
WSP combines long experience from environmental projects
with commercial awareness and an understanding of the
property and financial sectors, delivering business
solutions that range from sustainability consulting to due
diligence auditing to contaminated land and financial
engineering of environmental liabilities.
WSP AT A GLANCE
WSP VISION
OUR VISION IS TO BE THE OUTSTANDING SUPPLIER OF SPECIALIST AND 
INTEGRATED SERVICES IN THE BUILT AND NATURAL ENVIRONMENT.
WSP OFFERS A QUALITY , WELL-MANAGED MULTI-DISCIPLINARY SERVICE 
TO CLIENTS, MAKING USE OF GLOBAL REACH AND KNOWLEDGE AS 
WELL AS LOCAL RELATIONSHIPS.
TURNOVER OPERATING EMPLOYEES
PROFIT
32% 39% 31%
57% 48% 59%
11% 13% 10%
WSP 2003 3
NEW_WSP_PAGE 3  23/3/04  15:35  Page 1 4 WSP 2003
I am pleased to report a successful
year for the Group with good results. 
Our order book has improved once
again this year through major project
wins, more framework agreements and
importantly a deeper penetration into
many of the markets in which we
work. The long-term order book is now
at a record £410 million, an increase of
more than 35% on the previous year. 
In addition, I am delighted to confirm
that we have recently been appointed
as multi disciplined designers for the
North Staffordshire Hospital and two
other significant medical facilities,
several high rise commercial and
residential buildings in Asia, UK and
USA and a number of road and rail
appointments in Europe, including 
the City Line Rail Link in Stockholm. 
Financial Results and Dividends
Turnover for the year, excluding our
share of joint ventures and associated
undertakings, increased by 8.5% to
£283.6m (2002: £261.5m).In addition,
we have seen net profit margins 
rise across the Group and operating
profit, before exceptional items 
and amortisation of goodwill, has
increased to £16.0m (2002: £14.5m),
an increase of 10.7%. Total operating
profit increased to £8.5m from £2.8m.
Despite the increase in turnover and 
the payment during the year of the
final deferred consideration due in
respect of one of our acquisitions 
in the USA, net debt has fallen to
£44.6m (2002: £45.6m).
Following an adverse arbitration
hearing in the last quarter of 
2003, and a negotiated settlement
concluded in January 2004, the
Group has an exposure of up to
£2.25m on a contract claim arising
from 1991, against a company WSP
acquired in late 1993. The directors
have considered it prudent to
provide for the Group’s maximum
exposure in respect of this matter 
as an exceptional item.
Subsequent to the balance sheet date
we have renewed our long term banking
facilities, on more favourable terms
than before, in order to replace the
existing syndicated facility which was
due to expire in May 2004.
In view of these results and our 
stated dividend policy, the directors
propose to maintain the dividend at
2002 levels, with a final dividend of
3.0p (2002: 3.0p) which, together 
with the interim dividend of 2.0p
(2002: 2.0p), gives a total for the 
year of 5.0p (2002: 5.0p). 
I consider the Group to have strengthened its position considerably over the last twelve
months and improved its standing in many of the markets in which we work. With this
increased resilience and the growing order book I look forward to further improvements
in financial performance this year which will contribute to enhancing shareholder value.
CHAIRMAN’S STATEMENT
DAVID TURNER Chairman 
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 8 WSP 2003 5
Review of Activities
WSP is a major international multi-
disciplinary consultant operating in 
all market sectors in the UK and
Scandinavia, with an increasing
presence worldwide. From this position
we have seen considerable success in
progressing cross-selling opportunities,
particularly in international markets,
and we have been awarded a number
of commissions using skills from both
within country and across border. I am
naturally pleased that our strategy of
diversification and the resultant ability
to cross-sell is proving to be successful
and a direct contributor to our
improved order book.
Our transport and infrastructure
business, operating primarily in the
UK, Sweden and Africa has seen
significant growth with improving
margins and some notable contract
wins. We will continue to develop
this business and expect to benefit
from the continued and increasing
commitment to public sector
expenditure, both in the UK 
and Sweden. 
The progress of our environmental
business has been very satisfactory
with a 27% increase in profits from an
ever increasing and diversified client
base both here and overseas. This
performance is particularly pleasing as
environmental has, for the most part,
been developed organically.
In property, where we have a greater
exposure to the private sector, we
have experienced another year with
no material change in market
conditions. However, we have more
than held our position by increasing
our involvement as consultants to
major PFI projects in education,
defence and, importantly, health
where we have recently won three
major hospital projects. Commercial 
work has remained slow whilst
residential and retail have been
particularly active, demonstrated 
by the successful completion of the
Bullring, Birmingham and the
commencement of a significant urban
regeneration scheme at Paradise
Street, Liverpool for Grosvenor.
With the support of our businesses
in the United States we have won 
a number of projects around the
world in the growing high-rise
development market, and this
confirms the added value these
businesses bring to the Group.
In the United States we have
encountered difficult trading
conditions, which in turn have impacted
on our financial results. However, I 
can report that we have responded
quickly to changing market conditions
both by reducing costs and focusing 
on those areas of business that remain
active. We are now well placed to
benefit from the upturn, which we
anticipate in the months ahead.
Generally our other international
operations have seen improved
performances particularly in
Southern Africa. In Asia we have
continued to experience difficulties,
however the introduction of new
management coupled with an
improving economy should contribute
to an improvement this year.
RAIL NETWORKS
Significant contracts for major long term rail projects
have been won both in Sweden and the UK
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 9 6 WSP 2003
Directors
During the year Peter Welch, who had
been chairman of WSP since 1993,
retired from the Board, as did Jan
Åkesson who joined in 2001. I would
like to thank both for their contribution
to the development of WSP .
We have also welcomed two new
independent non-executive directors,
Christopher Stephens and Caroline
Brown, who I am sure will continue to
contribute significantly in the future.
Staff
I am very appreciative of the
commitment and hard work of all our
staff, who are now well accustomed 
to the various markets in which we
work and who have ensured the
improving performance of the Group.
Furthermore, I congratulate them 
on winning a number of large and
prestigious projects during the year.
The Future
I expect most of the markets in 
which we work to remain similar 
with continued strong growth in the
public sector; however, we are seeing
evidence of recovery in the United
States, and some early indications of
an improvement in the private sectors
in both the UK and Sweden. I also
believe our environmental operations
will benefit from the improvements in
these markets.
I expect our order book to grow
further this year, which will continue
to demonstrate the benefits of our
broad skill and regional base which
will improve our position to win major
projects through cross-selling.
The directors will maintain, as a
priority, their strategy and emphasis
on existing core business delivery,
where controlled growth, added value
activities, and uncompromising quality
service to clients will ensure ongoing
improved performance.
The Group will continue to remain
alert, though cautious, to corporate
opportunities that may present
themselves as the year progresses. 
I consider the Group to have
strengthened its position considerably
over the last twelve months and
improved its standing in many of the
markets in which we work. With this
increased resilience and the growing
order book I look forward to further
improvements in financial performance
this year which will contribute to
enhancing shareholder value.
DAVID TURNER
Chairman 
5 March 2004
CHAIRMAN’S STATEMENT
BARCLAYS BANK HEADQUARTERS, London
WSP is acknowledged as a world leader in the
design of high-rise buildings
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 10 WSP 2003 7
The commitment made last year to improve the Group’s performance in challenging
markets and benefit further from strong markets remains our priority. Our medium
term operational plan prepared last year to ensure we deliver controlled growth, added
value, improved performance and enhanced benefits to our clients and staff will remain
the focus this year.
CHIEF EXECUTIVE’S STATEMENT
CHRISTOPHER COLE
Chief Executive 
I am pleased with the steady progress
achieved throughout the year following
the restructuring implemented in 2002.
Our operational plan has focused our
concentration on improving the core
businesses, ensuring that our
complementary support services are
correctly matched, with increased
emphasis on efficient delivery of a high
quality service to our clients and wider
business development activities. This
focus has ensured that our principal
activities in the UK and Europe, which
comprise more than 80% of the Group’s
turnover and profit, have improved their
performance in all sectors.
We have further increased our already
strong position in the public transport
and infrastructure sector and I can
report solid growth, where we have
achieved more than 10% increase in
turnover and an excellent 24% uplift 
in our profit with more than 12%
improvement on our margin.
Our young organically grown
environmental company has delivered,
as promised, significant well-earned
growth from their diversified client
and business base. Their turnover 
has grown by 16% and their profit 
by 27% on improved margins.
Our property activities, which are
mainly private sector, have more than
maintained turnover and contribute
more than 50% of the Group’s
turnover. I am pleased that this sector,
with mixed market conditions, and
having borne the majority of the
Group’s restructuring in 2002 has
shown improved margins in the UK
and Europe.
In our other main regions we
experienced contrasting fortunes. In the
USA very difficult market conditions
prevailed and reduced our turnover 
and margins whereas South Africa has
performed particularly well in stable
markets. Our performance in Asia has
been disappointing for the year, but
significant improvement has been seen
in the second half of the year, which
demonstrates the new management is
steadily turning the business around in
relatively unchanged markets.
The Group’s long-term order book has
further increased driven by our success
in winning more framework agreements,
major projects in all regions and a
general improvement in the penetration
of the markets. This progress in the
strength of our order book to a record
level of £410m confirms early success
of our operational plan with
concentrated business development
and client facing activities, whilst
looking after core businesses. In
addition, we are continually seeing
evidence of our increasingly regarded
global brand, enabling us to be
considered for the largest of projects in
all regions. Our developing cross-selling
culture has enabled an increasing
number of project wins both on a multi-
disciplinary basis in one region and very
pleasingly between regions. We have
linked both clients and project wins as
far apart as Norway to Africa, USA to
Asia and UK to Europe. In addition,
clients to whom we have cross-sold like
Ericsson, IBM, AIG and Royal Bank of
Scotland provide evidence that growth
through our strategy for promoting
cross-selling, facilitated by the global
presence of the Group is both well
founded and deliverable.
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 11 CHIEF EXECUTIVE’S STATEMENT
HUNGERFORD FOOTBRIDGE, London
This innovative design provides a key new
pedestrian link in central London
8 WSP 2003
The following brief review of our
principal sectors and regions
highlights our operations and the
opportunities available to us.
T ransport and Infrastructure
In the UK, this market is firmly
forecasting growth in the two principal
activity areas, namely roads and
aviation. The roads programme under
the Government’s direction has a
forecast spend over the next 10 years
of £30bn. We are well placed to further
benefit from this market and build upon
recent successes including the M25
widening and Heathrow T erminal 5
intersection and the recently released
Capability Assessment (CAT) scores
by the Highways Agency. Our dedicated
teams performed very well to ensure
we have achieved one of the highest
consultant CAT scores, which will ensure
that we are a preferred partner of the
similarly high scoring contractors in
tendering for the largest capital projects
proposed in the Government budgets.
In addition, we are participating in
increasing opportunities in Ireland and
for various UK Local Authorities.
During the year we have further
confirmed our premier position in the
aviation sector where we are the only
consultant selected by BAA for three
separate principal building framework
agreements, and as a result our
workload continues to increase. 
In addition, we have recently been
awarded framework agreements by
the Manchester Airport Group. In
addition to our growing participation
in T erminal 5 we expect to benefit
from BAA ’s budgeted capital
expenditure of nearly £5bn over 
the next five years. We have yet to
benefit from our multi-functional
consultancy framework agreement
with Network Rail but expect to do 
so as capital projects emerge.
In Sweden, the National Road and
Rail Administration have recently
confirmed increased expenditure to
£15bn over the next ten years in the
public sectors in which we work. We
are a major force in this market and
we have recently won significant
contracts in both Stockholm and
Gothenburg for major long-term rail,
road and tunnelling projects, and we
expect to continue to benefit from the
growth in this sector.
We have other principal resources in
this sector operating in South Africa
and Central Asia where we continue
to perform well.
The sector of Transport and
Infrastructure is strong in all regions
and we have performed well and will
continue to do so.
Environmental
Whilst managing substantial organic
growth last year this division has
continued to mature globally, and
although the majority of its current
turnover is derived in the UK and
Scandinavia we are seeing an
increasing trend with commissions
on a worldwide basis including
China, Middle East, Eastern Europe
and Africa.  We have, and continue
to invest in a wide range of
services, which uniquely position us
in the market. These services range
from boardroom corporate, social
and environmental guidance to
major remediation of brown field
land to urban sustainability to
international due diligence contracts
for corporate asset management,
investment and transactions.
Increasing legislation presents
further business opportunities in
areas including energy, hazardous
materials and health and safety.
The environmental market is a
growing sector and we are
progressively positioning ourselves 
as one of its leaders.
Property
This division remains our largest by
both turnover and staff. It provides
professional services from concept
stage including strategic traffic
planning for urban regeneration
schemes to the entire engineering
and environmental design and
management of all types of
completed buildings. 
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 12 WSP 2003 9
In the UK and Scandinavia we have
continued to experience quiet
commercial and finance sectors but
reasonably strong residential and
retail markets. In addition, in the UK
urban regeneration projects, where
we are recognised as a market leader,
have continued to provide us with
substantial long-term schemes. In
Sweden our industrial sector
experience has enabled us to be
appointed to the two principal large
pulp and paper projects for Stora
Enso, where the total investment
value of approximately £450m was
approved in late 2003.
The continuing strong residential markets
have provided us with a number of
significant building projects in both the UK
and Sweden and in addition our traffic
planning resource, the largest in the UK,
provides front-end services to major
clients in this sector.
Our commitment to high-rise
development following our acquisition
of the USA business has positioned
us as leaders in this field. This enabled
us last year to win significant high-rise
developments including the tallest
buildings in Leeds, Manchester and
Birmingham which is already under
construction for Beetham. These add
to similar projects already completed
or under construction in Docklands,
including the Barclays Bank
Headquarters. These awards and the
increased demand again for high-rise
buildings position us excellently in the
sector, and similar opportunities on 
tall buildings are being progressed
elsewhere in the world including, of
course, the USA.
A vibrant sector of activity in the UK
property market relates to health,
education, defence and public buildings
procured through the PFI route. We
have had good success in this sector,
particularly health, which has helped
support our turnover in the UK. Major
new hospitals and the new healthcare
initiative, Procure 21 ensure we will be
busy on long-term schemes for years
to come. As a major consultant in this
field we will selectively continue to
position ourselves on future major
projects. Although at present PFI 
has not meaningfully penetrated
Europe, we are well placed to benefit
as it progresses.
In the USA where we principally only
work in the property sector, we have
seen difficult trading conditions.
However, in increasing our business
development activity and addressing
the busier public sectors we have
limited the reduction in turnover , however
the profits have been more adversely
affected. More recently we have seen
improving activity in a number of sectors
on both the East and West coasts.
Some recent significant project wins
include Jets Stadium and Brooklyn
Arena New York, Kansas City Federal
Reserve Bank, JF Kennedy Performing
Arts Centre Washington DC and large
condominium schemes in New Y ork and
Miami. We are encouraged by our
increasing success at cross-selling 
our skills as demonstrated by major
wins by our USA companies for the
Agha Khan University in Karachi and
Embassies in Berlin, Cape Town and 
ROYAL BANK OF SCOTLAND WORLD HEADQUARTERS, Edinburgh 
Our developing cross-selling culture has 
enabled an increasing number of project 
wins using our multi-disciplinary skills.
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 13 10 WSP 2003
CHIEF EXECUTIVE’S STATEMENT
Stockholm. In addition they work
closely with our Asia business on
work in China for USA clients.
Overall we are appropriately
resourced for the varying markets 
in the property sector and well
positioned to address and benefit
from changes as they arise.
Our operation in Asia is now fully
registered in China with an office and
work in Shanghai. The Hong Kong
market has remained difficult for us
but we have sensed recent signs of
improvement. I therefore expect Asia
to make progress this year.
Our operation in South Africa is
benefiting from restructuring and is
progressing well with significantly
increased turnover and profits. We
provide all sector services in this region
from principal centres at Johannesburg,
Cape Town and Durban.
Our International Management
Consultancy company, operating
worldwide from their centres in 
the UK and Sweden, provides
international support, education 
and management to improve the
transport, infrastructure, financial 
and social elements of developing
countries. They again performed 
well last year with a strong ongoing
long-term order book.
In Europe our Finnish company 
LT-Konsultit also performed well and
we continue to build the business. 
In Norway, Multiconsult, where we
have a 24.7% stake, performed below
expectations following a prudent 
view they have taken on provisions 
for specific projects. However, their
ongoing order book and outlook
remains very strong.
Finally, we have opened an office with
senior local representation in Mumbai,
India. This is a controlled and cautious
investment, which we will consider
extending as we see benefits arising
from this fast growing economy.
Staff
Firstly my thanks to all our directors
and staff for their efforts and
commitment to ensure that the 
Group built on the previous year’s
restructuring and progressed so
positively on many fronts. We
together, have been party to significant
successes throughout the year thus
delivering our improved performance
and importantly strengthening us
further for the coming year.
In addition, we are launching a
reinforcement programme for our staff
to clearly engage them in the Group’s
vision and values, and how we will
continue to deliver them and thus
improve shareholder value, enhance
client service and staff well-being.
We have continued to seek and
employ key and strategic recruits to
further strengthen and widen the
Group’s resource.
Future Strategy and Outlook
The commitment made last year to
improve the Group’s performance 
in challenging markets and benefit
further from strong markets remains
our priority. Our medium term
operational plan prepared last year to
ensure we deliver controlled growth,
added value, improved performance
and enhanced benefits to our clients
and staff will remain the focus this
year. I believe this defined strategy
has already served us well through
2003, and we will maintain continuous
improvement in all businesses.
We will build on our now identified
success in cross-selling the Group’s
significant and varied skills. This
culture has taken time to be
integrated into the company,
particularly where acquisitions have
assisted growth. We are now seeing
the benefits of our perseverance and
opportunities are uniquely presenting
themselves to us – we will continue
and build on this strategy.
I see similar market dynamics this
year in most of our sectors, however
confidence grows in the USA where 
I expect improvements, as I also do 
in Asia. In addition, there are early
signs that some quieter private sector
markets in the UK may gradually
improve as the year progresses.
However, most importantly we are
now better positioned to address the
prevailing markets and also materially
benefit as quieter markets improve. 
I consider that we are continuing to
further enhance our position in our
various sectors and progress towards
being a market leader in all of them.
The maturing WSP brand is being
reinforced and will continue 
to strengthen and thus assist 
this objective.
I therefore believe we are well placed
to achieve ongoing improvements 
in all aspects of our performance 
this year.
CHRISTOPHER COLE
Chief Executive 
5 March 2004
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 14 WSP 2003 11
The financial focus of the Group for
2003 has been to improve operating
margins and maintain cash generation
from our trading activities.
Turnover and Profit for the year
T urnover, excluding the share of our joint
ventures and associated undertakings,
has increased by 8.5% to £283.6m
(2002: £261.5m), of which £120.7m
(42.6%) arose in the UK and £162.9m
(57.4%) from overseas markets. 
Operating profit, before exceptional
items and amortisation of goodwill,
has increased by 10.7% to £16.0m
(2002: £14.5m). Operating profit
increased from £2.8m to £8.5m.
A summary of the results for the year
is set out in T able 1.
Joint Ventures and 
Associated Undertakings
WSP has a 24.7% equity interest in
Multiconsult one of the leading design
consultants in Norway. This year the
Group’s share of turnover from this
company amounted to £11.3m (2002:
£10.6m) whilst prudent provisions
against contracts resulted in a fall in 
our share of operating profit to £0.3m
(2002: £1.1m). In addition, in the UK
we commenced the Y orkshire motorway
and trunk road network management
contract for the Highways Agency in
joint venture with Carillion plc. Our
share of the joint venture is 40% and
in the year our share of the turnover
of this joint venture amounted to
£4.0m, on which we recorded a small
loss of £0.1m arising principally from
mobilisation costs. 
Profit Margins
Work in the predominantly private
property sector across the world has
remained slow and profit margins at
4.7% reflect this fact, whilst growth 
in the public sector of transport and
infrastructure has given increased
returns of 6.8%.
In the environmental market we have
seen our net margins rise to 6.4%,
however if subcontractor costs of £8.4m
are deducted from gross turnover of
£32.3m to give net turnover of £23.9m,
our margin improves to 8.6%.  
Excluding our share of joint ventures
and associated undertakings, the
division of turnover between our
principal sectors and on a location 
of operations basis, together with
comparative profit margins, is set 
out in T able 2.
During 2003 we have responded to changes in market conditions and addressed our
cost base in order to ensure our resources are matched to revenues. This has resulted 
in the general improvement in net margins, which we expect will continue in 2004.
FINANCE DIRECTOR’S REPORT
MALCOLM PAUL Finance Director 
1: 2003 RESULTS
2003 2002
£’000 £’000
Group and share of joint ventures and 
associated undertakings turnover 298,868 272,024
Less: share of turnover of joint ventures
and associated undertakings (15,315) (10,574)
T urnover 283,553 261,450
Operating profit, before exceptional
items and amortisation of goodwill 16,004 14,451
Exceptional items (2,250) (6,505)
Amortisation of goodwill (5,269) ( 5,128)
T otal operating profit 8,485 2,818
Profit on sale of subsidiary undertaking 409 -
Net interest payable (3,313) ( 2,444)
Profit on ordinary activities before taxation 5,581 374
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 15 12 WSP 2003
Exceptional items
A professional negligence claim against
the Group has required a one off
provision of £2.25m in the current year.
The directors had been advised that
the claim, which arose from the
structural design of a building in the
UK many years ago, was covered by
the Group’s professional indemnity
insurance policy however an unexpected
change in circumstances arising from
an arbitration hearing in October 2003
has increased the exposure and the
directors believe it is prudent to 
make full provision for the Group’s
maximum liability under this claim.
During the year a wholly owned
Swedish subsidiary that provided
training and certification services was
sold for £1.2m and this gave rise to 
a profit on sale of £0.4m.
Goodwill
The Group continues to adopt FRS 10,
which requires goodwill to be amortised
over its effective life. At the balance
sheet date intangible assets, representing
the net book value of goodwill on
acquisitions made in the past, amounted
to £92.6m (2002: £93.0m). Whilst an
amortisation charge of £5.3m (2002:
£5.1m) has been made in the current
year, the impact of foreign exchange
adjustments has maintained the carrying
value of goodwill at a similar level to
last year. The directors are satisfied
that there has been no material
impairment in the value of this asset.
Bank interest
Borrowing remained relatively static
during the year and as a result the
charge for interest was similar to that
incurred in 2002 before adjusting for
the credit arising from the release of a
discount applied to a long-term debtor
in the prior year.
T axation
The tax charge for the year amounts
to £3.4m (2002: £2.0m), an effective
rate of 31.6% on profit on ordinary
activities before amortisation of
goodwill. Further details of how the
tax charge is calculated may be found
in Note 8 to the accounts.
Earnings per share
Basic earnings per share has
increased to 3.6p (2002: loss 3.1p),
reflecting the overall improvement in
the results for the year. Fully diluted
earnings per share increased to 3.5p,
while fully diluted earnings per share 
before amortisation of goodwill and
exceptional items has also shown a
very satisfactory increase of 23% to
14.6p (2002: 11.9p). 
Dividends
We intend to continue with our
established dividend policy that
reflects the growth in earnings whilst
recognising the cash flow demands of
the business. In October, the Group
paid an interim dividend of 2.0p
(2002: 2.0p) and the directors believe
that the performance during 2003
justifies maintaining the full year
dividend at 5.0p. The Board is
therefore recommending a final 
dividend of 3.0p (2002: 3.0p) which
will be payable in May 2004. 
The proposed total dividend for the
year of 5.0p is covered 2.9 times by
profit after taxation, but before the
impact of exceptional items and the
amortisation of goodwill.
Cash flow
Once again we have generated positive
cash flows from our trading activities,
and whilst turnover has increased by
£22m our working capital requirement
has remained steady. During the year
we paid the final deferred consideration
due on the acquisition of Flack + Kurtz,
which amounted to £4.9m. Capital
expenditure has been monitored closely
and at the end of the year net debt
amounted to £44.6m (2002: £45.6m).
The principal cash flow movements
during the year are set out in T able 3.
Bank Facilities
The Group’s syndicated multi-currency
borrowing facility of £60m was due for
repayment in May 2004 and has been
disclosed as a current liability. 
Since the balance sheet date this facility
has been replaced with new long term
facilities, divided equally between the UK
and Sweden, comprising two 3 year
reducing revolving credit lines of £25m
and two short term working capital
lines of £5m.In addition, local currency
facilities are available in the other
territories in which we operate taking
our total bank facilities to £70m. At
31 December 2003, the Group
2: TURNOVER AND OPERATING PROFIT
Transport & By Location Regional
Property Infrastructure Environmental of Operations Split
2003 Turnover £’m £’m £’m £'m %
United Kingdom 69 32 20 121 43%
Mainland Europe 52 48 11 111 39%
USA 28 - - 28 10%
Africa 7 3 1 11 4%
Asia 36-93%
Other 1 2 - 3 1%
By class of business 160 91 32 283 100%
2003 Operating profit £’m £’m £’m £'m %
United Kingdom 3.9 2.7 1.7 8.3 53%
Mainland Europe 1.9 2.9 0.4 5.2 33%
USA 1.2 - - 1.2 7%
Africa 1.0 0.3 (0.1) 1.2 7%
Asia (0.4) 0.2 - (0.2) (1)%
Other - 0.1 - 0.1 1%
By class of business 7.6 6.2 2.0 15.8 100%
Operating profit margin 4.7% 6.8% 6.4% 5.6% -
Operating profit is shown before exceptional items, amortisation of goodwill, interest and taxation.
FINANCE DIRECTOR’S REPORT
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 16 WSP 2003 13
has met all the required banking
covenants and gearing stands at 53%.
Accounting Policies
During the year there have been no
material changes to the accounting
policies applied to the financial
statements.
Pensions
As required, the Group accounts for
the cost of pensions under SSAP 24.
The vast majority of the Group’s
worldwide employees are in defined
contribution schemes however in the
UK there are a number of defined
benefit schemes taken over by the
Group following acquisitions, all of
which are closed to new members.
During the year, whilst the value of the
schemes’ investment assets increased
this was more than offset by changes
in actuarial assumptions relating to future
life expectancy and discount rates. In
line with actuarial advice received in
the year, the Group has therefore
increased contributions to the schemes
by £0.6m to address the deficit
identified by triennial valuations.
The accounts also disclose the 
impact that FRS 17 will have when
introduced in full in 2006. For the
reasons given above, the net deficit
(net of deferred tax) has increased
slightly during the year to £14.2m
(2002: £13.5m), however increased
contributions should act to reduce this
deficit over the long term.
Financial instruments and
Foreign Exchange
Our policy is to manage centrally the 
Group’s liquidity, funding and exposure
to foreign currency risk in a manner
which ensures straightforward 
administration, the minimisation of
risk and operational flexibility. 
Other than derivatives, the financial
instruments used by the Group comprise
internal cash resources, borrowings,
and debtors and creditors arising from
normal trading activities.
Committed banking facilities are
negotiated to provide working capital
and acquisition finance to meet the
current and future requirements of 
the Group. 
Most of our trading activity is denominated
in the currencies relevant to the local
subsidiary, thus matching the currency
with its cost base. Where contracts are
awarded in non-local currency the
Group looks to mitigate the foreign
exchange risk having regard to all the
relevant circumstances. We do not
hedge our exposure to exchange
differences on day-to-day trading. 
The acquisitions in the USA and Sweden
have created significant investments in
these territories and thus an exposure
to currency fluctuations in the value of
these assets. T o mitigate the effect of
these exposures we have financed our
USA investments using US Dollar loans
and have entered into cross-currency
swaps to create synthetic Swedish Krona
liabilities to match, and therefore hedge,
our investment in Sweden. We have
not considered it necessary to hedge
our net investment in other overseas
subsidiaries but the matter is kept
under review.
In addition to these foreign exchange
exposures the Group, by virtue of its
borrowings in US Dollars and the Swedish
Krona currency swap, is subject to
non-sterling interest rate risk. We
continually review our exposure to
floating interest rates and assess the
cost versus the benefit of alternative
instruments available to minimise interest
rate risks. At the present time we have
fixed our Sterling interest rates and
have partially fixed our exposure to
fluctuations in Swedish Krona interest
rates by way of an interest rate swap.
Our exposure to US Dollar interest
rates remains unhedged. 
A summary of the Group’s borrowings,
financial risks and use of derivatives 
is set out in note 26 to the financial
statements on page 75.
The Future
During 2003 we have responded to
changes in market conditions and
addressed our cost base in order to
ensure our resources are matched to
revenues. This has resulted in the
general improvement in net margins,
which we expect will continue in 2004.
We are focused on reducing the Group’s
debt position and this will continue to
be achieved not only by converting
improving operating profits into cash
but also by addressing and minimising
the Group’s working capital requirement.
We are committed to reducing the current
level of debt as a ratio to turnover, as
we have done once again this year,
and we expect this to continue. 
Our vision and values require us to
deliver excellent client service together
with a balanced approach that combines
a strong commercial focus with
accountability for delivering the client’s
needs. I believe our commitment to this
approach will create value for shareholders,
clients and employees alike.
MALCOLM PAUL
Group Finance Director
5 March 2004
3: CASH FLOW
2003 2002
£’000 £’000
Opening net debt (45,631) (50,555)
Cash flow from trading activities 18,883 11,500 
Working capital movement (1,582) 11,669
Interest, taxation and dividends (8,521) (11,306)
Net capital expenditure (4,339) (4,243)
Acquisitions and disposals (4,247) (3,689)
Currency and other adjustments 867 993 
Closing net debt (44,570) (45,631)
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 17 CREATING VALUE
TUNNELS
14 WSP 2003
main: GOTHENBURG TUNNEL
WSP has been commissioned to design a new river connection and associated junction in 
Gothenburg. The new Marieholm tunnel will ease pressure on the existing and extremely
busy Tingstad tunnel.
inset-top: TRANSPORT FOR LONDON
Matiul Khan, a structural engineer, carries out a tunnel inspection as part of the Group's
long term contract for management of the road network in North London.
inset-middle: DESIGN TEAM
Sven Sivengård, Göran Sandholm and Viveca Karlsson are members of the WSP team
appointed to design the Marieholm Tunnel in Gothenburg.
inset-bottom: PROJECT MANAGEMENT
WSP is responsible for managing contractors' maintenance underway in London's
George Green tunnel.
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 18 CREATING VALUE FOR CLIENTS, EMPLOYEES AND SHAREHOLDERS
Core values:
To fulfil our vision we base 
our activities on the following 
core values:
•T rust: to build trust in our services
and in our staff who deliver them,
both externally with our clients,
and within the Group in the
relationships we build with 
each other. 
• Sharing and Support: to support
each other, sharing knowledge
and cross-selling in order to
constantly increase our ability
to provide the customer with
the optimum solution. 
•Pride and Passion: to encourage
pride in our company, our 
work and our clients and
demonstrate our passion for
constant improvement.
• Sustainability: to ensure that
sustainability is built into
everything we do through 
our long-term commitment 
to reducing the impact of our
business on the environment.
• Innovation: to remain at 
the forefront of technical
development and also to
develop innovative solutions 
for an approach which balances
a strong commercial focus with
the requirement to deliver the
clients’ needs.
Creating value for clients,
employees and shareholders 
Our vision is to be the outstanding
supplier of specialist and integrated
services in the built and natural
environment. We offer quality, 
well-managed specialist and integrated
services to clients, making use of
global reach and knowledge as well 
as local relationships. 
Culture and values
Shareholder value will be enhanced 
by the emphasis we are placing on 
our vision and core values, which help
to define the culture of the Group,
motivating our staff to give of their
best and instilling in our clients confidence
that we will deliver solutions of the very
highest quality. These may comprise
specialist services from the many 
fields of activity that we offer, or
multi-disciplinary packages, in which
we combine for an integrated approach,
bringing significant benefits not only
for our customers, but also for WSP .
All activities are centred around the
core values of trust, sharing and
supporting, pride and passion,
sustainability and innovation.
Global goals and strategies
WSP’s global goals reflect the vision
and core values and provide the
backdrop against which each
operating company sets its own
individual goals. The WSP global
goals include aiming for economic 
results equal to that of the best
performers of our peer group;
ensuring WSP is perceived as a
quality company; delivering our full
range of services through all our
principal operations; and valuing our
employees and providing every
opportunity for career development.
A global strategic approach provides
the foundation for the development 
of regional strategies to achieve
individual operating companies’ 
goals, focusing on four key areas:
recognising and responding to
different global market conditions;
increasing market share through
focusing on client relationships, timely
and quality delivery of services, and
innovation; continuing to develop
efficient business procedures; and
promoting and encouraging staff
recruitment and retention.
THE PLATFORM FOR FUTURE GROWTH
CLIENTS
SHAREHOLDERS
TRUST
SHARING AND SUPPORTING
PRIDE AND PASSION
SUSTAINABILITY
INNOVATION
VISION
TO BE THE OUTSTANDING
SUPPLIER OF SPECIALIST 
AND INTEGRATED SERVICES 
TO THE BUILT AND NATURAL
ENVIRONMENT
EMPLOYEES
WSP 2003 15
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 19 GROUP STRUCTURE AND SERVICES
Organisational structure
The WSP Group operates through
autonomous regional businesses
reporting to Executive Committees with
central support in the key areas of
communication, information technology,
human resources and risk management.
The matrix of the Group structure, 
facilitates close relationships between
our clients and staff backed by the
knowledge and expertise of 5,000
staff operating from more than 100
offices worldwide. Increasingly projects
are being won in one territory with the
help and support from another and
this is giving true added value to our
diverse client base.
Where services sit comfortably across
borders, such as with environmental
and major international projects, 
our structure aims to break down
geographic boundaries and encourages
cross-company working, in order to
maximise the skill and resource
available throughout the Group.
Integrated multi-disciplined
services
In the UK and Europe, where we
operate equally in the public and
private sectors, we are able to
provide our clients with unparalleled
expertise in the three principal 
fields of property, transport and
infrastructure and the environment. 
WSP is one of a very small number 
of companies in the world able to 
offer fully integrated multi-disciplined
services in these three areas
demonstrated by our recent work 
on the headquarters buildings for
GlaxoSmithKline and the Royal Bank
of Scotland, two of the largest building
projects in the UK. 
WSP GROUP PLC
WSP
UK
WSP
EUROPE
WSP
USA
WSP
ASIA
WSP
AFRICA
STRATEGY
COMMITTEE
HUMAN
RESOURCE
INFORMATION
TECHNOLOGY
RISK
MANAGEMENT
MARKETING &
COMMUNICATIONS
PERFORMANCE
COMMITTEE
WSP ENVIRONMENTAL
WSP INTERNATIONAL
GROUP OPERATING STRUCTURE
FIELDS OF ACTIVITY
TRANSPORT & PROPERTY ENVIRONMENTAL
INFRASTRUCTURE
SERVICES INCLUDE:
STRATEGIC PLANNING
FEASABILITY STUDIES
DETAILED DESIGN
MAINTENANCE
REPAIR & REFURBISHMENT
IMPLEMENTATION & 
CONSTRUCTION SUPERVISION
SECTORS INCLUDE:
BRIDGES
HIGHWAYS
INTELLIGENT TRAFFIC SYSTEMS
MARINE
RAIL
SERVICES INCLUDE:
ENVIRONMENTAL AUDITS – 
DUE DILIGENCE
REMEDIATION / 
CONTAMINATED LAND
ENVIRONMENTAL IMPACT 
ASSESSMENT
AQUATIC RESOURCE 
MANAGEMENT
NOISE & VIBRATION
SUSTAINABLE DEVELOPMENT 
SERVICES
SUSTAINABLE WASTE 
MANAGEMENT
ENVIRONMENTAL MANAGEMENT 
SYSTEMS
SERVICES INCLUDE:
STRUCTURAL DESIGN
BUILDING SERVICES
FIRE
VERTICAL TRANSPORT
GEOTECHNICAL DESIGN
FACILITIES MANAGEMENT
SECTORS INCLUDE:
AVIATION
COMMERCIAL
EDUCATION
GOVERNMENT
HEALTH
INDUSTRIAL
LEISURE
RETAIL
RESIDENTIAL
16 WSP 2003
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 20 In addition the skill transfer between
our principal offices enables the
Group to offer solutions to clients at
the leading edge of technology and
innovation, and where possible we
encourage multinational teams to
support some of the most prestigious
projects in the world.
Our broad spread of regional offices
means we also understand and can
react to the requirements of the local
market. The breadth of services we
offer enables our clients to use a
single source supplier for their design
needs with the obvious economic
benefits that brings. 
Regional coverage
Our largest resource is focused 
in the UK and Scandinavia, which
accounts for approximately 80% of 
the Group’s turnover. 
In the United States our principal
market is in the property sector. 
We have a significant presence on
both the East and West coasts
where we have had to adjust our
target market following the downturn
in commercial developments.
Nevertheless our staff have been
able to adapt their skills to the
demands of different sectors where
we have won new projects in the
fields of healthcare, education and
other areas of government.
Elsewhere, our business activities in
Africa have been successful during 
the year. In Southern Africa we
provide a full multi-disciplined service
that has been expanded significantly
by the addition of a complete facilities
management service, a relatively new
concept in the region with a potentially
large and untapped market. 
Our aid funded work in Africa, Asia
and elsewhere has also had a good
year. With two principal offices in the
UK and Sweden their focus is to work
in developing countries with poverty
alleviation and the improvement of
infrastructure central to many
projects. India is a potential new
market for the Group and we are
seeking to develop a presence in a
rapidly expanding market.
In Asia, where our main office in
Hong Kong has again suffered from
the poor economic environment, our
performance has been disappointing.
However, we are able to deliver a
broad service offering and new
opportunities are presenting themselves
in China, Vietnam and Thailand. 
In addition we continue to use our
facilities in the Philippines as a low
cost base to provide technical drawing
capabilities to the rest of the Group.
WSP 2003 17
GLOBAL PRESENCE – PRINCIPAL OFFICES
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 21 CREATING VALUE
TALL BUILDINGS
main: TORRE MAYOR
T orre Mayor is Mexico City's tallest building, designed by WSP Cantor Seinuk to
withstand the effects of earthquakes that frequently hit the area.
inset-top: WORLD CLASS EXPERTS
WSP's Ahmad Rahimian is interviewed in New York for Channel 5's Building the
Ultimate Skyscraper.
inset-middle: LONDON HIGH-RISE
West India Quay Hotel Development in London's Docklands is currently the tallest post-
tension concrete hotel residential building in the UK.
inset-bottom: MULTI-DISCIPLINARY SERVICES
Kennedy T own New Praya. Hong Kong. Due for completion in 2005, WSP is providing 
structural, geotechnical and building services in this development which will provide
1,320 new residential units in three 62 storey towers.
18 WSP 2003
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 22 WSP 2003 19
Making WSP the employer 
of choice
WSP’s employees are the Group’s
greatest asset, and their knowledge,
experience and expertise are its most
valuable resource. WSP is dedicated
to developing and supporting its staff
through a continuous programme of
recruitment, training and development,
staff care and attractive remuneration.
The Group provides a global working
environment in which cultural
integration and the sharing of
knowledge throughout the organisation
are actively encouraged. We believe
that this focus on our employees will
help us become the employer of
choice, which in turn will support 
our vision of being the outstanding
supplier of choice for specialist and
integrated services.
At the year-end, WSP had a total
work-force, including contract staff, of
approximately 5,000. The average age
ranged from 35 in Environmental to
44 in WSP Europe, with a group
average of 40. The average time
employed was 7 years. The high level
of education among staff is indicated
by the fact that 54% are graduates.
This profile is comparable to other
businesses in the engineering and
environmental consultancy sectors. 
Of course, many of our non graduates
have relevant technical qualifications
in their chosen profession.
Valued and motivated staff
Valued and motivated staff are crucial
for WSP’s continued success in an
increasingly competitive market. 
A structured approach incorporates
training and career development
opportunities for all staff at all stages
of their career with WSP , together
with a supportive environment of
employee benefits, integrated internal
communication and promotion of
work-life balance. 
Leadership. Good leadership is a
pre-requisite for valued and motivated
staff; therefore training and education
for leadership is being reinforced
throughout the Group. In Sweden,
introductory and advanced leadership
courses take place on a continuous
basis, and this is being introduced in
the UK. Staff surveys provide an
opportunity to report on the
performance of line managers, and
this is helping to identify specific
training requirements.
Professional development. The
development of competence is an
important part of WSP strategy, with
staff receiving training according to
their roles and the development of
their career. Training needs are
determined from annual staff
appraisals and directly from business
needs. Initiatives are also in place 
to encourage ‘on-the-job’ training
through allocating staff to varied
assignments, job rotation and
international staff transfers. 
WSP University. The WSP
University has been created to 
assist staff in their professional 
and personal development, with
opportunities to develop business,
technical, personal and procedural
skills. Training activities are aligned 
to WSP business priorities. The
material will be available to all
employees under a common internet
portal, which will incorporate bespoke 
WSP internal training courses as 
well as recommendations for external
courses and other resources including
e-learning, books and videos.
Induction of new employees.
WSP aims to encourage new staff
members to feel committed to the
company and to embrace its values
and culture within the shortest
possible time. Routines are developed
to ensure short induction periods in
the work place. In addition courses
are scheduled continuously to
familiarise new members of staff with
the WSP organisation and culture.
Taskforce. In the UK, a T askforce 
of 12 suitably qualified employees in
the 27-33 age group offers a young
perspective on issues that will have 
a key influence on the company’s
future. Over the past decade or 
so, the T askforce has increasingly
contributed to the Group’s
development with considerable
success, not only in the UK, but 
also in the Nordic countries and
South Africa, where similar groups 
are now well established. 
In October one hundred young
delegates from WSP companies in
Europe, Africa, Asia, USA and UK
attended the WSP Synergy 2003
Conference in London. Workshops
were held to increase understanding
of a number of key Group initiatives,
including the challenges of inter-
company working, Key Account
Management, and the role of the
supply chain in the construction
industry. The conference gave young
employees an insight into WSP’s
vision for its future development and
an appreciation of the diversity of
global Group operations.
Investors in People (IIP). IIP is 
a UK standard that can be used 
for benchmarking companies in the
areas of training and communication.
The WSP training system in the 
UK has been designed to satisfy 
the requirements of the standard,
and progressively the companies 
in the UK are being certified. 
A similar approached has been 
in use for many years in WSP
Sweden, although there are no
corresponding certificates.
OUR PEOPLE
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 23 20 WSP 2003
OUR PEOPLE
Voluntary employee turnover across
the Group in 2003 was 13%. This
compares favourably with other
businesses in the sector. The Board
believes that it reflects our continuing
success in creating appropriate
working environments and efforts 
will continue in reducing staff 
turnover over the coming years
through proactive retention strategies.
Knowledge Management
A major advantage of a global
company is its ability to transfer
knowledge to different parts of the
organisation, thereby strengthening
the development of its resource 
and making more efficient use of its
assets, to the benefit of both clients
and shareholders. WSP is dedicated
to continuous knowledge management
as an important component of Group
strategies to expand market share.
Effective knowledge management 
will enable us to introduce our
services to new markets, and fully
exploit opportunities for cross-selling,
both regionally and between 
different countries, and to provide
integrated packages for enhanced
customer value. 
International transfer of staff is an
integral part of the global culture 
of WSP . There are excellent
opportunities within the Group for
staff to gain overseas experience. In
2003 employees from Sweden have
worked in the UK, and vice versa, 
and also in Norway. There is currently
a demand for staff to transfer to 
the USA, and employees from South
Africa are taking advantage of new
opportunities in the UK.
A system of ‘twins’ with similar
positions and duties in different
countries enables shared experiences,
the establishment of benchmark
practices and the development of 
new services. This system has been
proved particularly effective where
different parts of the Group have 
bid for and worked on joint projects.
OUR PEOPLE
EMPLOYEE AGE PROFILE 
<24 25-29 30-34 35-39 40-44 45-49 50-54 55-59 60-64 >65
LENGTH OF SERVICE
<2 2-4 5-9 10-14 15-19 20-24 25-29 >30 YEARS
EMPLOYEES BY EDUCATION PROFILE
 1% PHD
 46% TECHNICAL
GRADUATES
 7% OTHER
GRADUATES
 46% NON
GRADUATE
800
700
600
500
400
300
200
100
0
EMPLOYEES BY ROLE
DIRECTORS 
PROPERTY
CONSULTANTS
TRANSPORT
CONSULTANTS
ENVIRONMENTAL
CONSULTANTS
BUSINESS
SUPPORT
2500
2000
1500
1000
500
0
1400
1200
1000
800
600
400
200
0
WSP_R&A03 ARTWORK  29/3/04  12:10  Page 24 WSP 2003 21
Networks provide an important
channel for the sharing of knowledge
within WSP . Frequent meetings 
are arranged between employees 
with similar areas of expertise from
different parts of the group. Educational
and training courses and regular 
inter-departmental social events provide
further networking opportunities.
In terms of clients, an increasing
number of initiatives are being
introduced to improve internal
communication about our customers,
encourage cross-selling and also to
focus on our customer relationships.
These include Key Account
Management in the UK, which aims 
to nurture key clients with a view 
to increasing revenue and delivering
profit whilst offering an improved
service with added value and improved
working relationships. In Sweden
teams of sales co-ordinators in all
major cities have been established
with the aim of selling the entire range
of WSP services to new customers.
Personal contacts are supported with
the continuous upgrading of electronic
information systems. In 2004 new global
working databases will be introduced,
which will include CV’s, a competence
database and a reference database.
Evaluation and Feedback
Annual employee surveys to identify
the views and needs of the personnel
constitute an important tool for
identifying possible improvements 
in the work environment and the
organisation. They also serve as a
valuable platform for further dialogue. 
The fourth annual employee survey of
employees from the WSP UK operating
companies revealed overall levels of
job satisfaction similar to previous
years with 60% of staff stating that
they are 'satisfied' or 'very satisfied'
(60% in 2002; 57% in 2001 & 2000).
Senior managers and those 
with more than 10 years at the Group
showed the highest satisfaction levels.
Employee development was identified
as the key staff motivator, and was
also identified as the area of greatest
improvement over the last year. In
2004 the survey will be extended to
cover the major part of the Group.
Managing Directors will be taking
forward actions to address specific
issues raised in the employee survey.
Annual appraisals for all employees
provide staff with feedback as well as
enabling programmes for continuing
professional development to be drawn up.
An Employee Assistance Programme
is in place in UK and Sweden. This 
is a counselling service established 
to support staff with personal and
professional issues.
Incentives
Given WSP’s need to hire and 
retain highly qualified personnel, 
the Group pays great attention
to designing attractive 
remuneration systems.
Culture and Communication
WSP has grown into a global
enterprise via organic growth 
and acquisitions, and the natural
result is the existence of cultural
differences within the Group, some
of which are based on language and
nationality, others on variations in
corporate culture. WSP is committed
to reducing any obstacles that
cultural differences might present 
to the creation of a highly efficient
global organisation, through actively
encouraging employees from
different parts of the group to
communicate, interact, co-operate
and share knowledge.
We believe that our vision and values
are of vital importance in helping 
our staff to embrace the culture of
the company. Considerable work 
has already taken place in 2003 
to ensure they are appropriate to 
the needs of an expanding global
organisation, and they will continue
to evolve, improve and develop as
new companies are embedded. 
NORDIC AND UK TASKFORCES
T askforces provide a young perspective 
on the future of WSP .
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 25 CREATING VALUE
RETAIL
main: BIRMINGHAM BULLRING
Opened in September 2003, the 110,000 sq m Birmingham Bullring complex is one of
Europe's largest retail-led regeneration projects.
inset-top: RETAIL THERAPY
Our designers are specialists in bringing shopping malls to life with a comfortable
environment and natural light.
inset-middle: CITY CENTRE DEVELOPMENT
WSP is designing many mixed-use city centre schemes. The development of the
T erritorial Army Headquarters at the Duke of York Square in Chelsea, London,
incorporates retail, commercial and residential accommodation.
inset-bottom: INTERNATIONAL EXCELLENCE
With 135,000 sq m of retail space, Mall of the Emirates in Dubai is another mixed
development, and will incorporate a hotel and the first snow playground in the
Middle East.
22 WSP 2003
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 26 WSP 2003 23
REGIONAL REVIEW
United Kingdom
The emphasis on developing our
public sector markets has delivered
improved performance in the UK 
in 2003 with excellent long-term
prospects reflected in an increasing
order book for 2004 and beyond. 
Our specialist expertise in high rise
buildings is giving us the market lead
in the UK, with a number of major
mixed-development city centre wins 
in Birmingham, Leeds, London and
Manchester. We will benefit further as
the commercial sector recovers. This
combination of public sector growth
and preferred supplier in the private
sector places us in a solid position for
2004 and opens up real organic
growth prospects.
Transport and Infrastructure
Early successes, including design 
of the M25 widening for Heathrow
Airport’s T erminal 5, set the scene 
for a very promising 2004. The
business is now well placed to
capitalise on potential markets offered
by the increasing momentum of the
Government’s T argeted Programme 
of Road Improvements, the Irish PPP
roads market and Local Authority 
out-sourcing. An excellent Highways
Agency Capability Assessment 
score has triggered renewed interest
from various contractors seeking
partnerships for Early Contractor
Involvement (ECI) schemes. 
Our Policy and Research team at
Cambridge maintains its reputation
as world leader in the field of
transport studies, with new projects
this year including research into Road
User Charging for the Department
for Transport, and an EU funded
project to study public transport
across Europe. 
With increasing demand for
sustainable transport systems, 
WSP is playing a leading role in major
initiatives including a high profile
study of the relationship between
housing and highway design/adoption
issues in England for the Office of the
Deputy Prime Minister; and a related
study of roads layout and parking in
new residential developments for the
Scottish Executive. For local authorities
we are carrying out a Mass Transit
Study of public transport options 
for T elford, and providing high level
management advice on transport 
co-ordination policy for Essex County
Council. In London we continue to
monitor and manage 46% of Transport
for London’s road network through
our ongoing Stewardship Contracts. 
Our position in the Aviation market
strengthened during the year as we
secured further strategic frameworks
to provide building structures,
services and baggage system design
at a strategic and production level for
BAA plc and Manchester Airport
Group. We will also be looking to
secure similar strategic frameworks
for pavement infrastructure and
environmental work.
A team has been formed to look at
opportunities for providing strategic
planning skills to the potential market
highlighted by the Government’s
recent Air Transport White Paper
outlining potential development at
regional airports throughout the UK.
Property
WSP is the UK’s leading designer of
retail centres, with blue chip clients
including Chelsfield, Grosvenor,
Hammersons, Henderson Global
Investors, and Land Securities.
Highlights for 2003 include providing
engineering and utility infrastructure
design for the Bullring shopping
centre, Birmingham, Europe’s largest
urban regeneration project, and our
appointment to provide strategic
advice for the building services and
infrastructure for the 42 acre Paradise
Street Development in Liverpool. Our
current order book in this sector includes
a further 20 retail centres, including
major schemes with a construction
cost of over £100m such as in
Leicester, Bradford and Bath.
Along with retail, the residential
market continues to be active. WSP
has numerous projects across the 
UK with leading developers including
Ballymore Properties, the Beetham
Organisation, Cadogan Estates, City
Lofts, Marleybone Warwick Balfour
and New World. Three of our major
projects utilise our high rise expertise
with the Manchester Hilton (50
storeys), Birmingham Holloway Circus
(37 storeys) and London Docklands
Marriott (38 storeys). 
WSP UK
2003 2002
T urnover £101m £87m
Staff 1,743 1,659
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 27 CREATING VALUE
ROADS
main: NETWORK MANAGEMENT
In 2003, WSP was appointed by the Highways Agency for the five year contract to provide
management and design services to the motorway and trunk-road network in Yorkshire.
inset-top: CAREER DEVELOPMENT
Graduate engineer, Rebecca Bjerre, gaining on-site experience carrying out a bridge
survey and inspection.
inset-middle: TECHNOLOGY
The monitoring of our road networks requires state of the art communication systems
and WSP are leaders in this field, with both capital and framework contracts..
inset-bottom: JOHN WARD
John has been awarded an MBE in recognition of his work on highways maintenance
and road safety spanning the last 40 years.
24 WSP 2003
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 28 WSP 2003 25
Our transport planning work has
grown during the year to include 
the redevelopment of the 84 hectare
Colchester Garrison site for 2,600
houses and 21,800 sq m of mixed 
use development for T aywood; the
redevelopment of the 1.5m sq ft
mixed use DERA site at Chertsey
with Crest Nicholson Estates; and 
the redevelopment of Cambridge
Airport for 10,000 houses plus
ancillary mixed development for
Marshalls of Cambridge.
Healthcare is also a growing market
for WSP and we are part of the
preferred bidder teams for hospital
projects at Addenbrookes Cambridge
(£60m), Newcastle (£120m) and
North Staffordshire (£250m). In
addition WSP has been selected by
the NHS to deliver their £7.8bn
‘Procure 21’ capital investment
programme over the next six years. 
Urban Regeneration is seen as a key
growth area within the UK. Recently
we were appointed to undertake
transportation and environmental 
work to take the Bath Western
Riverside scheme forward to the
planning application and public
consultation stages, and there is 
major downstream work potential.
WSP has been appointed to act 
as lead consultant for Yorkshire
Forward, set up to promote regional
development in Yorkshire and
Humberside. This commission 
is expected to yield a series of 
project opportunities over the next
eight years. 
Over the last two years our strategy
in the property sector has been to
focus on public sector work and
increase our focus on framework
commissions. Our success in the
public sector markets of healthcare,
schools, defence and custodial is
clear and we are well positioned 
to further exploit opportunities
particularly in healthcare and schools.
Through 2003 WSP secured long
term framework agreements with
T aylor Woodrow, Middlesex
University, IBM, Ericsson, Unite and
Land Securities Trillium and we now
have over 25 formal frameworks.
Our specialist management company,
Knowledge Solutions, won the Royal
Mail Group Gold Award for the fourth
year running for the management of
their property helpdesk. These skills
have been transferred into the road
sector where a similar intelligent
helpdesk has been developed for
Transport for London dealing with
street faults.
Europe
WSP has consolidated its position 
as one of the leading consultants 
in Northern Europe, where we now
have significant presence in Sweden,
Finland and, via the ownership of a
24.7% interest in the major Norwegian
consultant Multiconsult, in Norway. In
addition, WSP has local presence in
Estonia, Poland, France and Germany. 
Sweden
As in the UK, Sweden provides a fully
multi-disciplined service to a broad
range of clients. The new WSP brand
has been well received in Sweden and
client perception has strengthened as
customers increasingly appreciate the
advantages of using a global service
provider. We have also identified a
positive effect on recruitment. 
T ransport and Infrastructure
The Transport and Infrastructure sector
remains strong with public sector
investment continuing at a high level
in both the road and rail markets. We
have recently commenced a number
of major projects such as the design
of a new major traffic junction and
tunnel in Gothenburg for the Swedish
National Road Administration and 
the design contract for the City Line,
a complex project consisting of an
interconnecting tunnel and three
underground stations providing a new
line for local and regional trains under
Stockholm city centre. 
WSP is also undertaking the design 
for the reconstruction and repairs of 
the Southern Link T unnel, the main 
link between the southern part of
Stockholm and the city centre. The
work includes refurbishment of concrete
constructions in tunnel and bridges,
lighting and power, architectural design,
drainage, ventilation and fire security.
Increasing co-operation within the
Group, in particular between Sweden
and the UK, is further strengthening
our position particularly on road and
rail projects elsewhere in the world.
WSP EUROPE
2003 2002
T urnover £100m £93m
Staff 1,770 1,872
REGIONAL REVIEW
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 29 CREATING VALUE
MEDICAL
main: NORFOLK & NORWICH UNIVERSITY HOSPITAL
WSP provided structural and civil engineering design to this landmark project for the
National Health Service, the first entirely new hospital of its size to be built in England
under the Government's Private Finance Initiative.
inset-top: PROCURE 21
WSP has been selected by the National Health Service to deliver their £7.8bn Procure 21
capital investment programme over the next six years.
inset-middle: SUSTAINABILITY
At Mill View Hospital, Brighton, environmental sustainability was a priority, with natural
ventilation and daylight contributing to a calm, relaxing environment for patients.
inset-bottom: US HEALTHCARE
In New York, WSP Flack + Kurtz is providing design services for Long Island Jewish
Medical Centre hospitals in Long Island, Queens and Staten Island, serving a population
of 3.6 million.
26 WSP 2003
WSP_R&A03 ARTWORK  31/03/2004  19:02  Page 30 WSP 2003 27
The prevailing market for infrastructure
in Sweden remains very strong with
the Government recently launching 
an investment programme worth 
£29bn for infrastructure investment
over the next twelve years. £11bn 
has been allocated to new railway
projects and the maintenance of
existing infrastructure, which has
significant potential benefit for WSP . 
Property
The property market has been
depressed since the end of 2002,
however, WSP’s results improved
during 2003 due to the restructuring of
the business. Activity in the commercial
market is likely to remain slow for some
years, although we are seeing signs of
recovery particularly with increased
investment in industrial buildings.
WSP has been appointed to undertake
the civil and structural design and
construction management for two
large pulp and paper mill extension
projects in Sweden for Stora Enso 
and the Skoghall Mill's Energy 2005
investment project. The second 
project aims to secure the future 
base for packaging board production
and strengthen the mill's energy
supply. This will enable cost-effective
production with low emissions in 
both the short and long term. 
Together with White Architects, WSP
won a prestigious competition for a
new £200m National Arena for
football and concerts with a capacity
of some 50,000 spectators in the
Stockholm-Globen area. It is hoped to
develop this project during 2004 once
decisions have been reached in terms
of conceptual and basic design. 
Thanks to increasing collaboration
during the year between WSP
companies in the Nordic region and
our partners elsewhere in the Group,
our combined resources are giving 
us a competitive edge which has led
to a number of contract wins. One
example is the IBM Machine Room
Project to provide 2,000 sq m of high
grade machine room space to expand
IBM capacity in Stockholm. WSP is
working with IBM’s project managers,
Johnson Control, and an integrated
team of WSP staff from both Sweden
and UK providing building services
and structural design as well as cost
assessment advice. 
Our fire and safety engineering business
has won projects in Europe, Asia and
the Middle East. These include a large
project for a Chinese client in Beijing,
where our fire and safety team worked in
close co-operation with WSP Flack +
Kurtz in San Francisco and with colleagues
in the UK and Hong Kong offices.
New skills have been introduced
aiming at adding innovative services
to the existing business. 
Finland
WSP has a solid platform in Finland
with a full range of services to offer
both the local and international market.
LT Konsultit’s performance has
improved during the year thanks 
to a more proactive, market-led
approach and improved project
management skills. 
The company has a strong position 
in city and infrastructure planning 
and major projects have been won
including the main Lohja-Lohjanharju
Road for Skanska and Narva Power
plant for EMP Projects.
Norway
WSP’s associate company, Multiconsult
has secured a number of major
projects strengthening the order book
through 2004. These include long term
projects, such as the Central Hospitals
in Oslo and Akker, and large contracts
in the natural gas fields such as Snow
White at Hammerfest and the Ormen
Lange project in the North Sea. 
Operationally, Multiconsult has had 
a good year affected financially by 
the decision to make prudent reserves
against long term contracts, which we
do not expect to impact on results in
the future. The merger with NVK, an
infrastructure business with significant
growth over the last two years, has
gone smoothly and we are optimistic
of its contribution in the future. 
Rest of Europe
Our Polish company achieved a
sustained level of profit for the first
time in many years. The management
has worked hard to lower the cost
base and, more importantly, to
develop the client base to include
both local and international investors.
Outside Poland, most of our efforts in
Eastern Europe have been in the area
of aid-financed projects with some
wins in the Baltic States and Russia.
In the longer term, Eastern Europe is
considered to be a promising market
for WSP not least on account of the
forecast economic growth and inward
investments in many countries that
will be stimulated by their joining the
European Union. 
REGIONAL REVIEW
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 31 CREATING VALUE
STADIA
28 WSP 2003
main: PHILADELPHIA EAGLES
WSP Flack + Kurtz provided building services design for the stadium, which has a
seating capacity of 68,500, and hosted its inaugural game between Philadelphia Eagles
and the T ampa Bay Buccaneers in September 2003.
inset-top: MULTI-DISCIPLINARY SERVICES
WSP was commissioned to carry out the civil, structural, mechanical and electrical 
design for the redevelopment of St James' Park in Newcastle which increased seated
capacity from 36,000 to 52,000. 
inset-middle: COMMUNICATIONS AND TECHNOLOGY
Modern stadia require state of the art technology and WSP designs features which
include flexible sports and stage lighting systems, redundant power supplies,
telecommunications and security systems, and field de-watering.
inset-bottom: WEMBLEY STADIUM
WSP is the technical adviser to the financial institutions supporting the redevelopment
of London's Wembley Stadium.
WSP_R&A03 ARTWORK  1/4/04  8:40  Page 32 WSP 2003 29
United States of America
Our businesses in the United States
of America, which are both focused on
the property sector, have had to adjust
to falling markets and economic
uncertainties. This has been achieved
by a concerted effort to move into public
sector property work, however with
confidence returning we are pleased to
be able to report that we have won a
number of new and significant commissions. 
Flack + Kurtz
Market conditions remained difficult
during 2003 with few opportunities 
in the private sector that impacted
financially on both turnover and profit.
In response we increased our active
participation in the public sector,
particularly in the fields of health 
and education.
In addition, project contracts for
commercial work in Asia, supporting
American concept and feasibility
designs, created increased
opportunities towards the end of the
year to supplement our total revenues.
New project wins in the last quarter
of 2003 have given us increased
optimism for 2004. We have secured
a major laboratory project at the
Albert Einstein Medical Center in
New York, the expansion of the
Kennedy Center for the Performing
Arts in Washington DC, a new
campus for the University of Karachi
in Pakistan, and a large tenant fit-out
project for Genentech in San
Francisco. In addition we have just
been appointed for the new Jets
/Olympic Stadium in New York City.
We cautiously expect market
conditions to improve during 2004,
with opportunities in the commercial
sector anticipated to contribute to our
results by the middle of the year.
Cantor Seinuk
The scarcity of opportunities during
the first three quarters of the year
reflected the downturn in commercial
property work, however the last
quarter saw a shift towards an influx
of new and important projects.
We continued to receive recognition 
in our industry as one of the leading
high rise designers in the world. New
York Construction’s Best of 2003
Award went to Time Warner Center,
for which we acted as structural
design engineers. Our design of No 7
World Trade Center, the first building
to rise after September 11, has
progressed and we have seen the first
superstructure beam erected recently
bearing the signature of the Governor
of the State of New York. 
Our expertise with seismic sensitive
construction received industry
awards, as well as recognition in trade
and science periodicals following the
building of the Torre Mayor Tower in
Mexico City, which is Latin America’s
tallest office building. 
The downturn in certain commercial
markets has led to our exploring and
winning work in other areas. We have
also been successful in the health and
education market and we have won 
a number of high rise buildings in
Miami, Florida. We look forward to
this market becoming another avenue
for diversification. 
We hope to be able to report further
significant wins in the near future in
order to return to the performances of
the recent past.
International
Africa
2003 was a good year for WSP in South
Africa, where the business environment
remains stable and buoyant.
The year saw the merging of the two
core businesses, with the combined
group having a staff of over 400
people, and a turnover in excess of
£10m. During the year, we have
achieved growth in all of the key
sectors including building services,
civils, industrial engineering and,
significantly, in facilities management.
One of the key contracts won by 
this business was the facilities
management of the South African
Parliamentary buildings and
associated housing estates, and we
are seeking additional contracts using
this as an important reference base. 
The combined businesses have
achieved a growth in gross turnover
and profit of over 50% during the 
year. We have also moved outside
Southern Africa in order to seek
opportunities in the rest of Africa 
and the Indian Ocean Islands.
The order book for 2004 is well
balanced with both the private and
public sectors remaining buoyant 
and this will serve us well in 2004.
WSP INTERNATIONAL
2003 2002
T urnover £22m £20m
Staff 606 589
WSP USA
2003 2002
T urnover £28m £33m
Staff 293 388
REGIONAL REVIEW
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 33 CREATING VALUE
ENVIRONMENTAL
main: REMEDIATION
Building on our success in the UK, our specialist consultants provide expert advice and
solutions for the remediation of contaminated land in Europe and beyond.
inset-top: SUSTAINABLE MANAGEMENT SYSTEMS
WSP is advising E & J Gallo Inc on a sustainability management system to be 
implemented in their North Coast vineyards operations in California.
inset-middle: NEW PRODUCTS
WSP continues to develop and implement new environmental products in response to
demanding legislation in all markets. This includes asbestos liability management, Active
Transfer, strategic risk management, and advice regarding The Response to Integrated
Pollution Prevention and Control Directive.
inset-bottom: CHINA
Shanghai Research Institute of Building Science. This proposed headquarters building is
a flagship for sustainable building design, setting the standards for new projects across
the country.
30 WSP 2003
WSP_R&A03 ARTWORK  29/3/04  12:11  Page 34 WSP 2003 31
Asia
Despite continuing difficult market
conditions, progress was made during
the year in delivering a re-shaped
business and building the China
operations. In addition to Beijing, a
new office was opened in Shanghai
and a wholly foreign owned enterprise
business was established, enabling
local staff recruitment and contracts
to be accepted with payment in the
local currency. The number of projects
and amount of turnover from China
projects increased during the year,
and is scheduled to continue.
New services were introduced to the
business during the year, including
traffic and fire engineering, aimed at
earlier involvement in master-planning
of projects. A major success was
achieved in negotiating the first fire-
engineered building in China for
China Poly, with substantial cost
savings for the client.
A new office was established in
Vietnam on the back of success in
winning several projects, including 
the design of the tallest building in
Vietnam. This market continues to
show opportunities for the future.
The Manila design and production
centre continued to thrive with major
projects being undertaken not only for
Asia but also for the UK. Outsourcing
from Sweden is also being considered.
International Development
WSP International Management
Consulting in both the UK and Sweden
has over 40 years’ experience of
providing management and consulting
services to developing and transitional
countries. The two companies advise
and assist government agencies and
local authorities in infrastructure
planning, construction, maintenance
and operation; policy formulation,
governance and public sector reform;
and poverty alleviation and sustainable
livelihoods. They have undertaken
projects in over 50 countries on 
five continents with all the main
international, multilateral and bilateral
funding agencies.
Both companies performed well
during 2003 with an increase in
turnover on previous years.
We have continued to expand our core
business of planning and implementation
of infrastructure programmes and,
simultaneously, developed the business
in the management, financial and 
social disciplines.
Highlights in 2003 included three major
new transport and training commissions
in Indonesia; a large institutional
development project in Bangladesh;
new transport sector appointments 
in Ethiopia, Uganda, Zambia and
Mozambique; a governance project 
in Russia, social welfare in Palestine,
financial monitoring in Bangladesh; 
and first assignments in Afghanistan,
Nicaragua, Guyana and Curacao. 
We were also successful in securing a
major highway reconstruction project
in India; a highway design project in
Afghanistan; and environmental and
water resources management projects
in Russia, Lithuania and Latvia.
With the increasing focus of the
developed world on improving the
conditions of the poor in developing
countries the market for development
assistance services continues to
strengthen and this is reflected in 
our growing order book.
Environmental
The environmental business has
performed well delivering strong
organic growth alongside further
improvement in profit and
associated margins.
The expected value from the
restructuring of this business into 
a global organisation is being realised
and projects were undertaken in 
over 40 countries during 2003.
International best practice reviews to
assist development of environmental
risk management procedures for ANZ
Bank in Sydney, capacity building for
the Saudi government, multi-national
due diligence contracts for clients
such as Hays plc and Royal Bank of
Scotland and the development of an
energy strategy for Arlanda Airport in
Stockholm are all testament to the
global brand that is being developed
in this part of WSP . 
Particularly pleasing has been the
ongoing success, both domestically
and internationally, of our specialist
remediation business undertaking
guaranteed fixed price remediation
schemes for projects including a
specialist clean up of a major residential
site in the West Midlands for Persimmon
Homes, remediation pilot tests for a
Gulf oil company and a solvent clean
up of groundwater on a manufacturing
site for Astral Developments. This year
will see the establishment of this
business in Sweden.
WSP ENVIRONMENTAL
2003 2002
T urnover £32m £28m
Staff 558 511
REGIONAL REVIEW
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 35 CREATING VALUE
AVIATION
main: STANSTEAD AIRPORT
Europe's leading airport for fast growing low-cost scheduled airlines has seen substantial
growth, with WSP Aviation providing the design of building structures and services for
the new Satellite 3.
inset-top: COMMUNICATIONS AND TECHNOLOGY
At Arlanda Airport in Stockholm, WSP completed electrical and telecommunications
design in the Air Traffic Control T ower.
inset-middle: AIRPORT SOLUTIONS
WSP Aviation embraces the whole range of skills necessary to provide integrated
aviation design solutions to airports throughout the world.
inset-bottom: INTEGRATED TRANSPORT
At Sturup Airport. Malmö, WSP has provided building design input and undertaken a
transportation study to provide rail links to Malmö.
32 WSP 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 36 WSP 2003 33
The rapid turnaround of fortunes in
our Swedish business is founded on a
fitter, more agile business, resulting
from the restructuring in 2002, strong
business development domestically
and penetration into the global
marketplace with skills that are
respected internationally as best
practice. Their skills have been
applied in the fields of energy
management for the Science Museum
development in Swindon and to aid
agency funded projects in Southern
Africa and the Baltic States. 
In the US we continue to grow through
establishing new client relationships with
Corporate America. As pioneers of the
sustainability management system our
reputation is strong for delivering strategic
environmental management into
companies such as Applied Materials,
Vishay Siliconix, and Genentec as well
as ongoing environmental support for
clients on the west coast such as
Lifescan (part of Johnson & Johnson).
Particularly pleasing is the success of
skills transfer to parts of our business
such as South Africa where we have
been able to secure projects such as
energy audits for Barclays Bank in
Africa and environmental audit work 
in Madagascar for Imperial Tobacco.
Through our US business we were
able to develop Ecological
Footprinting, a tool for evaluating the
environmental impact of cities and
corporates, and import it into the UK
where we established an Ecological
Footprint of London. 
We are optimistic that we will see further
improvement in performance in our
financial and corporate services which
are being boosted by the introduction
of demanding new legislation.
The resurgence of mergers and
acquisition opportunities and
redevelopment activity, both brown
and greenfield, will also fuel further
growth in core services such as
environmental auditing, impact
assessment, contaminated land and
geotechnical investigations. Our
property clients such as ING Real
Estate Investment Management Ltd,
Slough Estates, Ashtenne, CBRE,
GVA Grimley and Daimler Chrysler
Property division continue to be active
and have contributed to our strengthened
order book in transactional auditing.
We have created a global platform for
our environmental business that we
expect will support further strategic and
organic growth in 2004. Further
geographical diversification is also
expected into Europe, the Middle East
and the US. China is also generating
interest and a number of high level
project commissions have been
awarded in this territory. 
Whilst our environmental business has
a strong profile within their specialist
market sectors we continue to be
encouraged by the number of multi-
disciplinary wins where environmental,
whilst being a key component, represents
a part of an integrated service provided
by WSP . This remains the preference
for a number of key clients. Examples
include Heathrow T erminal 5, where
Environmental have been extensively
involved for over five years and other
more recently awarded urban
regeneration schemes such as Omega
for Miller Developments and Bath
Riverside for Grosvenor. 
The environmental business is now
well established within the top five
players in their main domestic
markets, with a growing reputation in
the specialist global market in which
they increasingly operate. 
REGIONAL REVIEW
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 37 34 WSP 2003
Group Policy Statements
WSP strives to contribute to
economic, social and sustainable
development in its host countries.
The Group respects the human
rights of people affected by its
operations and seeks to stimulate
the enhancement of local capacity
in its host countries.
In particular:
• WSP does not discriminate 
due to gender, age, ethnic
background, religion, colour 
or political opinion;
• WSP’s aim is to implement
where possible suitable methods
that will ensure effective
transfer and distribution of
knowledge and technique;
• WSP strives to perform
development work in host
countries to meet local needs;
• WSP strives to consider health
and safety in its assignments as
well as perform its work to
secure sustainable development;
•WSP will regularly publish
relevant and reliable information
about the company, its
structure, and financial results;
• Where third parties are
involved, WSP will act in
accordance with the market 
and promoting good practice;
• WSP strives to do business in
an effective way that will not
limit competition; and
• WSP supports the public
finances of its host countries by
fulfilling its statutory and taxation
obligations in proper time.
Corporate and Social
Responsibility
In line with WSP’s core values, we
conduct business in a way that is both
ethical, environmentally sustainable
and accountable, and meets the
needs and aspirations of our
employees across the world. 
Against this background, the 
Group has identified the following
social, ethical and environmental
responsibilities that it will address 
for the benefit of all stakeholders:
•Creating the most appropriate
working environment;
•Protecting the health and safety 
of all its people;
• Conducting ethical business
relationships;
• Managing the impact of the
business on its host environments
and societies; and 
• Delivering the best quality advice
to clients through integrated
environmental sustainability and
social development services.
Addressing these responsibilities 
is integral to WSP’s commitment 
to deliver growth and high quality
services to clients, employees and
shareholders. 
Clients will benefit from new services
that help them to address their
environmental sustainability and social
responsibility challenges. 
Staff, the Group’s major asset, will
work for a responsible company that
reflects their values and provides them
with the supportive and productive
environment they need to achieve
their potential. 
Shareholders will invest in a
company that is keenly aware of its
opportunities and risks in this area,
and takes a long term, commercial
approach to tackling them.
Group policy 
WSP has developed a number 
of Group policy statements that
complement the Group’s vision 
and core values.
Responsibility for delivery of the
policies is devolved to operating
companies in their countries of
operation. This reflects the very
different legal and regulatory regimes
that operate throughout the world 
as well as the social, ethical and
environmental parameters that 
are often defined by the choice 
of services being provided. 
In 2003 the Group carried out a 
review of both the awareness and
implementation of the Group’s policies
on the Environment, Health and Safety,
Equal Opportunities, Human Rights,
Training and Development. Knowledge
in some parts of the business was
good, however we identified room for
improvement in others, in part as a
result of business growth and acquisition,
and a number of initiatives are now in
place to address this.
2003 Performance
Equality of Opportunity
WSP is an Equal Opportunities
employer. The Group’s policy aims to
ensure that individuals are selected,
promoted and treated on the basis of
their relevant merits and abilities. 
In 2003, 25% of our employees were
women, with 8% holding senior
management positions. This compares
to 24% and 4% respectively in 2002. 
CORPORATE AND SOCIAL RESPONSIBILITY
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 38 WSP 2003 35
The relatively low number of women in
the business is reflected throughout
the construction and engineering
sectors. It is the Group’s policy to
remove any barriers to women joining
and progressing within the business.
Health and Safety
WSP aims to adopt the highest
standards of health and safety
management. The directors recognise
that this is an integral part of good
business practice and accept a prime
duty to safeguard the health and
safety of all employees whilst at work,
and others affected by Group
activities or visiting its premises. 
The Group recognises that health and
safety legislation sets out only the
minimum standards to be achieved
and therefore pursues a pro-active
approach with a policy of progressive
improvement in health and safety
performance and standards. Health
and safety policy is regularly reviewed
to take account of changes in
legislation, accident prevention
techniques, recognised guidance and
internal management structure and
systems, together with the findings 
of internal and external audits and
other procedural reviews.
Data collection on health and safety
issues depends on local regulations
and reporting requirements. For
example in the UK, which accounts
for approximately 40% of the Group’s
turnover, more than 5,700 person
hours of formal health and safety
training were delivered and there were
no fatalities, specified major injuries,
specified work-related diseases or
specified dangerous occurrences. In
addition, the Enforcing Authorities
took no health and safety action
against any UK operating company.
The Environment 
Ensuring that sustainability is built
into everything we do is one of our
core values. Accordingly the Group 
is seeking to reduce the long term
impact of our industry on the
environment by ensuring:
• all staff are aware of and sensitive
to the different cultural, social 
and political environments the
Group encounters; 
• all employees receive
environmental awareness training
as part of their induction; and
• the integration of environmental
sustainability considerations into
all projects and services. 
As a technical consultancy, the
environmental risks and impacts
associated with our business are
limited, particularly in comparison 
with the impacts of the projects 
on which we work. However, basic
materials, computing equipment 
and air conditioning and heating
systems do have a significant
environmental impact, and the 
Group is committed to reducing 
its use of materials and energy,
reducing waste and encouraging
recycling in all its facilities.
COMMUNITY SUPPORT , South Africa
Children from Mohlatse school welcome WSP staff from the UK, Europe
and Africa who regularly provide assistance on community projects.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 39 36 WSP 2003
BOARD OF DIRECTORS
DAVID TURNER 
Non-Executive Chairman
FRICS
Age 66. David was chief executive 
of Barclays Property Holdings Limited
from 1991 to 1997 and a divisional
director of the Bank. He is also Vice
Chairman and Deputy Pro-Chancellor
of the City University, and is a director
of a number of private companies.
David has a wealth of knowledge 
of the property industry and has 
broad business experience. He was
appointed a non-executive director of
WSP in 1997 and appointed Chairman
during 2003. He chairs the nominations
committee and has previously sat on
the audit and remuneration
committees. Shareholding: 10,217
THOMAS ERSÉUS
Executive Director and
Chairman of WSP Europe
MSc CEng
Age 40. After qualifying as a civil
engineer, Thomas joined Caran AB, 
a Swedish consultancy firm as a
consultant. Having been instrumental 
in introducing the company to the
Swedish Stock Exchange in 1995, he
became Managing Director in 1997. 
In 1998, Thomas joined WSP Sweden
as Managing Director, becoming
Chairman of WSP Europe in 2002. 
He is a principal member of the
performance and strategy committees
and is responsible for the operational
performance of WSP Europe. 
Thomas is also a director of Multiconsult
Holdings AS and the Swedish securities
firm Hagstromer and Qviberg AB.
Shareholding: 252,200
CHRISTOPHER COLE
Chief Executive
CEng FCIBSE MASHRAE
Age 57. Following initial training with 
a national contractor, Chris spent a
number of years in industry and private
practice. He joined WSP in 1971,
becoming Managing Director in 1987
and Chief Executive in 2001. He 
chairs the performance and strategy
committees and is responsible for both
operational control of the Group and
implementing strategic decisions. Chris
maintains significant client contact,
often leading major bid proposals. He
is a non-executive director of Ashtead
Group plc. Shareholding: 908,777
CHRISTOPHER STEPHENS
Non-Executive Director
MA
Age 55. Chris has many years of
experience in a variety of industries. 
He is currently Group Human
Resources Director with Exel plc,
having previously been Head of Human
Resources at General Utilities, now
Vivendi. As well as experience of
motivation and incentivisation in large
international service companies, he 
has general business experience both 
in the UK and internationally. Chris was
appointed a non-executive director of
WSP during the year and chairs the
remuneration committee.
Shareholding: 5,000
MALCOLM PAUL
Group Finance Director 
and Company Secretary
FCA
Age 52. After qualifying as a chartered
accountant, Malcolm worked in both
practice and industry before joining
Longcrofts, a City accountancy firm 
as a partner specialising in corporate
finance. He became Finance Director
of WSP in 1987. He is a principal
member of the performance and
strategy committees and is responsible
for the financial control of the Group.
Malcolm maintains links with the
Group’s professional advisers and has
renegotiated the Group’s long term
borrowing facilities. During the year he
was a non-executive director of MMT
Computing plc. Shareholding: 822,976
CAROLINE BROWN
Non-Executive Director
MBA PhD
Age 41. Caroline is a finance
professional with executive and
advisory experience in diverse industry
sectors. She is currently Director of
Finance Change at Norwich Union
Insurance, part of Aviva plc, having
previously been Chief Financial Officer
with an AIM quoted software and
services company. Caroline has UK
and international banking experience
as Director of Corporate Finance with
UBS and HSBC. She brings particular
experience in finance and risk to 
the board. Caroline was appointed 
a non-executive director of WSP
during the year and chairs the audit
committee. Shareholding: Nil.
THOMAS ERSÉUS, CHRISTOPHER COLE, MALCOLM PAUL, CHRISTOPHER STEPHENS, CAROLINE BROWN, DAVID TURNER
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 40 SENIOR DIRECTORS
RIKARD APPELGREN STUART McLACHLAN ANDREW MATHER MIKE O’BRIEN YSRAEL SEINUK
SIV AXELSSON NORMAN KURTZ KEITH BULL HANS WECKMAN RANDY MYERS
RIKARD APPELGREN
Managing Director MSc
WSP Sweden
Age 38. After working as an
engineering consultant in Sweden and
Germany, Rikard joined WSP Sweden
in 1996, becoming Managing Director
of Construction Design in 2001, and
Managing Director of WSP Sweden in
September 2002.
STUART McLACHLAN
Managing Director MSc
WSP Environmental
Age 36. Having worked as an
environmental consultant, Stuart
joined WSP in 1995, becoming
Managing Director of WSP
Environmental UK in 1997. In 2001 he
was appointed Managing Director of
WSP Environmental.
ANDREW MATHER
Managing Director  
PrEng BSc Eng BCom
WSP South Africa
Age 45. Andrew is an electrical
engineer who specialises in industrial
process control systems. He joined
WSP as Managing Director of WSP
Group S.A. in 1999, when WSP
acquired the WEVS Group.
MIKE O’BRIEN
Managing Director CEng
WSP UK
Age 57. Mike has over 35 years
experience with contractors and
consultants in the planning, design
and construction of civil and structural
projects. He joined WSP in 1979,
becoming Managing Director of WSP
UK in 2000.
YSRAEL SEINUK
Chief Executive Officer BSc
Cantor Seinuk Group
Ysrael started his professional career
in Cuba in the 1950’s and co-founded
the Cantor Seinuk Group in 1970. He
is Professor of Architecture and head
of the Structural Department for the
School of Architecture at New York
City’s Cooper Union.
SIV AXELSSON
Group Human Resources and
Communications Director MBA
Age 50. Siv has broad management
experience with a variety of
organisations and has published
several books addressing the
management of intellectual
businesses. She joined WSP 
Sweden in 1998 and was appointed
Group Human Resources and
Communications Director in 2002.
NORMAN D. KURTZ
Chairman Flack+Kurtz
Norman has long experience
encompassing a broad range of high
profile international and US urban
development projects. Formerly
President of Flack + Kurtz for more
than 30 years, he was appointed
Chairman in 2002.
KEITH BULL
Managing Director MSc CEng
WSP Asia
Age 58. Keith has long experience of
project and resource management and
international development projects.
Formerly Managing Director of WSP
Development and WSP International,
he was appointed Managing Director
of WSP Asia in 2002.
HANS WECKMAN
Managing Director 
LT-Konsultit
Age 53. After completing initial training,
Hans worked extensively on international
projects before co-founding Fundus
Ltd in 1992 and becoming managing
director. He joined WSP in 2001.
RANDY MYERS
President BSc
Flack+Kurtz
Age 46. Originally specialising in Electrical
Engineering, Randy joined Flack + Kurtz
in 1984. He was appointed President
of Flack + Kurtz in 2002.
WSP 2003 37
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 41 38 WSP 2003
The directors have pleasure in presenting their report together with the audited financial statements for the year ended 31 December 2003.
Principal Activity
WSP Group plc is an international business supplying specialist and integrated services in the built and natural environment. 
Review of Business
The results for the Group are set out in the consolidated profit and loss account on page 50.
Details of the Group's operations and its future prospects are contained in the Chairman's statement, the Chief Executive’s and the
Finance Director’s reports on pages 7 to 13. 
Dividends
The directors propose a final dividend of 3.0p net per share, which, together with the interim dividend of 2.0p net per share paid in
October 2003, gives a total dividend of 5.0p (2002: 5.0p) for the year.  If approved at the Annual General Meeting, which is convened
for 11 May 2004, the final dividend will be paid on 13 May 2004 to shareholders on the register of members at the close of business 
on 13 April 2004. The shares will be ex dividend from 7 April 2004.
Share Capital
During the year the Company has issued the following ordinary shares of 5p each:
Issue Ordinary
Price Shares
Issued share capital at 1 January 2003 53,240,728
Shares issued during the year:
Deferred consideration 73.8p - 125p 7,171,676
Share Options exercised 76.0p - 91.2p 32,882
Issued share capital at 31 December 2003 60,445,286
At the Annual General Meeting held on 9 May 2003 a resolution was approved to authorise the Company to make market purchases 
of up to 10% of its own ordinary shares. The power given by this resolution will only be exercised if the directors are satisfied that any
purchase will increase the earnings per share of the ordinary share capital in issue after the purchase and therefore is in the best
interest of the shareholders. 
At the same meeting a resolution was approved to renew the directors’ authority to allot relevant securities pursuant to Section 80 
of the Companies Act 1985 up to an aggregate nominal amount of £837,963, and to dis-apply the statutory pre-emption provisions 
of Section 89 of the Companies Act 1985 in respect of any rights issue and for cash issues up to an aggregate nominal amount of
£133,102. Similar resolutions will be proposed at the forthcoming Annual General Meeting on 11 May 2004.
Research and Development
To enable us to deliver innovative solutions, we maintain research links in many areas that make it possible for us to apply some of the
latest technical solutions to the benefit of our clients. The sharing of knowledge and innovations is encouraged through the use of the
company intranet and other staff communication.
DIRECTORS’ REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 42 WSP 2003 39
Directors
The directors who served during the year were:
David Turner*, appointed Chairman 1 July 2003
Christopher Cole
Malcolm Paul
Thomas Erséus
Christopher Stephens*, appointed 1 January 2003
Caroline Brown*, appointed 1 July 2003
Peter Welch*, resigned as Chairman 30 June 2003
Jan Åkesson*, resigned 30 September 2003
*Non-executive directors
Details of Board Committees, directors’ roles and responsibilities are set out in the Corporate Governance Report on pages 46 to 48.
In accordance with the Company’s Articles of Association, Malcolm Paul and Thomas Erséus, being eligible, offer themselves for 
re-election. Caroline Brown, having been appointed since the last Annual General Meeting retires and, being eligible, offers herself for
re-election. Malcolm Paul and Thomas Erséus have service contracts with the Company that require a one-year rolling notice period.
Caroline Brown, as a non-executive director, is appointed for a three-year period, which may be terminated by three month’s written
notice given by either party. Biographical details are set out on page 36.
Details of directors’ interests in shares and share options are set out in the Remuneration Report on pages 41 to 45.
Employees
The success of the business depends upon maintaining a highly qualified and well-motivated work force and every effort is made to
achieve a common awareness of the financial and economic factors affecting the performance of the Group. 
Regular communication with all employees is essential and this is achieved by formal and informal meetings, through national intranets,
the global internet, and through the distribution of in-house magazines.
WSP is a committed equal opportunity employer and engages employees with broad backgrounds and skills. Within the limitations of
its business, the Group's policy is to engage disabled persons and to provide training, career development and promotion opportunities
within standard terms of employment.  It is also WSP’s policy to retain and re-train those employees who have become disabled. A
report on Our People can be found on pages 19 to 21. 
Supplier Payment Policy
As a service company WSP's principal cost base is its employees who are paid weekly or monthly in arrears.  Many other costs, 
such as office rents and insurance, are paid in advance.  In addition, in common with other businesses in the construction sector, 
sub-consultants who provide support or specialist services on projects operate on a paid when paid basis.
The terms and conditions of payment for the supply of other capital and revenue items are normally agreed with the supplier.  However,
subject to regional practices, and in the absence of any such agreement it is our policy to make payment 60 days after the end of the
month in which the supplier's invoice was received.
The average number of days credit taken by the Company for trade purchases at 31 December 2003 was 51 days (2002: 52 days).
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 43 40 WSP 2003
Corporate and Social Responsibility
A report on Corporate and Social Responsibility may be found on pages 34 to 35.
Donations
During the year the Group made charitable donations of £49,535 (2002: £3,300).  No political donations were made (2002: £Nil).
European Monetary Union
As the Euro has not been introduced either in the United Kingdom or Sweden, the two largest geographical markets in which the Group
operates, the impact of the new currency has been minimal. 
However, the Group’s strategy continues to be to build a broad European business, and as this brings greater exposure to the Euro
appropriate systems are being developed. It is not anticipated that there will be a material impact on WSP , which will continue to report
results in Sterling.
Substantial shareholdings
At 5 March 2004 the directors had been notified of the following substantial interests in the ordinary share capital of the Company:
Number
of Shares Percentage
Aviva plc 2,457,396 4.07%
Henderson Global Investors 5,942,174 9.83%
Hermes Administration Services 2,177,807 3.60%
Standard Life Investments Ltd 2,544,839 4.21%
Post Balance Sheet Event
In February 2004, the Group renewed its long term debt facilities. Details may be found in note 30 to the accounts.
Auditors
A resolution to reappoint PricewaterhouseCoopers LLP as auditors to the company will be proposed at the annual general meeting.
By Order of the Board
MALCOLM PAUL
Company Secretary
5 March 2004
DIRECTORS’ REPORT
WSP_R&A03 ARTWORK  3/31/04  8:42 PM  Page 44 WSP 2003 41
Remuneration Report 
The Remuneration Committee determines on behalf of the Board, the Group's policy on executive remuneration and considers and
approves remuneration packages for executive directors. The Board’s report is set out below.
The Committee comprises the following non-executive directors:  
Current members: Christopher Stephens, Chairman, appointed 14 January 2003
Caroline Brown, appointed 8 July 2003
Former members: Peter Welch, resigned 14 January 2003
Jan Åkesson, resigned 30 September 2003
David Turner, resigned 31 December 2003
The Committee met on three occasions during the year and details of attendance at meetings is set out in the Corporate Governance
report on pages 46 to 48. During the year the Committee considered external independent remuneration advice including the
comparison of the executives’ remuneration with similar businesses. 
Remuneration Policy
The policy of the Board is to motivate and retain the best executive directors by rewarding them with competitive salary and benefit
packages linked to achieving the Group’s strategic goals.
As WSP is an international business the Committee takes into account employment practices both in the UK and overseas, as well as
having due regard to the remuneration packages throughout the Group.
The performance related elements of executive remuneration comprise annual bonuses and awards under the performance share plan.
These incentives are designed to be relevant to the overall objectives of the Group and to enhance the business. The performance
targets set by the Committee are intended to be stretching and to reward superior performance.
The members of the Committee have no personal interest in the outcome of their decisions and give due regard to the interests of
shareholders and to the continuing financial and commercial health of the business.
The remuneration packages of the executive directors comprise:
• Basic salaries that are reviewed annually having regard to individual performance, responsibility and skills, and comparable evidence
of other companies in the sector, together with specific employee benefits.
• The executive directors are members of defined contribution pension schemes and annual contributions are calculated by reference
to basic salaries with neither annual bonuses nor awards under the share incentive schemes taken into account in calculating the
amounts due.
•Performance related annual bonuses, up to a maximum of 100% of the executive directors’ salary, that are calculated by reference
to the Group meeting preset annual profit targets. These targets require profit before exceptional items, the amortisation of goodwill
and tax to each grow by pre-determined amounts in order to achieve the maximum award. 
• Share awards under the terms of the performance share plan, up to a maximum of 75% of the executive directors’ basic salary,
which are linked to the long term performance of the Company and thus align the executives’ interests with those of the
shareholders. The extent to which an award will vest, and thus becomes exercisable, is measured by reference to the growth in
WSP’s adjusted earnings per share over the performance period. 
In respect of awards made up to and including 2002, participants only received 100% of any award if the adjusted earnings per share
over a three-year period from the date of the award had increased by at least 72.8% plus the equivalent increase in the Retail Price
Index, which represents 20% annual compounded growth. No award would vest unless the Company's adjusted earnings per share
over the same period had increased by 15.8% plus the equivalent increase in the Retail Price Index, which represents 5% annual
compound growth, and at this level the participant would receive 25% of any award.
REMUNERATION REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 45 42 WSP 2003
In 2003, the Committee changed the performance criteria so that participants only receive 100% of any award if the earnings per share
over a three-year period from the date of the award has increased by at least 8% per annum plus the equivalent increase in the Retail
Price Index. No award will vest unless the Company's adjusted fully diluted earnings per share over the same period has increased
by 4% per annum plus the equivalent increase in the Retail Price Index, and at this level the participant would receive 25% of any award.
David Turner notified a number of the Group’s largest Institutional investors of the proposed change prior to its announcement.
• The executive directors qualify for the WSP deferred bonus share plan that allows them and other senior executives to invest up 
to 50% of their after tax annual bonus in shares of the Company. If these shares are held for more than three years the Company
will grant an award of the right to acquire a matching number of shares for a nominal price. This plan is designed to retain senior
staff for at least a three-year period from the date the individual invests in the shares of the Company. For awards made in 2003,
performance criteria have been set that require fully diluted earnings per share to have grown by at least 5% per annum plus the
Retail Price Index for the awards to vest in March 2006.
Directors’ Service Contracts
The directors’ service contracts may be summarised as follows:
Director Contract Date Notice Period Contractual T ermination Payments
David Turner 01.06.1997 3 months 3 months’ in lieu of notice
Christopher Cole 01.01.2004 12 months One year’s remuneration
Malcolm Paul 01.01.2004 12 months One year’s remuneration
Thomas Erséus 29.05.2001 12 months One year’s remuneration
Caroline Brown 01.07.2003 3 months 3 months’ in lieu of notice
Chris Stephens 01.01.2003 3 months 3 months’ in lieu of notice
Directors have service contracts with no fixed term. Service contracts may be terminated according to specified notice periods as
disclosed in the table above.
The Board’s policy is to offer service agreements to executive directors with notice periods of not more than 12 months. On 1 January
2004, Christopher Cole and Malcolm Paul entered into new service contracts with the company that reduce their rolling notice period
from two years to one year, however for a period of one year from 1 January 2004, in the event of a change of control of WSP , they will
both be entitled to contractual termination payments equivalent to two years’ remuneration. 
The non-executive directors of the Company have service contracts which may be terminated on three months’ written notice. 
Renewal of their appointment is not automatic and they stand for re-election in accordance with the Company’s Articles of Association.
The contracts of Peter Welch and Jan Åkesson were terminated during the year following their retirement on 30 June 2003 and 30
September 2003 respectively.
The targeted composition of each director’s remuneration for the forthcoming year is as follows: 
Director Position Non Performance Related Performance Related
David Turner Non-executive Chairman 100% -
Christopher Cole Chief Executive 36% 64%
Malcolm Paul Group Finance Director 36% 64%
Thomas Erséus Executive Director 36% 64%
Caroline Brown Non-executive Director 100% -
Christopher Stephens Non-executive Director 100% -
In accordance with the Articles of Association the Board determines the remuneration of the non-executive directors.
REMUNERATION REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 46 WSP 2003 43
Directors’ Remuneration (Audited Information)
The following table shows an analysis of the remuneration of each director:
2003 2002
Salary Performance Employee 2003 2002 Pension Pension
Director and fees bonus Benefits Total Total Contribution Contribution
£’000 £’000 £’000 £’000 £’000 £’000 £’000
David Turner 35 - - 35 20 - -
Christopher Cole 220 44 20 284 241 44 44
Malcolm Paul 215 43 20 278 237 43 43
Thomas Erséus 186 37 5 228 177 51 40
Christopher Stephens 25 - - 25 - - -
Caroline Brown 12 - - 12 - - -
Peter Welch 34 - - 34 45 - -
Jan Åkesson 19 - - 19 25 - -
746 124 45 915 745 138 127
The employee benefits include a car allowance, together with medical, life and permanent health insurance cover. The executive
directors are members of defined contribution pension schemes.
Fees of £33,750 (2002: £45,000), including £11,250 in lieu of notice, for the services of the former Chairman, Peter Welch, were paid
by the Company to Frankfield Limited.
Long T erm Incentive Share Plans (Audited Information)
a) The WSP Performance Share Plan
The Committee has made awards under the terms of the WSP Performance Share Plan.
In respect of awards made to directors on 17 April 2000, the terms required adjusted earnings per share to grow from a base of 
12.2p by a minimum of 5% per annum compounded plus RPI, at which 25% of the award would vest. Basic earnings per share before
exceptional items and the amortisation of goodwill for 2002 as disclosed by the published financial statements showed that earnings
per share over the three-year period had increased to 15.2p, an increase of 3.0p. As a result, 27.8% of the awards made in 2000 were
transferred to the directors, and the balance lapsed.
In addition, in 2001 at the time of the rights issue to partially finance the acquisition of J&W, the WSP Employee Benefit Trust sold 
its rights in the market at a premium. As the outstanding awards to which this relates have vested wholly or in part between 2001 
and 2003, the premium arising has been distributed pro rata to the beneficiaries of the awards. The following table shows the benefits
arising to the executive directors during 2003:
Market Market Number Number 2003 2003 2003 2002
Director price at price at of shares of shares Gain on Rights issue Total Total
Award Vesting Award Vesting Lapsing Vesting Vesting premium Gain Gain
Date Date Date Date No. No. £’000 £’000 £’000 £’000
Christopher Cole 17.04.2000 17.04.2003 242.5p 75.0p 36,712 14,136 11 49 60 247
Malcolm Paul 17.04.2000 17.04.2003 242.5p 75.0p 35,488 13,665 10 47 57 238
72,200 27,801 21 96 117 485
At 31 December 2003, the following awards had been made under the WSP share performance plan, which are dependent upon the
future earnings per share growth of WSP . 
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 47 44 WSP 2003
Market
Earliest price at Number of Number Number Number of 2003 2002
Award Vesting Award shares at Granted of shares of shares shares at Value of Value of 
Director Date Date Date 01.01.2003 in year Lapsing Vesting 31.12.2003 entitlement entitlement 
No. No. No. No. No. £'000 £'000
Christopher Cole
17.04.2000 17.04.2003 242.5p 50,848 - 36,712 14,136 0 0 20
01.04.2001 01.04.2004 425.0p 42,552 - - - 42,552 84 17
01.04.2002 01.04.2005 320.0p 51,563 - - - 51,563 102 21
01.04.2003 01.04.2006 75.0p - 220,000 - - 220,000 434 -
144,963 220,000 36,712 14,136 314,115 620 58
Malcolm Paul
17.04.2000 17.04.2003 242.5p 49,153 - 35,488 13,665 0 0 20
01.04.2001 01.04.2004 425.0p 41,586 - - - 41,586 82 17
01.04.2002 01.04.2005 320.0p 50,391 - - - 50,391 99 20
01.04.2003 01.04.2006 75.0p - 215,000 - - 215,000 425 -
141,130 215,000 35,488 13,665 306,977 606 57
Thomas Erséus
01.04.2002 01.04.2005 320.0p 44,063 - - - 44,063 87 18
01.04.2003 01.04.2006 75.0p - 210,000 - - 210,000 415 -
44,063 210,000 0 0 254,063 502 18
b) The WSP Deferred Bonus Share Plan
During 2003 the following directors exercised awards made under the deferred bonus share plan and realised the following gains:
Market Market Number 2003 2002
price at price at of shares Gain on Gain on
Award Vesting Award Vesting Vesting exercise exercise
Director Date Date Date Date No. £’000 £’000
Christopher Cole 01.04.2000 01.04.2003 285.0p 75.0p 7,307 5 113
Malcolm Paul 01.04.2000 01.04.2003 285.0p 75.0p 7,307 5 111
At 31 December 2003, outstanding awards to directors under the deferred bonus share plan were as follows:
Market
Earliest price at Number Number 2003 2002
Award Vesting Award of shares Exercised Granted of shares Value of Value of 
Director Date Date Date 01.01.2003 in year in year 31.12.2003 entitlement entitlement 
No. No. No. No. £’000 £’000
Christopher Cole
01.04.2000 01.04.2003 285.0p 7,307 7,307 - - 5 3
01.04.2003 01.04.2006 75.0p - - 83,333 83,333 165 -
7,307 7,307 83,333 83,333 170 3
Malcolm Paul
01.04.2000 01.04.2003 285.0p 7,307 7,307 - - 5 3
01.04.2003 01.04.2006 75.0p - - 83,333 83,333 165 -
7,307 7,307 83,333 83,333 170 3
Thomas Erséus
01.04.2003 01.04.2006 75.0p - - 83,333 83,333 165 -
-- 83,333 83,333 165 -
The year end value of entitlements under the share performance plan and the deferred bonus share plan are calculated by reference 
to the middle market share price at 31 December 2003 which was 197.5p (2002: 40p) and the range in the year was 40p to 200.5p. 
In accordance with the Group’s accounting policy for employee share schemes, long term incentive compensation arising out of the
above plans is included in remuneration when they crystallise, which will normally be after the third anniversary of the award, and
appropriate provisions are built up over the vesting period.
REMUNERATION REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 48 WSP 2003 45
Directors’ interests
The beneficial and contingent interests of the directors in the 5p ordinary shares of the Company were as follows:
Beneficial Performance Deferred Bonus Total
Director Shares Share plan Share plan Shares
No. No. No. No.
At 31 December 2003
David Turner 10,217 - - 10,217
Christopher Cole 908,777 314,115 83,333 1,306,225
Malcolm Paul 822,976 306,977 83,333 1,213,286
Thomas Erséus 252,200 254,063 83,333 589,596
Christopher Stephens (appointed 1 January 2003) 5,000 - - 5,000
Caroline Brown (appointed 1 July 2003) ----
At 1 January 2003
Peter Welch (resigned 30 June 2003) 100,000 - - 100,000
Christopher Cole 858,777 144,963 7,607 1,011,347
Malcolm Paul 772,976 141,130 7,607 921,713
Thomas Erséus 252,200 44,063 - 296,263
David Turner 6,707 - - 6,707
Jan Åkesson (resigned 30 September 2003) 107,000 - - 107,000
There have been no changes in directors’ share interests since 31 December 2003.
Performance Graph
Set out below is a performance graph that compares the share price performance of WSP shares with the FTSE Small Cap index and 
a peer group of shares in the same sector that comprises W S Atkins plc, White Young Green Plc, Waterman Group plc and Mouchel
Parkman plc. The FTSE Small Cap index has been selected because it includes UK quoted companies of a similar size to WSP .
The total shareholder return for the 5 year period to December 2003 of + 56% (2002: - 35%) compares to the total return provided by
the FTSE Small Cap index of + 20% (2002: - 21%). Whilst WSP’s share price initially performed strongly during the 5 year period, the
events of 2001 contributed to a loss in sentiment which continued throughout 2002. It is therefore re-assuring that during the improved
market conditions of 2003 there has been a strong improvement in WSP’s performance both in relation to the Small Cap index and the
sector.
CHRISTOPHER STEPHENS
Chairman of the Remuneration Committee
5 March 2004
400
300
200
100
1999 2000
WSP SECTOR PEER GROUP FTSE SMALL CAP
2001 2002 2003 2004
0
PERFORMANCE INDEX
WSP_R&A03 ARTWORK  3/31/04  8:42 PM  Page 49 46 WSP 2003
Directors 
The Board of WSP Group plc is responsible for the corporate governance of the Group. 
The Board comprises the non-executive Chairman, three executive directors together with two independent non-executive directors. 
All directors have access to the company secretary. Biographies of each of the directors are set out on page 36.
The Combined Code has recently been revised and will take effect for reporting years beginning on or after 1 November 2003. In
recognition of revisions to the Code’s recommendations on the role of the chairman and non-executive director independence it has
been agreed that the Chairman should no longer be counted as an independent non-executive director, and with effect from 31 December
2003 has resigned his place on the Audit and Remuneration Committees. The Board continues to maintain an appropriate balance of
executive and non-executive directors.
Christopher Stephens is the senior independent director and took over the role from David T urner when he was appointed Chairman in July 2003.
The Board is responsible to the shareholders for the Group’s overall strategy and direction and it usually meets monthly throughout the
year. The Board has a standing agenda, including receiving and considering reports from the Chief Executive and the Finance Director
on the Group’s operational performance, finances, ongoing strategy and risk profile, all of which are considered at the monthly
meetings. In addition, there is a schedule of matters specifically reserved to the Board for decisions, including the consideration of
acquisitions and disposals and succession planning. Any director may require any issue to be placed before the Board. 
Where appropriate, reports are commissioned and discussed on specific subjects. Board papers are circulated to the Board in advance
of meetings, and directors are encouraged to seek independent or specialist advice or training at the Company’s expense where this
will add to their understanding of the Group and the furtherance of their duties.
In accordance with the Company’s Articles of Association, one third of directors are required to retire by rotation and, if appropriate,
submit themselves for re-election, which in practice means that each director shall retire by rotation at least every three years. In addition
directors appointed during the year are subject to election by shareholders at the first opportunity after their appointment. The names of
those directors submitted for election or re-election are detailed in the Directors’ Report on page 39. 
Board Committees
The Board delegates certain specific responsibilities to the following committees:
• The Audit Committee has written terms of reference and reviews the draft financial statements prior to submission to the Board. It
also monitors and makes recommendations to the Board regarding the Group's accounting policies and considers significant matters
relating to internal control procedures. In addition, the Audit Committee reviews the relationship with the Group’s external auditors.
• The Remuneration Committee has written terms of reference to determine on behalf of the Board, the Group’s policy on executive
remuneration and to consider and approve remuneration packages for the executive directors. The Remuneration Report may be
found on pages 41 to 45. 
• The Nomination Committee has written terms of reference to consider new Board appointments and make recommendations to the
Board. Proposals by the Committee are considered and determined by the full Board.
The composition of the Remuneration Committee is set out on page 41 and that of the Audit and Nomination Committees is as follows:
Audit Committee
Current Members: Caroline Brown, appointed Chairman 8 July 2003
Christopher Stephens, appointed 10 January 2003
Former Members: David Turner, resigned 31 December 2003
Jan Åkesson, resigned 30 September 2003
Peter Welch, resigned 10 January 2003
Nomination Committee
Current Members: David Turner, Chairman
Caroline Brown, appointed 8 July 2003
Christopher Stephens, appointed 10 January 2003
Former Members: Jan Åkesson, resigned 30 September 2003
Peter Welch, resigned 10 January 2003
CORPORATE GOVERNANCE REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 50 WSP 2003 47
The number of Board and Committee meetings attended as members by each of the directors during the year was as follows:
Full Audit Remuneration Nomination
Board (11) Committee (3) Committee (3) Committee (2)
David Turner 11 3 3 2
Peter Welch 5 - - -
Christopher Cole 11 - - -
Malcolm Paul 11 - - -
Thomas Erséus 10 - - -
Christopher Stephens 10 3 3 2
Caroline Brown 6 2 1 -
Jan Åkesson 5121
The operational and strategic direction of the Group is monitored through the following committees:
• The Performance Committee has written terms of reference and meets once a month to review and discuss the operational and
financial performance of the Group.  Each meeting has a formal agenda that includes risk management issues.  The Committee
consists of the Chief Executive, the Finance Director and the Chairmen of the Executive Committees. The discussions of the
Committee meetings are reported to the Board.
• Three Executive Committees meet monthly and are responsible for the day-to-day management of the Group. These Committees
embrace the regional businesses in the UK and Sweden, while the Global Environmental Executive Committee is formed from the
environmental businesses in all regions. The Committees comprise the Managing Directors of each of the principal operating
subsidiaries. The Chief Executive and Group Finance Director regularly visit and attend Board meetings at our American and other
international subsidiaries.
• The Strategy Committee, which usually meets at least twice a year, has written terms of reference to develop the strategic direction
of the Group and to consider strategic proposals.  The Committee consists of the Chief Executive, the Finance Director, the Chairmen
of the Executive Committees together with such other senior executives as are deemed appropriate. The Committee reports to the Board. 
Internal Control
The directors have ultimate responsibility for the system of internal controls and for reviewing its effectiveness. The system of internal
control is designed to manage rather than eliminate the risk of failure to achieve business objectives. In pursuing these objectives,
internal control can only provide reasonable and not absolute assurance against material misstatement or loss. During the year the
Board has reviewed the effectiveness of its internal controls and does so on an ongoing basis.
The Audit Committee is responsible for setting the strategy of the internal control review.  In doing so, it takes account of the
organisational framework and reporting mechanisms embedded within the Group.
The members of the Executive Committees and subsidiary directors are responsible for the management and operation of their
businesses and clearly defined levels of authority have been established between the Group’s executive directors, the Executive
Committees and subsidiary Boards. Subsidiaries are given autonomy, as far as possible, while operating within a control environment
established in accordance with Group Policies and Internal Control Procedures.
Executive management are responsible for carrying out risk assessments to identify, evaluate and manage the significant risks
applicable to their areas of business. Risks are reviewed and assessed on a regular basis by the Performance Committee, the Group
Financial Risk Manager, the Audit Committee and the Board. On an annual basis individual businesses complete internal control
questionnaires from which an assessment of compliance with the Group’s systems of internal control is prepared. The effectiveness 
of controls is considered in relation to the range of risks and their significance to the operating circumstances of individual businesses.
The Group Financial Risk Manager works throughout the Group to further identify, monitor and report on the significant financial and
operating risks faced by the Group. Reporting to the Audit Committee, the key risks faced by the Group are targeted. The role of the
Group Financial Risk Manager is to identify, monitor and report on the significant financial and operating risks faced by the Group in
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 51 48 WSP 2003
order to ensure that WSP meets the highest standards of corporate governance expected by all its stakeholders.
The Audit Committee assists the Board in its review of the effectiveness of internal controls. In its deliberations, the Board has taken
account of the results of the internal control self-assessment together with the reports of the Group Financial Risk Manager, reports
received from the external auditors, and any other related factors which have come to its attention.
Internal Audit 
The Board has considered the need for a separate internal audit function. The Board is satisfied that the culture of embedded controls and
continual peer review, together with the work of the Group Financial Risk Manager, is effective in monitoring the established systems.
Statement of Directors' responsibilities for preparing financial statements
Company law requires the directors to prepare financial statements for each financial year that give a true and fair view of the state 
of affairs of the Company and the Group 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.
The directors confirm that they have complied with the above requirements in preparing the financial statements.
The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial
position of the Company and the Group 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 Company and the Group and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
The directors are also responsible for the maintenance and integrity of the Group’s website, however information is accessible in many
different countries where legislation governing the preparation and dissemination of financial statements may differ from that applicable
in the United Kingdom. The responsibilities of the Auditors are set out in the Auditors’ report on page 49.
Going concern
The directors believe, on the basis of current financial projections and facilities available that the Company and the Group have
adequate resources to continue in operation for the foreseeable future. For this reason the directors continue to adopt the going
concern basis in preparing the financial statements.
Relations with Shareholders
In the interests of developing mutual understanding of the Board’s objectives, the executive directors meet regularly with institutional
investors to discuss the performance of the Group and its future strategy. During the year the Chairman has corresponded with
selected institutional investors and has made himself available for meetings in order to discuss a variety of issues, including strategic
direction, corporate governance and directors’ remuneration.
Corporate and financial presentations are regularly made to Fund Managers, Brokers and the Press, particularly at the announcement
of interim and final results. All shareholders are welcome to attend the Annual General Meeting in May where they have the
opportunity to put questions to the directors, including the chairmen of Board Committees. Separate resolutions are proposed for each
substantially different issue to enable each to receive proper consideration. Proxy votes are disclosed after each resolution has been
dealt with by a poll.  Notice of the AGM and related papers are sent to shareholders at least 20 working days in advance. Further
information on the activities of the Group and other shareholder information are available via the WSP web site, www.wspgroup.com.
Statement of Compliance with the Combined Code
Throughout the year under review, the Group has complied with all the provisions of the Combined Code of good practice in corporate
governance issued in June 1998 and as laid down in the Listing Rules of the Financial Services Authority with one exception.
Christopher Cole and Malcolm Paul had service contracts requiring a two-year rolling notice period, however with effect from 1 January
2004 new service contracts with one year rolling notice period have been signed, subject only to a change of control clause for the first
12 months which would require a two-year notice period.
CORPORATE GOVERNANCE REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 52 WSP 2003 49
Independent auditors' report to the members of WSP Group plc
We have audited the financial statements which comprise the consolidated profit and loss account, the balance sheets, the
consolidated cash flow statement, the statement of Group total recognised gains and losses, the reconciliation of movements in equity
shareholders’ funds and the related notes which have been prepared under the historical cost convention and the accounting policies
set out in the statement of accounting policies. We have also audited the disclosures required by Part 3 of Schedule 7A to the
Companies Act 1985 contained in the directors’ remuneration report (“the auditable part”).
Respective responsibilities of directors and auditors
The directors’ responsibilities for preparing the annual report and the financial statements in accordance with applicable United Kingdom
law and accounting standards are set out in the statement of directors' responsibilities. The directors are also responsible for preparing
the directors’ remuneration report.
Our responsibility is to audit the financial statements and the auditable part of the directors’ remuneration report in accordance with relevant
legal and regulatory requirements and United Kingdom Auditing Standards issued by the Auditing Practices Board.  This report, including
the opinion, has been prepared for and only for the Company’s members as a body in accordance with Section 235 of the Companies
Act 1985 and for no other purpose.  We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any
other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
We report to you our opinion as to whether the financial statements give a true and fair view and whether the financial statements and
the auditable part of the directors’ remuneration report have been properly prepared in accordance with the Companies Act 1985. We
also report to you if, in our opinion, the directors' report is not consistent with the financial statements, if the Company has not kept
proper accounting records, if we have not received all the information and explanations we require for our audit, or if information
specified by law regarding directors' remuneration and transactions is not disclosed.
We read the other information contained in the annual report and consider the implications for our report if we become aware of any
apparent misstatements or material inconsistencies with the financial statements. The other information comprises only the directors'
report, the unaudited part of the directors’ remuneration report, the chairman's statement, the chief executive’s statement, the finance
director’s report, the corporate governance report and other information for shareholders.
We review whether the corporate governance statement reflects the Company's compliance with the seven provisions of the Combined
Code specified for our review by the Listing Rules of the Financial Services Authority, and we report if it does not. We are not required
to consider whether the board's statements on internal control cover all risks and controls, or to form an opinion on the effectiveness of
the Group’s corporate governance procedures or its risk and control procedures. 
Basis of audit opinion
We conducted our audit in accordance with auditing standards issued by the Auditing Practices Board. An audit includes examination, on a test
basis, of evidence relevant to the amounts and disclosures in the financial statements and the auditable part of the directors’ remuneration
report. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial
statements, and of whether the accounting policies are appropriate to the Company's circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to
provide us with sufficient evidence to give reasonable assurance that the financial statements and the auditable part of the directors’
remuneration report are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion
we also evaluated the overall adequacy of the presentation of information in the financial statements.
Opinion
In our opinion:
• the financial statements give a true and fair view of the state of affairs of the Company and the Group at 31st December 2003 and
of the profit and cash flows of the Group for the year then ended;
• the financial statements have  been properly prepared in accordance with the Companies Act 1985; and
• those parts of the directors’ remuneration report required by Part 3 of Schedule 7A to the Companies Act 1985 have been properly
prepared in accordance with the Companies Act 1985.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
1 Embankment Place
London WC2N 6RH
5 March 2004
AUDITORS’ REPORT
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 53 50 WSP 2003
Before 2003 Before 2002
Goodwill Goodwill T otal Goodwill Goodwill Total
Notes £’000 £’000 £’000 £’000 £’000 £’000
Group and share of joint ventures and
associated undertakings turnover 1298,868 - 298,868 272,024 - 272,024
Less: share of turnover of joint ventures
and associated undertakings 4(15,315) - (15,315) (10,574) - (10,574)
T urnover 283,553 - 283,553 261,450 - 261,450
Group share of operating profit,
before amortisation of goodwill 16,004 - 16,004 14,451 - 14,451
Exceptional items 3 (2,250) - (2,250) (6,505) - (6,505)
Amortisation of goodwill - (5,269) (5,269) - (5,128) (5,128)
T otal operating profit, including joint ventures
and associated undertakings 13,754 (5,269) 8,485 7,946 (5,128) 2,818
Group share of operating profit 13,532 (5,269) 8,263 6,881 (5,128) 1,753
Share of operating profit of joint ventures
and associated undertakings 222 - 222 1,065 - 1,065
T otal operating profit 2 13,754 (5,269) 8,485 7,946 (5,128) 2,818
Profit on sale subsidiary undertaking 19 409 - 409 - - -
Net finance costs 5 (3,313) - (3,313) (2,444) - (2,444)
Profit on ordinary activities 
before taxation 10,850 (5,269) 5,581 5,502 (5,128) 374
T axation 8 (3,429) - (3,429) (1,988) - (1,988)
Profit/(loss) on ordinary activities 
after taxation 7,421 (5,269) 2,152 3,514 (5,128) (1,614)
Minority interests (equity) (90) - (90) (17) - (17)
Profit/(loss) for the financial year 7,331 (5,269) 2,062 3,497 (5,128) (1,631)
Dividends 9 (3,010) - (3,010) (2,662) - (2,662)
Retained (loss)/profit for the financial year 4,321 (5,269) (948) 835 (5,128) (4,293)
Basic earnings/(loss) per share 10 12.7p (9.1p) 3.6p 6.6p (9.7p) (3.1p)
Basic earnings per share before operating
exceptional items and profit on sale
of subsidiary undertaking 10 15.0p (9.1p) 5.9p 15.2p (9.7p) 5.5p
Diluted earnings per share 10 12.4p (8.9p) 3.5p
Diluted earnings per share before operating
exceptional items and profit on sale
of subsidiary undertaking 10 14.6p (8.9p) 5.7p 11.9p (7.5p) 4.4p
Dividends per ordinary share 9 5.0p 5.0p
The above results all relate to continuing operations.
CONSOLIDATED PROFIT AND LOSS ACCOUNT
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 54 WSP 2003 51
BALANCE SHEETS
as at 31 December 2003
The Group The Company
2003 2002 2003 2002
Notes £’000 £’000 £’000 £’000
Fixed assets
Intangible assets 11 92,556 93,024 1,357 1,357 
T angible assets 12 16,845 17,801 153 203 
Investments in associated undertakings 13 3,196 3,767 - - 
Investments in joint ventures 13
Share of gross assets 1,836 61 - - 
Share of gross liabilities (1,808) - - - 
28 61 - - 
Other investments 13 1,277 1,275 25,138 23,836 
113,902 115,928 26,648 25,396 
Current assets
Debtors 14 88,661 91,243 137,112 134,139 
Cash at bank 16,444 12,002 131 922 
105,105 103,245 137,243 135,061 
Creditors due within one year 15 (127,374) (66,789) (73,321) (15,501)
Net current (liabilities)/assets (22,269) 36,456 63,922 119,560 
T otal assets less current liabilities 91,633 152,384 90,570 144,956 
Creditors due after more than one year 15 (1,027) (54,850) - (53,482)
Provisions for liabilities and other charges
Deferred taxation 16 (5,174) (4,689) (47) (46)
Other provisions 17 (870) (6,558) (194) (440)
Net assets 84,562 86,287 90,329 90,988 
Capital and reserves
Called up share capital 18 3,022 2,662 3,022 2,662 
Share premium account 19 76,510 71,253 76,510 71,253 
Shares to be issued 18 253 5,769 253 5,769 
Other reserves 19 - - 8,210 8,210 
Profit and loss account 19 4,665 6,581 2,334 3,094 
Equity shareholders' funds 84,450 86,265 90,329 90,988 
Minority interests - equity 112 22 - - 
84,562 86,287 90,329 90,988 
Approved by the Board of Directors on 5 March 2004 and signed on their behalf by:
CHRISTOPHER COLE Chief Executive
MALCOLM PAUL Group Finance Director
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 55 52 WSP 2003
2003 2002
Notes £'000 £'000
Net cash inflow from operating activities 21 17,301 23,169 
Dividend received from associated undertaking 532 454 
Returns on investments and servicing of finance
Bank interest paid (3,685) (3,591)
Bank interest received 448 596 
Interest paid on finance leases (76) (48)
(3,313) (3,043)
Taxation paid
UK taxation (1,325) (1,672)
Overseas taxation (1,089) (3,932)
(2,414) (5,604)
Capital expenditure and financial investment
Purchase of tangible fixed assets (4,732) (5,415)
Sale of tangible fixed assets 542 1,456 
Purchase of  investments (149) (284)
(4,339) (4,243)
Acquisitions and disposals
Sale of subsidiary undertaking 1,252 - 
Net cash of subsidiary disposed (259) - 
Purchase of subsidiary undertakings (369) (450)
Deferred consideration paid (4,871) (3,239)
(4,247) (3,689)
Equity dividends paid (2,794) (2,659)
Net cash inflow before financing 726 4,385 
Financing 22 3,718 (626)
Increase in cash in the year 23 4,444 3,759 
CONSOLIDATED CASH FLOW STATEMENT
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 56 WSP 2003 53
2003 2002
£'000 £'000
Profit/(loss) for the financial year 2,062 (1,631)
Translation differences on foreign exchange (1,203) (3,077)
T otal gains and losses recognised in the year 859 4,708
There is no material difference between the historic cost and the reported profit/(loss).
STATEMENT OF GROUP TOTAL RECOGNISED GAINS AND LOSSES
for the year ended 31 December 2003
The Group The Company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Profit/(loss) for the financial year 2,062 (1,631) 3,582 1,350 
Dividends (3,010) (2,662) (3,010) (2,662)
Retained (loss)/profit for the financial year (948) (4,293) 572 (1,312)
New ordinary shares issued 5,617 282 5,617 282 
Movement in shares to be issued (5,516) (1,979) (5,516) (1,979)
Performance share plan 235 (320) 235 - 
Translation differences on foreign exchange (1,203) (3,077) (1,567) (519)
Net deduction from shareholders’ funds (1,815) (9,387) (659) (3,528)
Shareholders’ funds at 1 January 86,265 95,652 90,988 94,516 
Shareholders’ funds at 31 December 84,450 86,265 90,329 90,988 
RECONCILIATION OF MOVEMENTS IN EQUITY SHAREHOLDERS’ FUNDS
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 57 54 WSP 2003
The financial statements have been prepared in accordance with Accounting Standards applicable in the United Kingdom. The principal
accounting policies have been applied consistently.
Accounting policies
In accordance with FRS18, the directors have reviewed the Group's accounting policies and no changes in accounting policy 
are required.
Basis of accounting 
The financial statements have been prepared in accordance with the Companies Act 1985 using the historical cost basis of accounting
and on a going concern basis.  In accordance with Section 230 of the Companies Act 1985, a separate profit and loss account for the
Company is not presented. 
Basis of consolidation 
The Group financial statements consolidate the financial statements of the Company and its subsidiary undertakings all made up to 
31 December each year. The results and net assets of subsidiary undertakings acquired are included in the Group profit and loss
account and balance sheet using the acquisition method of accounting from the effective date of acquisition. The results, and net
assets of subsidiary undertakings disposed of, are included in the Group profit and loss account and balance sheet using the acquisition
method of accounting to the effective date of disposal. Income and expenditure relating to transactions between Group undertakings
are eliminated on consolidation.
Investments
Investments in subsidiary and associated undertakings and joint ventures are stated in the Company’s balance sheet at cost less any
permanent impairment in value. The consolidated balance sheet and profit and loss account include the Group’s equity interests and
results of the Group’s joint ventures and associated undertakings in accordance with FRS 9 ‘ Associates and Joint Ventures’.  Certain
other investments are included at cost less provision for any diminution in value.
Goodwill 
Goodwill represents the difference between the fair value of cost of acquisitions and the fair value of net assets acquired.  The cost of
acquisitions comprises the fair value of the initial consideration, deferred consideration paid or accrued and professional and other costs
associated with the acquisition. 
Purchased goodwill arising on consolidation in respect of acquisitions before 1 January 1998, when FRS 10 ‘Goodwill and intangible
assets’ was adopted, was written off to reserves in the year of acquisition. When a subsequent disposal occurs any related goodwill
previously written off to reserves is written back through the profit and loss account as part of the profit or loss on disposal. Purchased
goodwill arising on consolidation in respect of acquisitions since 1 January 1998 is capitalised. Positive goodwill is amortised to nil by
equal annual instalments over its estimated useful life on a case-by-case basis up to 20 years.
Impairment of goodwill is reviewed in accordance with FRS10 by reference to expected future profits and cash flows, discounted at 
an appropriate rate.
T urnover
Group turnover comprises the value of work performed during the year on contracts by reference to total sales value and stage of
completion of these contracts.  
Long term contracts
Amounts recoverable on contracts are stated at cost plus attributable profits less foreseeable losses and progress payments received
and receivable and are disclosed under debtors. Cost comprises direct labour and attributable overheads.  Attributable profit is that
proportion of the total profit currently estimated to arise over the duration of a contract, which may reasonably be attributed to the
work carried out at the balance sheet date.
ACCOUNTING POLICIES
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 58 WSP 2003 55
Foreseeable losses are all losses currently expected to arise on contracts in progress, irrespective of their stage of completion at the
balance sheet date. Progress payments receivable in excess of the value of work executed on individual contracts are included in
creditors under the heading payments received on account. 
In the case of short term projects, profit is not recognised until the end of the contract except where a right to consideration has been
established as a result of performance. Under such circumstances revenue is based on the fair value of the right to consideration.
Depreciation
Depreciation is provided at rates calculated to write off the cost of tangible fixed assets less estimated realisable value by equal annual
instalments over their expected useful lives, subject to an impairment review.  The rates applicable are as follows:
Freehold and long leasehold property 1%
Short leasehold property lease term 
Motor vehicles 25% 
Office equipment 20-33%
Fixtures and fittings 10%
Leasing 
The capital cost of equipment acquired under finance leases is capitalised.  Finance costs are charged to the profit and loss account over
the period of the agreement. Obligations under finance leases are included in creditors net of finance costs allocated to future periods.
Rentals paid under operating leases are charged to the profit and loss account as incurred on a straight-line basis. 
Earnings per share
In accordance with FRS 14 ‘Earnings per share’ the Group presents both basic and diluted earnings per share for the current and
preceding years.  The basis of calculation is given in note 10 to the financial statements. 
Foreign currencies 
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction, or where forward cover
contracts have been arranged, at the contracted rates. Monetary assets and liabilities denominated in foreign currencies, where a
contracted rate does not apply, are translated at the exchange rates ruling at the balance sheet date and any exchange differences 
are taken to the profit and loss account.
The profit and loss accounts and balance sheets of overseas subsidiaries are translated into sterling at the rates of exchange ruling at
the balance sheet date. Differences arising on the translation of opening and closing net assets are shown as a movement in reserves
and in the statement of total recognised gains and losses.
The Group’s significant overseas equity investments are hedged by borrowings in the currencies in which those assets are denominated
and by the use of derivative financial instruments. Exchange differences arising on the retranslation of overseas net investments,
including goodwill, less exchange differences on the borrowings and derivative financial instruments are taken to reserves through 
the statement of total recognised gains and losses.
Derivatives and other financial instruments
The Group uses various derivative financial instruments to manage its exposure to foreign exchange and interest rate risks. These may
include currency swaps, foreign exchange swaps, forward foreign currency contracts, currency options, interest rate swaps and interest
rate caps and collars. The Group considers its derivative financial instruments to be hedges and matches them with the relevant
hedged items.
Cash flows relating to these derivative financial transactions are netted against hedged transactions in the cash flow statement 
within net cash inflow from operating activities or return on investments and servicing of finance as appropriate.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 59 56 WSP 2003
• Currency swaps and foreign exchange swaps
Swaps are revalued at the exchange rates ruling at the balance sheet date. Realised and unrealised exchange gains and losses 
on swaps that hedge investment in overseas operations are taken to reserves through the statement of total recognised gains 
and losses. Realised and unrealised exchange gains and losses on other swaps are recognised in the profit and loss account. 
The premium or discount on foreign exchange swaps and interest payments and receipts on currency swaps are recognised as 
part of the net interest payable over the period of the contract.
•Forward foreign exchange contracts
The Sterling equivalent of forward foreign exchange contracts used to hedge foreign currency trade debtors and creditors is
recorded at the contracted amount. Realised and unrealised exchange gains and losses on these contracts are recognised in 
the profit and loss account.
• Currency options
Currency option premia are recognised at their historic cost in the consolidated balance sheet. At maturity the hedged item is
recorded at the spot exchange rate net of option premia and any realised gains on exercise.
• Interest rate swaps
Interest payments and receipts are accrued with net interest payable. They are not revalued to fair value or shown on the
consolidated balance sheet at the year end.
• Interest rate caps and collars
The option premia paid are recognised on the consolidated balance sheet as other debtors. The options are not revalued to fair
value in the consolidated balance sheet. The option premia, net of any realised gains, are taken to net interest payable spread
evenly over the life of the cap and collar.
• Upfront fees
Upfront fees on debt are amortised evenly over the term of the debt.
Pension costs
The Group makes contributions into six separate defined benefit schemes. These schemes are closed to new entrants. Payments 
are made into trust funds, which are financially separate from the Group, in accordance with periodic calculations by independent
professionally qualified actuaries. The expected cost to the Group of providing defined benefit pensions is charged to the Profit and
Loss account so as to spread the cost of pensions over the remaining service lives of employees in the schemes, in such a way that the
cost is substantially a level percentage of payroll cost, with experience surpluses and deficits being amortised on a straight line basis.
Amounts payable to defined contribution schemes are charged to the profit and loss account in the year in which they arise.
FRS 17 ‘Retirement Benefits’ 
FRS 17 ‘Retirement Benefits’ requires the assets of a defined benefit pension scheme to be measured at market value at each balance
sheet date and the liabilities to be measured using a specified actuarial valuation method and to be discounted using a corporate bond rate.
It also requires the resulting pension scheme surplus or deficit to be recognised immediately on the Group balance sheet and any
resulting actuarial gains and losses to be recognised immediately in the Group statement of total recognised gains and losses rather
than being recognised gradually in the Group profit and loss account.
Full compliance with this standard is not currently required and the Group continues to account for pension costs under SSAP 24,
however transitional disclosure has been made in note 25 to these financial statements.
Employee share schemes 
The cost of awards to employees that take the form of shares or rights to shares (including conditional rights) are charged to the profit
and loss account over the period to which the employees’ performance relates. Long term incentive compensation is disclosed in
directors’ remuneration when it crystallises.
ACCOUNTING POLICIES CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 60 WSP 2003 57
Employee Share Ownership Plan (ESOP)
The Group's ESOP is a separately administered discretionary trust for the benefit of employees. The assets of the ESOP mainly
comprise shares in the Company. The material assets, liabilities, income and costs of the ESOP are consolidated within these 
financial statements.
Deferred taxation
Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date, and
where these transactions or events result in an obligation to pay more tax, or a right to pay less tax in the future. Timing differences are
differences between the Group's taxable profits and its results as stated in the financial statements. Deferred taxation assets are only
recognised when the recoverability of these can be determined with a degree of certainty. Deferred taxation is measured at the average
tax rates that are expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates and laws
that have been enacted or substantially enacted at the balance sheet date. Deferred tax is measured on a non-discounted basis.
Related party transactions
The Group has taken advantage of the exemption under FRS 8 'Related Party Disclosures' not to disclose transactions between
Group companies.
Research and development
Research and development costs are written off in the year incurred.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 61 58 WSP 2003
1 Segmental analysis
2003 2002
a) Turnover £’000 £’000
By class of business:
Property 160,183 151,086 
Transport & Infrastructure 91,097 82,656 
Environmental 32,273 27,708 
T urnover 283,553 261,450 
Share of turnover of:
Associated undertakings - Multi-disciplined services 11,275 10,574 
Joint ventures - Transport & Infrastructure 4,040 - 
Group and share of joint ventures and associated undertakings turnover 298,868 272,024 
By location of operations:
United Kingdom 120,684 106,572 
Mainland Europe 111,547 102,259 
United States of America 27,780 32,889 
Africa 11,253 6,812 
Asia 8,694 10,294 
Other 3,595 2,624 
T urnover 283,553 261,450 
Share of turnover of:
Associated undertakings - Mainland Europe 11,275 10,574 
Joint ventures - United Kingdom 4,040 - 
Group and share of joint ventures and associated undertakings turnover 298,868 272,024 
There was no material difference between geographical turnover by location of operation and by location of client.
2003 2002
b) Profit before taxation £’000 £’000
By class of business:
Operating profit before exceptional items 
and amortisation of goodwill 
Property 7,559 6,792 
Transport & Infrastructure 6,164 4,979 
Environmental 2,059 1,615 
15,782 13,386 
Share of operating profit/(loss) of:
Associated undertakings - Multi-disciplined services 353 1,065 
Joint ventures - Transport & Infrastructure (131) - 
16,004 14,451 
Exceptional items – Property (2,250) (6,505)
Amortisation of goodwill (5,269) (5,128)
T otal operating profit 8,485 2,818
Profit on sale of subsidiary undertaking 409 - 
Net finance costs (3,313) (2,444)
Profit before taxation 5,581 374 
The segmental analysis of amortisation of goodwill has not been disclosed as in the opinion of the directors this would not provide
further meaningful information.
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 62 WSP 2003 59
2003 2002
By location of operations: £’000 £’000
Operating profit before exceptional items 
and amortisation of goodwill 
United Kingdom 8,339 7,612 
Mainland Europe 5,165 3,690 
United States of America 1,185 2,156 
Africa 1,189 470 
Asia (227) (347)
Other 131 (195)
15,782 13,386 
Share of operating profit/(loss) of:
Associated undertakings - Mainland Europe 353 1,065 
Joint ventures - United Kingdom (131) - 
16,004 14,451 
Exceptional items: 
United Kingdom (2,250) (4,317)
Mainland Europe - (1,888)
Asia - (300)
(2,250) (6,505)
Amortisation of goodwill (5,269) (5,128)
T otal operating profit 8,485 2,818
Profit on sale of subsidiary undertaking - Mainland Europe 409 - 
Net finance costs (3,313) (2,444)
Profit before taxation 5,581 374 
2003 2002
c) Net assets £’000 £’000
By class of business:
Property 80,030 79,175 
Transport & Infrastructure 42,276 42,242 
Environmental 16,396 14,624 
138,702 136,041
Share of net assets/(liabilities) of:
Associated undertakings 3,196 3,728
Joint ventures 28 -
Group syndicated loan facility (57,364) (53,482)
84,562 86,287 
By location of operations:
United Kingdom 46,420 47,976 
Mainland Europe 70,855 63,897 
United States of America 16,870 20,401 
Africa 1,438 1,051 
Asia 3,593 3,303 
Other (474) (587)
138,702 136,041 
Share of net assets/(liabilities) of:
Associated undertakings - Mainland Europe 3,196 3,728
Joint ventures - United Kingdom 28 -
Group syndicated loan facility (57,364) (53,482)
84,562 86,287 
Net finance costs and the Group syndicated loan facility are shown separately as they service the Group as a whole.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 63 60 WSP 2003
2 T otal operating profit
2003 2002
£’000 £’000
Group and share of joint ventures and associated undertakings turnover 298,868 272,024 
Less: share of turnover of joint ventures and
associated undertakings (15,315) (10,574)
T urnover 283,553 261,450 
Cost of sales (205,856) (189,016)
Gross profit 77,697 72,434 
Administrative expenses (69,434) (70,681)
Group share of operating profit 8,263 1,753 
Share of operating profit of joint ventures and associated undertakings 222 1,065 
T otal operating profit 8,485 2,818 
3 Exceptional items
In 1993, WSP acquired a company that had been party to the structural design of a building in 1991 that subsequently failed as a result
of subsidence and this led to a professional negligence claim against WSP , as the successor company. Following the unexpected result
of an arbitration hearing in October 2003, the potential liability to WSP increased substantially and despite various attempts at
mediation the legal case finally came to trial in January 2004. An out of court settlement was negotiated during the trial and whilst the
majority of WSP’s liability arising out of the settlement will be paid by the Group's professional indemnity insurance, there remains a
maximum amount of £2.25m to be paid by the Group in 2004, for which full provision has been made in the 2003 accounts.
In 2002, the Group reported exceptional items of £6.5m, of which £5.3m related to a restructuring programme and £1.2m to a bad debt
from a client in the communications sector. 
T ax credits of £0.6m (2002: £1.9m) have been recorded in the relevant years in respect of the above items.
4 Joint ventures and associated undertakings
2003 2002
£’000 £’000
Share of associated undertakings turnover 11,275 10,574 
Share of joint ventures turnover 4,040 - 
15,315 10,574
Operating profit of associated undertakings 353 1,065 
Operating profit of joint ventures (131) - 
222 1,065
Interest receivable 114 - 
Share of profit on ordinary activities before taxation 336 1,065 
T axation on profit on ordinary activities (100) - 
Share of operating profit on ordinary activities after taxation 236 1,065 
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 64 WSP 2003 61
4 Joint ventures and associated undertakings (continued)
2003 2002
£’000 £’000
Share of net assets of joint ventures and associated undertakings
Intangible assets - Goodwill 132 151 
T angible fixed assets 931 686 
Current assets 7,471 5,637 
8,534 6,474 
Liabilities due within one year (5,310) (2,646)
3,224 3,828 
Group turnover with joint ventures and associated undertakings 2,429 700 
Included in joint ventures and associated undertakings' current assets are:
Trading balances with WSP 3 8 
Included in joint ventures and associated undertakings' liabilities due within one year are:
Trading balances with WSP 20 70 
5 Net finance costs
2003 2002
£’000 £’000
Interest on loans and other borrowings wholly repayable within five years:
Bank overdrafts 567 989 
Bank loans 3,118 2,571 
Interest on deferred consideration - 32 
Finance leases 76 48 
Interest payable 3,761 3,640 
Interest receivable and other similar income (448) (596)
Net interest payable 3,313 3,044 
Unwinding of discount relating to long term debtor - (600)
Net finance costs 3,313 2,444 
6 Profit on ordinary activities before taxation
2003 2002
£’000 £’000
Is stated after charging/(crediting):
Property lease rentals 12,474 10,340 
Equipment lease rentals 2,149 1,312 
Auditors’ remuneration for the statutory audit 522 498 
Other fees paid to the auditors:
T axation services 96 43 
Interim review 32 32 
Internal controls review and other services 24 120 
Amortisation of goodwill 5,269 5,128 
Depreciation of owned assets 5,872 5,923 
Depreciation of assets held under finance leases 506 535 
Rents receivable - (119)
(Profit)/Loss on disposal of fixed assets (1) 6 
The audit fee for the Company was £50,000 (2002: £50,000)
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 65 62 WSP 2003
7 Directors and employees
2003 2002
£’000 £’000
Staff costs, including directors, were as follows:
Wages and salaries 132,700 128,575 
Social security costs 23,097 21,901 
Other pension costs 13,083 11,528 
Contract and agency staff 10,197 8,828 
Total staff costs 179,077 170,832 
Number Number 
The weekly average number of employees, contract and
agency staff, including directors, was as follows:
Engineering and technical 4,583 4,598 
Administration 387 421 
Total staff 4,970 5,019 
2003 2002
£’000 £’000
Aggregate emoluments of the directors of the Company was as follows:
Salaries and benefits 790 655 
Pension contributions 138 127 
Non executive directors' fees 125 95 
Aggregate emoluments 1,053 877 
Aggregate gains on the exercise of share options 127 709 
Full details of the Directors' emoluments, share options, long term incentive plans including gains on exercise and pension entitlements
are included in the Remuneration Report on pages 41 to 45.
8 Taxation
2003 2002
£’000 £’000
(a) Current tax
UK corporation tax on profits of the year at 30% (2002:30%) 2,125 824 
Adjustments in respect of previous years 235 (400)
2,360 424 
Foreign tax on profits of the year 1,038 2,475 
Adjustments in respect of previous years (247) (218)
Share of tax of associated undertakings 100 298 
T otal current tax charge - note 8 (b) 3,251 2,979 
Movement in deferred tax - note 16 178 (991)
Tax on profit on ordinary activities 3,429 1,988 
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 66 WSP 2003 63
(b) Factors affecting the current tax charge for the year
The tax assessed for the year is higher (2002: higher) than the standard rate of corporation tax in the UK (30% (2002:30%))
The differences are explained below:
2003 2002
£’000 £’000
Profit on ordinary activities before taxation and amortisation of goodwill 10,850 5,502 
Amortisation of goodwill (5,269) (5,128)
Profit on ordinary activities before taxation 5,581 374
Profit on ordinary activities multiplied by the standard rate
of corporation tax in the UK of 30% (2002: 30%) 1,674 112 
Effect of different tax rates on overseas earnings (109) 72 
Expenses not deductible for tax purposes 692 363 
Other timing differences (813) 991 
Adjustments to current tax charge in respect of previous periods (12) (618)
Unrelieved overseas losses 238 521 
Current tax charge before non deductible goodwill 1,670 1,441 
Non deductible goodwill amortisation 1,581 1,538 
T otal current tax charge 3,251 2,979 
The directors are not aware of any factors which may affect the future tax charge.
Further details of movement in deferred tax can be found in note 16.
9 Dividends
2003 2002
£’000 £’000
Interim dividend of 2.0p (2002: 2.0p) per share 1,197 1,065 
Proposed final dividend of 3.0p (2002: 3.0p) per share 1,813 1,597 
Total dividend of 5.0p (2002: 5.0p) per share 3,010 2,662 
If approved at the Annual General Meeting, which is convened for 11 May 2004, the final dividend will be paid on 13 May 2004 to
shareholders on the register of members at the close of business on 13 April 2004.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 67 64 WSP 2003
10 Earnings/(loss) per share
The directors believe that the presentation of an adjusted earnings per share, being the basic and diluted earnings per share adjusted
for amortisation of goodwill and exceptional items, assists with the understanding of the underlying performance of the Group.
Basic Adjusted Basic Adjusted
2003 2003 2002 2002
£’000 £’000 £’000 £’000
Profit/(loss) for the financial year attributable to shareholders 2,062 2,062 (1,631) (1,631)
Amortisation of goodwill - 5,269 - 5,128 
Earnings/(loss) 2,062 7,331 (1,631) 3,497 
Operating exceptional items and profit on sale of subsidiary 
undertaking, net of taxation - 1,289 - 4,554 
Diluted earnings/(loss) 2,062 8,620 (1,631) 8,051 
No. 000 No. 000 No. 000 No. 000
Weighted average number of shares in issue 57,524 57,524 53,041 53,041 
Basic earnings/(loss) per share 3.6p (3.1p)
Basic earnings per share before amortisation of goodwill 12.7p 6.6p
Basic earnings per share before amortisation of goodwill, operating 
exceptional items and profit on sale of subsidiary undertaking 15.0p 15.2p
Diluted Adjusted Diluted Adjusted
2003 2003 2002 2002
No. 000 No. 000 No. 000 No. 000
Weighted average number of shares in issue 57,524 57,524 53,041 53,041 
Dilution effects of shares to be issued 128 128 14,423 14,423 
Dilution effects of share options 1,501 1,501 439 439 
59,153 59,153 67,903 67,903
Diluted earnings per share 3.5p
Diluted earnings per share before amortisation of goodwill 12.4p 5.1p
Diluted earnings per share before amortisation of goodwill, operating 
exceptional items and profit on sale of subsidiary undertaking 14.6p 11.9p
The weighted average number of shares in issue excludes shares held by the WSP Employee Benefit Trust.
The dilutive effect of shares to be issued is calculated by reference to the market value of shares at the year end as applied to the total
performance related deferred consideration where conditions have been met at the year end.
11 Intangible assets
Intangible fixed assets comprise goodwill arising on the acquisition of businesses and subsidiaries, details of which are as follows: 
The Group The Company
£’000 £’000
Cost at 1 January 2003 102,587 1,717 
Additions 173 - 
Adjustment to deferred consideration 271 - 
Disposals (455) - 
Translation differences on foreign exchange and other movements 4,633 - 
Cost at 31 December 2003 107,209 1,717
Amortisation at 1 January 2003 9,563 360 
Charge for the year 5,269 -
Translation differences on foreign exchange (179) - 
Amortisation at 31 December 2003 14,653 360
Net book value
At 31 December 2003 92,556 1,357 
At 31 December 2002 93,024 1,357
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 68 WSP 2003 65
11 Intangible assets (continued)
In accordance with the Group’s accounting policy, goodwill arising is capitalised and amortised over its estimated useful life which 
the directors consider to be up to 20 years to reflect the nature of the businesses acquired and their prospective earnings stream. 
No reinstatement has been made for goodwill written off prior to 1 January 1998 which amounted to £9.8m.
12 Tangible fixed assets
Long Short Motor Office Fixtures
Freehold leasehold leasehold vehicles equipment & fittings Total
The Group £’000 £’000 £’000 £’000 £’000 £’000 £’000
Cost at 1 January 2003 1,237 2,786 2,203 1,865 31,838 10,627 50,556 
Additions during year - - 235 289 3,942 995 5,461 
Disposals during year (174) - (515) (602) (3,686) (1,739) (6,716)
Foreign exchange differences 111 - (64) 121 1,454 547 2,169 
Cost at 31 December 2003 1,174 2,786 1,859 1,673 33,548 10,430 51,470 
Depreciation at 1 January 2003 252 349 785 1,219 24,184 5,966 32,755 
Charge for the year 20 28 246 215 4,524 1,345 6,378 
Disposals during year (32) - (380) (415) (3,696) (1,652) (6,175)
Foreign exchange differences 23 - (21) 80 1,245 340 1,667 
Depreciation at 31 December 2003 263 377 630 1,099 26,257 5,999 34,625 
Net book value
At 31 December 2003 911 2,409 1,229 574 7,291 4,431 16,845 
At 31 December 2002 985 2,437 1,418 646 7,654 4,661 17,801 
The Company
Cost at 1 January 2003 - - 12 - 519 397 928 
Cost at 31 December 2003 - - 12 - 519 397 928 
Depreciation at 1 January 2003 - - 9 - 481 235 725 
Charge for the year - - 1 - 13 36 50 
Depreciation at 31 December 2003 - - 10 - 494 271 775 
Net book value
At 31 December 2003 - - 2 - 25 126 153 
At 31 December 2002 - - 3 - 38 162 203 
The net book value of Group fixed assets of  £16.8m (2002: £17.8m) includes an amount of £0.6m (2002: £0.8m) in respect of assets
held under finance leases.
The net book value of Company fixed assets of £0.2m (2002: £0.2m) includes an amount of £Nil (2002: £Nil) in respect of assets held
under finance leases.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 69 66 WSP 2003
13 Investments
The Group’s interest in joint ventures, associated undertakings and other investments was as follows:
Investment in
Other Investment in Other Investment in associated
investments own shares investments joint ventures undertakings
Note 13 (a) Note 13 (b) Total Note 13 (c) Note 13 (c)
£’000 £’000 £’000 £’000 £’000
Cost at 1 January 2003 1,158 275 1,433 61 3,767 
Additions 82 - 82 87 - 
Profit/(loss) for year - - - (120) 356 
Dividends - - - - (532)
Other movements - - - - (20)
Foreign exchange (76) - (76) - (375)
Cost at 31 December 2003 1,164 275 1,439 28 3,196 
Amortisation at 1 January 2003 - 158 158 - - 
Charge for the year - 4 4 - - 
Amortisation at 31 December 2003 - 162 162 - - 
Net investments
At 31 December 2003 1,164 113 1,277 28 3,196
At 31 December 2002 1,158 117 1,275 61 3,767
The Company’s interest in subsidiary undertakings and own shares was as follows:
Investment in Subsidiary
own shares undertakings Total
Note 13 (b) Note 13 (d)
£’000 £’000 £’000
Cost at 1 January 2003 275 23,719 23,994 
Additions - 1,393 1,393 
Cost at 31 December 2003 275 25,112 25,387 
Amortisation at 1 January 2003 158 - 158 
Charge for the year 4 87 91 
Amortisation at 31 December 2003 162 87 249 
Net investments 
At 31 December 2003 113 25,025 25,138
At 31 December 2002 117 23,719 23,836
The increase in investment in subsidiary undertakings is primarily due to the capitalisation of loans to overseas subsidiaries.
(a) Other investments
Other investments relate to the capital value of life assurance policies written on the lives of certain vendors of Flack + Kurtz that were
transferred to the Group at the time of the acquisition of that business, and property interests. The cost of these is not significantly
different to the market value.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 70 WSP 2003 67
13 Investments (continued)
(b) The WSP Employee Benefit Trust
The Group operates the WSP Performance Share Plan and the WSP Deferred Bonus Share Plan for the benefit of its executive
directors and senior management. The WSP Employee Benefit Trust, which was set up in 1997, holds ordinary shares in the Company
to meet commitments in respect of the share awards granted under these schemes. As the Group makes all decisions over how the
shares of the Trust are used for the benefit of the employees, the assets and liabilities of the Trust are recognised within these
accounts as assets and liabilities of the WSP Group plc, in accordance with UITF 13.
WSP Group plc has provided loans totalling £1,529,141(2002: £1,529,141) to the Trust in the form of interest free loans to enable the
Trust to purchase shares in the Company. Subsidiary undertakings of the Group will make cash contributions to the Trust which will be
used to repay the loans.
The cost of the potential future awards of the two schemes is accrued over the 3-year performance periods of each plan. The cost of
future awards charged in 2003 in the accounts of WSP Group plc was £240,518 (2002: £Nil). The market value of awards made for the
2000 plan that crystallised in 2003 was £54,662. 
As at 31 December 2003 the Trust owned 167,146 ordinary shares of the Company (2002: 167,146). The market value of each share
held at 31 December 2003 was 197.5p per share (2002: 40p). All shares held are reserved to meet existing commitments under the
employee incentive schemes.
(c) Principal joint ventures and associated undertakings
Group's Class of Country of
interest shares held Registration Principal activities
Associated undertakings:
Gifford Graham & Partners 50.0% ordinary England Civil engineering
Multiconsult AS 24.7% ordinary Norway Multi-disciplined consultancy
T alone AS 49.0% ordinary Estonia Structural building design
Joint ventures:
Ryan Hanley WSP Limited 50.0% ordinary Ireland Civil engineering
Carillion WSP 40.0% unincorporated England Civil engineering
Diarchon TSA 50.0% ordinary Greece Project management
(d) Principal subsidiary undertakings
Unless otherwise indicated the following principal subsidiary undertakings are registered and operate in England.
The Group's interest comprises entirely ordinary equity shares.
Group’s 
Principal subsidiary undertakings interest Principal activities
WSP Buildings Limited 100% Multi-disciplined building design
WSP Civils Limited* 100% Civil engineering and network management
WSP Development Limited* 100% Infrastructure and transport planning
WSP Environmental Limited* 100% Environmental and geotechnical services
WSP Knowledge Solutions plc 100% Facilities management
WSP International Management Consulting Limited* 100% Management consultancy and infrastructure support
WSP Management Services Limited 100% Management services
WSP Remediation Limited* 100% Remediation of contaminated land
WSP Sweden AB* 100% Multi-disciplined consultancy, registered in Sweden
LT Konsultit Oy* 100% Multi-disciplined consultancy, registered in Finland
The Cantor Seinuk Group Inc.* 100% Structural building design, registered in U.S.A.
Cantor Seinuk UK Limited* 100% Structural building design
Flack + Kurtz Inc.* 100% Building services design, registered in U.S.A.
Flack + Kurtz UK Limited* 100% Building services design
WSP Group South Africa (Pty) Limited* 100% Multi-disciplined building design, registered in South Africa
WSP Asia Limited* 100% Multi-disciplined building design, registered in Hong Kong
WSP Hong Kong Limited* 100% Building services design, registered in Hong Kong
WSP Philippines Limited* 100% Building services design, registered in Philippines
* The investment in these companies is held through subsidiary undertakings.
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 71 68 WSP 2003
14 Debtors
The Group The Company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Due within one year:
Trade debtors 54,359 54,824 40 71 
Amounts recoverable on contracts 24,513 22,390 - - 
Amounts due from group undertakings - - 136,767 132,619 
Amounts due from joint ventures and associated undertakings 20 70 - - 
Other debtors 3,311 7,459 147 301 
Prepayments and accrued income 6,458 6,500 158 1,148 
88,661 91,243 137,112 134,139 
15 Creditors
The Group The Company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Due within one year:
Bank overdrafts 1,112 1,114 1,422 2,008 
Bank loans 58,495 1,395 57,364 - 
Property mortgage 40 22 - - 
Obligations under finance leases 378 304 - - 
Trade creditors 10,244 11,870 63 57 
Amounts due to joint ventures and associated undertakings 3 8 - - 
Amounts due to group undertakings - - 10,606 9,690 
Payments received on account 4,362 7,426 - - 
Corporation tax 2,002 1,254 579 323 
Other taxes and social security costs 10,179 10,949 145 8 
Dividend payable 1,813 1,597 1,813 1,597 
Other creditors and accruals 38,727 30,643 1,329 1,818 
Deferred consideration 19 207 - - 
127,374 66,789 73,321 15,501 
Due after more than one year:
Bank loans 81 53,970 - 53,482 
Property mortgage 489 568 - - 
Obligations under finance leases
– Between one and two years 419 260 - - 
Deferred consideration 38 52 - - 
1,027 54,850 - 53,482 
At 31 December 2003 the Group’s syndicated loan facility of £60m was due for renewal in May 2004 therefore amounts outstanding
have been shown as current liabilities. In February 2004 new long term bank facilities were negotiated, further details of which are set
out in note 30.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 72 WSP 2003 69
16 Provisions for liabilities and other charges – Deferred taxation
Short term Accelerated
Work in timing capital 2003 2002
progress differences allowances T otal T otal
Group £’000 £’000 £’000 £’000 £’000
At 1 January 2003 5,230 (351) (190) 4,689 5,314 
Charged during year 885 (455) (252) 178 (991)
Translation differences on foreign exchange 309 (2) - 307 526 
Provisions utilised in year - - - - (160)
At 31 December 2003 6,424 (808) (442) 5,174 4,689 
Full provision has been made for deferred tax liabilities. In Sweden, a deferred tax liability of £6,424,000 (2002: £5,230,000) relates to
the value of work in progress written down to tax value in the individual entities but included at cost in the consolidated accounts. In the
United States, a deferred tax asset of  £808,000 (2002: £351,000) relates to short term timing differences on disallowed provisions.
In the Company accounts provisions relate mainly to short term timing differences and amount to a deferred tax liability of £47,000
(2002: £46,000).
17 Provisions for liabilities and other charges – Other provisions
Vacant
Deferred property 2003 2002
consideration provisions T otal T otal
Group £’000 £’000 £’000 £’000
At 1 January 2003 5,621 937 6,558 8,600 
Created during year - - - 669 
Release of unused provisions - - - (513)
Translation differences on foreign exchange (271) - (271) (264)
Provisions utilised during the year (4,674) (743) (5,417) (1,934)
At 31 December 2003 676 194 870 6,558 
Provision has been made for the full amount of deferred consideration that may become payable in 2004 and beyond depending on the
future profits of certain acquired subsidiary undertakings.
The provision for vacant properties relates to the rent, service charge and other associated costs should the properties remain vacant
for the duration of the lease or the next 10 years, whichever is the shorter. In the Company accounts, provisions relate solely to vacant
properties and amount to £194,000 (2002: £440,000).
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 73 70 WSP 2003
18 Called up share capital
The share capital of the Company comprises 5p ordinary shares.
Authorised Allotted and fully paid
2003 2003 Issue 2003 2003
No '000 £'000 Price No '000 £'000
At 1 January 2003 70,000 3,500 53,241 2,662
Issued during the year
As deferred consideration: 
Walmsley Environmental 75.5p 37 2
Flack + Kurtz Group 73.8p 6,557 327
Cantor Seinuk Group 125.0p 578 29
Upon the exercise of share options 76.0p - 91.2p 33 2
At 31 December 2003 70,000 3,500 60,446 3,022 
The following number of shares to be issued in respect of acquisitions assumes that the performance targets set will be achieved and
therefore the maximum deferred consideration will become payable. The number of shares to be issued has been determined with
reference to the middle market share price at 31 December 2003 which was 197.5p (2002: 40p).
2003 2003 2002 2002
No ’000 £’000 No ’000 £’000
Shares to be issued 128 253 14,423 5,769
19 Reserves
Share Profit
premium Merger and loss
account reserve account
The Group £’000 £’000 £’000
At 1 January 2003 71,253 - 6,581 
Retained loss for the year - - (948)
Loss on foreign exchange - - (1,203)
Performance share plan - - 235 
Premium arising on issue of ordinary shares 5,257 - - 
At 31 December 2003 76,510 - 4,665 
The Company
At 1 January 2003 71,253 8,210 3,094 
Retained loss for the year - - 572 
Loss on foreign exchange - - (1,567)
Performance share plan -- 235 
Premium arising on issue of ordinary shares 5,257 - - 
At 31 December 2003 76,510 8,210 2,334 
20 Acquisitions and disposals
In March 2003, the Group sold its interest in Intégria Certifiering AB, a wholly owned subsidiary providing certification and training
services, for £1,252,000 resulting in a profit to the Group of £409,000. The goodwill disposed of amounted to £455,000.
In May 2003, the Group acquired the remaining shares in Fundus Oy for a total consideration of £369,000. The book and fair value of
assets acquired was £196,000 giving rise to goodwill of £173,000. 
These entities did not have a material impact on turnover or operating profit.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 74 WSP 2003 71
21 Reconciliation of operating profit to operating cash flows
2003 2002
£’000 £’000
Group share of operating profit 8,263 1,753 
Depreciation 6,378 6,458 
Amortisation of goodwill 5,269 5,128 
Amortisation of investment in own shares 4 - 
Performance share plan 235 (320)
(Profit)/loss on disposal of tangible fixed assets (1) 6 
Movements in provisions (743) (1,643)
Changes in debtors 2,560 6,938 
Changes in creditors (4,142) 4,731 
Exchange rate effect (522) 118 
Net cash inflow from operating activities 17,301 23,169 
Major non-cash transactions entered into during the year were as follows:
The Group entered into or acquired finance leases with a total capital value of £729,000 (2002: £374,000).
22 Financing
2003 2002
£’000 £’000
Share issues 28 35 
Other new loans/drawdowns on existing facilities 6,927 5,686 
Bank loan and property mortgage repayments (2,730) (5,673)
Repayments on finance leases (507) (674)
Total financing 3,718 (626)
23 Reconciliation of net cash flow to movement in net debt
2003 2002
£’000 £’000
Increase in cash balances in the year 4,442 3,617 
Decrease in bank overdrafts in the year 2 142 
Increase in cash in the year 4,444 3,759 
New finance leases (730) (374)
Finance lease repayments 507 674 
Property mortgage repayments 114 22 
New bank loans/drawdowns on existing facilities (6,927) (5,686)
Bank loan repayments 2,616 5,673 
Movement in net debt resulting from cash flows 24 4,068 
Foreign exchange 1,037 856 
Movement in net debt in the year 1,061 4,924 
Net debt at 1 January 2003 (45,631) (50,555)
Net debt at 31 December 2003 (44,570) (45,631)
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 75 72 WSP 2003
24 Analysis of net debt
1 January Net cash Other Foreign 31 December
2003 flows movements exchange 2003
£’000 £’000 £’000 £’000 £’000
Cash balances 12,002 4,442 - - 16,444 
Bank overdrafts (1,114) 2 - - (1,112)
Due within one year
Property mortgage (22) 114 (79) (53) (40)
Bank loans (1,395) (4,311) (53,889) 1,100 (58,495)
Finance leases (304) 507 (571) (10) (378)
Due after one year
Property mortgage (568) - 79 - (489)
Bank loans (53,970) - 53,889 - (81)
Finance leases (260) - (159) - (419)
(45,631) 754 (730) 1,037 (44,570)
25 Pensions
a) SSAP 24 ‘Accounting for Pension Costs’
The Group operates both defined contribution and funded defined benefit pension schemes. The Group's defined benefit schemes
(which are closed to new members) consist of the WSP Group plc Retirement Benefit Scheme, the Graham Consulting Group
Retirement Benefit Scheme, the Donald Rudd & Partners Pension Fund, the Cairns & Byles Pension Scheme, the Brian Ford
Partnership Employee Benefits Scheme and the James Carrington Pension Plan.
The assets of the defined contribution and defined benefit schemes are held in separate independently administered funds.
Contributions to the Group’s defined benefit pension schemes are charged to the profit and loss account so as to spread the cost of
pensions over the employees’ working lives with the Group. The contributions are determined by qualified actuaries on the basis of
triennial valuations principally using the projected unit method.
The Group's pension cost amounted to £13.1m (2002: £11.5m) of which £11.6m (2002: £10.7m) related to defined contribution and
£1.5m (2002: £0.8m) to defined benefit schemes. Contributions of £28,000 (2002: £16,000) were outstanding at the balance sheet
date. Included in the pension charge for the year is an amount of £336,000 (2002: £(44,000)) in respect of the amortisation of historic
experience deficits/(surpluses) that are being recognised over the average remaining service lives of employees.
SSAP 24 requires the disclosure of the most recent actuarial valuations of the Group's pension funds, which are normally carried out
every three years by independent professionally qualified actuaries. The effective dates of the valuations were between May 2000 and
April 2002. The assumptions which have the most significant effect on the results of the valuations are those relating to the rate of
return on investments which range from 6.0% to 7.5%, the rates of increase in salaries which range from 4.0% to 4.6% and the rates 
of increase in pensions which range from 2.3% to 2.8%. These valuations showed that the market value of the schemes' assets were
£34.1m and that the actuarial value of those assets represented 93% of the benefits that had accrued to members, after allowing for
expected future increase in earnings. The contributions of the company and employees will be 21% and 8.6% of earnings respectively.
In the case of WSP Sweden, the directors are unable to identify the underlying assets and liabilities of this pension scheme on a
consistent and reasonable basis as its contributions are to a State run scheme, therefore it has been treated as a defined contribution
scheme for the purposes of disclosure.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 76 WSP 2003 73
25 Pensions (continued)
b) FRS 17 ‘Retirement Benefits’
The Group still accounts for pension costs under SSAP 24, as the Board has decided to defer full implementation of FRS 17 following
the UK Accounting Standards Board proposal to extend the transitional regime for the new Standard.  FRS 17 requires pension fund
valuations to be updated by actuaries at each balance sheet date using different criteria to SSAP 24, and on this basis the defined
benefit schemes in existence in the UK show a net deficit, after deferred tax relief, of £14.2m (2002: £13.5m). The amount of this net
pension liability would have a consequential effect on reserves.
Set out below are the FRS 17 valuations, together with the assumptions used by the actuaries, which due to the timescale covered,
may not necessarily be borne out in practice. These valuations show the best estimates of the fair value of the schemes' assets at the
balance sheet dates, which are not intended to be realised in the short term and may be subject to significant change before they are
realised, together with the present value of the schemes’ liabilities, which are derived from cash flow projections over long periods and
are thus inherently uncertain. The anticipated rate of return on scheme investments is also disclosed. 
The major assumptions used in these valuations were:
2003 2002 2001
Rate of increase in pensionable salaries 4.0% 3.8% 3.9%
Rate of increase in pensions in payment 2.5% 2.3% 2.4%
Discount rate 5.6% 5.4% 5.9%
Inflation assumption 2.5% 2.3% 2.4%
FRS 17 valuations and anticipated return on investments:
Anticipated Anticipated
return on return on
investments Valuation investments Valuation
2003 2003 2002 2002
£’000 £’000
Equities 8.2% 20,481 8.2% 16,680
Bonds 4.7% 4,806 5.2% 5,853
Property 8.2% 1,005 8.0% 452
Other assets 3.8% 7,068 6.0% 6,064
Fair value of schemes’ assets 33,360 29,049 
Actuarial value of schemes’ liabilities (53,634) (48,377)
Pension deficit (20,274) (19,328)
Related deferred tax asset 6,082 5,798 
Net pension liability under FRS 17 (14,192) (13,530)
WSP_R&A03 ARTWORK  29/3/04  12:12  Page 77 74 WSP 2003
25 Pensions (continued)
Had the Group adopted FRS 17 in full, profit and loss reserves would have been adjusted as follows:
Analysis of amount charged to operating profit in respect of defined benefit schemes
2003 2002
£’000 £’000
Current service cost 906 1,381 
Settlements and curtailments 14 20 
Total operating charge 920 1,401 
Movement in deficit during the year
Deficit in the schemes at the beginning of the year (19,328) (9,613)
Movement:
Current service cost (906) (1,381)
Contributions 1,413 1,465 
Settlements and curtailments (14) (20)
Other finance income (672) (84)
Actuarial loss (767) (9,695)
Deficit in the schemes at the end of the year (20,274) (19,328)
Analysis of the amount credited to other finance income
Expected return on pension scheme assets 2,077 2,383 
Interest on pension scheme liabilities (2,749) (2,467)
Net return (672) (84)
Analysis of amount recognised in statement of total recognised gains and losses
Actual return less expected return on pension scheme assets 1,954 (6,733)
Experience gains and losses arising on the scheme liabilities 328 (1,911)
Changes in the assumptions underlying the present value of 
the scheme liabilities (3,049) (1,051)
Actuarial loss recognised in the statement of total recognised 
gains and losses (767) (9,695)
History of experience gains and losses
The following disclosures will be built up over time as a five year history:
Difference between the actual and expected return on scheme assets
Amount (£’000) 1,954 (6,733)
Percentage of scheme assets 6% (23%)
Experience gains and losses on the scheme liabilities
Amount (£’000) 328 (1,911)
Percentage of the present value of scheme liabilities (1%) 4%
Changes in the assumptions underlying the present value of the scheme liabilities
Amount (£’000) (3,049) (1,051)
Percentage of the present value of scheme liabilities 6% 2%
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 78 WSP 2003 75
26 Financial Instruments
The explanation of the Board’s objectives, policies and strategies for holding and issuing financial instruments is set out in the Finance
Director’s Review on pages 11 to 13.
Short term debtors and creditors, as permitted by FRS 13, have been omitted from all of the numerical financial instruments
disclosures, except for those relating to foreign currency risks. The Group and the Company have £16.4m and £0.1m respectively of
cash at the year end held in bank accounts (2002: £12.0m the Group, £0.9m the Company) which is immediately available for use.
Functional currency of the local operation
The Group The Company
2003 2003 2002 2002 2003 2002
£’000 £’000 £’000 £’000 £’000 £’000
Sterling Other Sterling Other Sterling Sterling 
Cash at bank at year end by 
major currency
Sterling 8,639 - 4,408 - 88 81 
US Dollars 450 988 1,508 1,066 43 841 
Swedish Krona - 4,886 56 4,559 - - 
Other - 1,481 - 405 - - 
9,089 7,355 5,972 6,030 131 922 
Cash surplus to short term requirements is usually invested overnight on the money market to earn interest at rates close to the Bank
of England base rate.
a) Liquidity
The maturity of financial liabilities is as follows:
The Group The Company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
In one year or less, or on demand 60,424 8,318 58,786 - 
In more than one year but not more than two years 452 53,877 - 53,481 
In more than two years but not more than five years 544 838 - - 
In more than five years 327 480 - - 
61,747 63,513 58,786 53,481 
In addition to the UK bank facility the Group has negotiated working capital facilities with local relationship banks in the countries in
which it operates. These facilities are negotiated annually and are normally repayable on demand. At 31 December 2003 committed but
undrawn working capital facilities amounted to £10.7m (2002: £14.5m) of which £8.1m is renewable in one year or less and £2.6m is
renewable in more than one year (2002: £8.3m in one year or less and £6.2m was in more than two years). 
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 79 76 WSP 2003
26 Financial Instruments (continued)
b) Interest rate risk profile of financial liabilities
Non- Non-
Floating Fixed interest Floating Fixed interest
rate rate bearing rate rate bearing 
liabilities liabilities liabilities T otal liabilities liabilities liabilities T otal
2003 2003 2003 2003 2002 2002 2002 2002
£’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Sterling 45,500 359 50 45,909 39,733 160 50 39,943 
US Dollars 12,917 107 - 13,024 12,781 150 4,675 17,606 
Swedish Krona 18,128 45,401 613 64,142 23,593 42,699 964 67,256 
Hong Kong Dollars 651 - - 651 608 4 - 612 
South African Rand 787 163 71 1,021 507 397 192 1,096 
77,983 46,030 734 124,747 77,222 43,410 5,881 126,513 
The figures shown in the table above take into account various interest rate and currency swaps and hence the increase in Swedish
Krona liability of £63.0m equivalent created to hedge the Group’s investment in its Swedish subsidiary.
The floating rate liability consists mainly of local bank overdrafts and the portion of the syndicated banking facility and cross currency
swap that has not been fixed via the use of derivatives. Floating interest rates usually fall within the range 0.5% to 1% over the relevant
country national bank base rates.
The fixed rate liabilities consist of the portion of the cross currency swap that has been fixed at 5.05% via the use of derivatives, sundry
small loans to overseas subsidiaries at weighted average rates of 7% (2002: 7%) and finance leases. The weighted average interest
rate applicable to finance leases is 9% (2002: 9%). The weighted average period on which interest rates on the fixed rate financial
liabilities are fixed is 3 years (2002: 3 years).
The syndicated banking facility is secured by a fixed and floating charge over the Group’s UK and Swedish assets comprising amounts
due on contracts. In addition the UK charge also comprises a first legal charge over the long leasehold property and cross guarantees
from all subsidiaries included within the syndicated arrangement. 
Finance lease obligations are secured on the assets to which they relate.
c) Swaps and hedges
The Group has drawn US $18.4m of funds from its syndicated facility to hedge against its investments in the US. In addition the Group
has entered into a 3 year Swedish Krona currency swap contract which has created a Swedish Krona financial liability of approximately
£63.0m equivalent. This Krona denominated liability has been used to hedge the investment in the Group’s Swedish subsidiary.
Gains and losses on currency swaps used as hedges are passed through the reserves and the statement of total recognised gains
and losses.
d) Currency risk
The analysis of the Group's net monetary assets and liabilities denominated in other than the functional currencies of the local
operation may be summarised as follows:
Functional currency of the local operation
Sterling Others T otal Sterling Others T otal
2003 2003 2003 2002 2002 2002
£’000 £’000 £’000 £’000 £’000 £’000
Net foreign currency monetary assets/(liabilities)
US Dollars 450 - 450 1,475 25 1,500 
Swedish Krona - - - 56 - 56 
Other 478 - 478 121 13 134 
928 - 928 1,652 38 1,690 
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 80 WSP 2003 77
26 Financial Instruments (continued)
e) Fair values
The fair value of financial assets and liabilities of the Group with the exception of the 3 year interest rate fixing swap contracts are
considered to be materially equivalent to their book value. The fair values of these interest rate fixing swaps are shown below.
Fair Value Book Value Fair Value Book Value
2003 2003 2002 2002
£’000 £’000 £’000 £’000
Interest rate fixing swaps (560) - (334) -
The figures shown above have been derived from third party valuations as at the balance sheet date. The market values vary on a daily
basis and the Group monitors all its derivatives on a regular basis to ensure that they are consistent with the stated Group policy. 
27 Guarantees, contingent liabilities and other commitments
At the year end the Company and its UK subsidiary undertakings cross guarantee the £60m syndicated loan facility, of which £57.4m
had been drawn at the year end.
In common with other professional firms, the Group maintains professional indemnity insurance against claims for professional
negligence which in the ordinary course of business have been, or may in the future be, received. The directors assess each claim and
make provision for legal and settlement costs where, on the basis of advice received, it is considered that a liability may exist.
No other commitments either authorised or contracted for existed at 31 December 2003.
At the year end there existed the following annual commitments under operating leases which expire:
The Group The Company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Equipment and plant:
Within one year 655 713 - - 
Between two and five years 1,314 1,220 - - 
After more than five years - 318 - - 
1,969 2,251 - - 
Property:
Within one year 803 2,035 - - 
Between two and five years 9,353 8,254 - - 
After more than five years 1,519 1,492 - - 
11,675 11,781 - - 
28 Related party transactions
During the year the Group entered into arm’s length transactions with its joint ventures and associated undertakings. Turnover with
these companies amounted to £2.4m (2002: £0.7m) and the Group purchased services of £0.1m (2002: £Nil). 
At 31 December 2003 a net balance of £17,000 (2002: £62,000) was due from joint ventures and associated undertakings to 
the Group.
In the course of its normal business the Group has entered into arm’s length transactions with companies with which the non-executive
directors are associated by virtue of their employment. During 2003, the total value of these transactions did not exceed £100,000
(2002: £100,000). There were no substantial balances outstanding at either year end. Certain senior employees are entitled to receive
deferred consideration payable in cash and shares in respect of the acquisition of businesses in which they formerly held equity
interests. At 31 December 2003, the maximum total due to these senior employees was £986,000 (2002: £11,390,000), subject to
meeting performance targets.
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 81 78 WSP 2003
29 Share options, the performance share plan and the bonus share plan
At 31 December 2003 outstanding options and awards to subscribe for ordinary shares of 5p each in the Company, granted in
accordance with the rules of the relevant share option schemes, the bonus share plan and the performance share plan were as follows:
Exercise SAYE OrdinaryPerformance Bonus 
price Options Options plan awards plan awards Total 
Exercise or vesting date No No No No No 
WSP Group plc 1997 Save As You Earn scheme
11.04.2000-11.04.2003 247.0p2,347 2,347 
11.04.2001-11.04.2004 420.0p139,816 139,816 
11.04.2002-11.04.2005 300.0p172,212 172,212 
WSP Group plc 1997 share option scheme
08.04.2001-08.04.2008 91.0p 70,696 70,696 
30.06.2002-30.06.2009 183.0p 89,879 89,879 
26.05.2003-26.05.2010 242.0p 154,545 154,545 
06.04.2004-06.04.2011 429.0p 313,475 313,475 
06.04.2005-06.04.2012 334.0p 383,250 383,250 
10.04.2006-10.04.2013 75.0p 111,000 111,000 
WSP Group plc 1997 performance share plan
01.04.2005 - 149,902 149,902 
01.04.2005 - 206,455 206,455 
01.04.2006 - 1,190,000 1,190,000 
WSP Group plc 1997 bonus share plan
01.04.2004 - 14,178 14,178 
01.04.2005 - 2,275 2,275 
20.05.2005 - 6,017 6,017 
01.04.2006 - 324,960 324,960 
314,375 1,122,845 1,546,357 347,430 3,331,007 
In accordance with the rules of the various WSP Share Option Schemes the number and price of options have been subject to
appropriate adjustment to reflect the impact of the rights issue in June 2001.
a) Ordinary Options
The exercise of ordinary options are contingent upon meeting  performance targets set by the Remuneration Committee that presently
require Earnings per Share to grow by at least the equivalent to the increase in the Retail Price Index plus, on average, 3% per annum.
b) Performance Share Plan and Deferred Bonus Share Plan
As at 31 December 2003 there were 167,146 ordinary shares active in the WSP Group Employee Benefit Trust (see Note 13), all of
which are due for transfer, at nil exercise price, to directors and senior management under the conditions of the Performance Share
Plan and the Deferred Bonus Share Plan. The performance conditions applicable to awards granted under the WSP Performance Share
Plan are set out in the Remuneration Committee Report.
Scheme shares at Scheme shares
1 January Granted in Vested in Lapsed in 31 December
2003 Y ear Y ear Y ear 2003
No No No No No
Performance Share Plan 522,680 1,190,000 -   (166,323) 1,546,357
Deferred Bonus Share Plan 65,456 324,960 (41,539) (1,447) 347,430
Total 588,136 1,514,960 (41,539) (167,770) 1,893,787 
30 Post Balance Sheet Event
In February 2004, the Group renewed its long term bank facilities in order to replace the existing £60m syndicated loan facility due to
expire in May 2004. New bank facilities have been negotiated in the UK and Sweden and are made up of two lines of credit of £30m,
each comprising a £25m reducing revolving credit renewable in February 2007 and an overdraft of £5m.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
for the year ended 31 December 2003
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 82 WSP 2003 79
Consolidated profit and loss accounts
2003 2002 2001 2000 1999
£’000 £’000 £’000 £’000 £’000
Group and share of joint ventures and 
associated undertakings turnover 298,868 272,024 230,545 137,925 100,090 
Less: share of turnover of joint ventures and
associated undertakings (15,315)(10,574) (5,812) - - 
T urnover 283,553 261,450 224,733 137,925 100,090 
Operating profit on ordinary activities before 
exceptional items and goodwill 16,004 14,451 17,502 10,945 7,171 
Exceptional items (2,250) (6,505) - - - 
Amortisation of Goodwill (5,269) (5,128) (3,592) (844) (122)
Operating profit 8,485 2,818 13,910 10,101 7,049 
Profit on sale of subsidiary undertaking 409 - - - - 
Net finance costs (3,313) (2,444) (2,408) (1,352) (542)
Profit before tax 5,581 374 11,502 8,749 6,507 
T axation (3,429) (1,988) (4,696) (3,127) (2,171)
Profit/(loss) after tax 2,152 (1,614) 6,806 5,622 4,336 
Minority interests (90) (17) - (21) (48)
Dividends (3,010) (2,662) (2,657) (1,560) (1,330)
Retained (loss)/profit for the year (948) (4,293) 4,149 4,041 2,958 
Basic earnings/(loss) per share 3.6p (3.1p) 14.9p 14.8p 11.8p 
Basic earnings per share before operating exceptional
items and profit on sale of subsidiary undertaking 15.0p 15.2p 22.7p 17.0p 12.2p 
Consolidated balance sheets
Fixed assets 113,902 115,928 120,775 42,885 13,578 
Current assets 105,105 103,245 98,571 70,652 33,633 
219,007 219,173 219,346 113,537 47,211 
Creditors due within one year (127,374) (66,789) (63,824) (63,622) (24,714)
Debtors due after more than the year - - 7,594 - -
T otal assets less current liabilities 91,633 152,384 163,116 49,915 22,497 
Long term liabilities and provisions (7,071) (66,097) (67,464) (18,086) (5,259)
Net assets 84,562 86,287 95,652 31,829 17,238 
Called up share capital 3,022 2,662 2,657 1,752 1,697 
Share premium account 76,510 71,253 70,976 10,190 7,434 
Shares to be issued 253 5,769 7,748 8,761 - 
Profit and loss account 4,665 6,581 14,271 10,902 7,869 
Equity shareholders’ funds 84,450 86,265 95,652 31,605 17,000 
Minority interests - equity 112 22 - 224 220 
- non equity - - - - 18 
84,562 86,287 95,652 31,829 17,238 
FIVE YEAR REVIEW
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 83 80 WSP 2003
NOTICE OF ANNUAL GENERAL MEETING 
Notice is hereby given that the Annual General Meeting of the Company will be held at 24-30 Holborn, London EC1N 2HS on Tuesday 11 
May 2004 at 11.00 a.m. for the following purposes: 
1. To receive the Reports of the directors and the Auditors and to adopt the Accounts for the year ended 31 December 2003. 
2. To receive and approve the Remuneration Report.
3. To declare a final dividend. 
4. To re-elect Malcolm Paul as a director of the Company.
5. To re-elect Thomas Erséus as a director of the Company.
6. To re-elect Caroline Brown as a director of the Company.
7. To re-appoint PricewaterhouseCoopers LLP as Auditors and to authorise the Directors to agree their remuneration.
As special business, to consider, and if thought fit, to pass the following resolutions, which will be proposed, as to resolution numbered 8 as an
ordinary resolution and as to resolutions 9 and 10 as special resolutions: 
8. THAT , for the purposes of Section 80 of the Companies Act 1985 (“the Act”), the directors be and they are hereby generally and 
unconditionally authorised to exercise all the powers of the Company to allot relevant securities (within the meaning of Section 80(2) of the 
Act) up to an aggregate nominal amount of £477,736 (being the difference between the authorised share capital and the issued share 
capital of the Company at 5 March 2004) provided that this authority shall expire on whichever is the earlier of the conclusion of the next 
Annual General Meeting of the Company or the date falling 15 months from the date of the passing of this resolution, except that the 
Company may before the expiry of such period make offers or agreements which would or might require relevant securities to be allotted 
after the expiry of such period and the directors may allot relevant securities in pursuance of any such offer or agreement as if the authority 
hereby conferred had not expired, this authority to replace any existing like authority. 
9. THAT , subject to the passing of resolution 8 above, the directors be and they are hereby empowered pursuant to Section 95 of the 
Companies Act 1985 (“the Act”) to allot equity securities (within the meaning of Section 94 of the Act) for cash pursuant to the authority 
conferred upon them by resolution 8 above (as varied from time to time by the Company in General Meeting) as if Section 89(1) of the Act 
did not apply to any such allotment provided that such power shall be limited to:
a) the allotment of equity securities in connection with a rights issue or any other pre-emptive offer in favour of holders of equity securities 
where the equity securities respectively attributable to the interests of all such holders are proportionate (as nearly as may be) to the 
respective amounts of equity securities held by them subject only to such exclusion or other arrangements as the directors may consider 
appropriate to deal with fractional entitlements or legal or practical difficulties under the laws of or the requirements of any recognised 
regulatory body in any territory or otherwise; and
b) the allotment (otherwise that pursuant to sub-paragraph (a) above) of equity securities up to an aggregate nominal value of £151,113 
(being approximately 5% of the issued share capital of the Company at  5 March 2004);
and shall expire on whichever is the earlier of the conclusion of the next Annual General Meeting of the Company or the date falling 15 
months from the date of the passing of this resolution unless renewed or extended prior to or at such meeting that the Company may before
the expiry of any power contained in this resolution make offers or agreements which would or might require equity securities to be allotted 
after such expiry and the directors may allot equity securities in pursuance of any such offer or agreement as if the power conferred hereby 
had not expired.
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 84 WSP 2003 81
10. THAT the Company be and it is hereby authorised to purchase its own ordinary shares of 5p each (“Ordinary Shares”) by way of market 
purchase (within the meaning of Section 163 of the Act) on the London Stock Exchange plc  (“the Stock Exchange”) upon and subject to 
the following conditions:
a) the maximum number of Ordinary Shares which may be purchased by the Company is 6,044,528;
b) the maximum price at which any Ordinary Share may be purchased is an amount equal to 105 per cent of the middle market quotation of 
an Ordinary Share as derived from the Stock Exchange Daily Official List during the period of 5 business days immediately preceding the 
day on which the Ordinary Shares are contracted to be purchased (exclusive of expenses) and the minimum price at which any Ordinary 
Shares may be purchased is 5p per share (exclusive of expenses); 
c) the authority hereby conferred shall expire at the conclusion of the next Annual General Meeting of the Company provided that the 
Company may under the authority hereby conferred and prior to the expiry of that authority make a contract to purchase its own shares 
which will or may be executed wholly or partly after the expiry of that authority and may make a purchase of its own shares in pursuance 
of any such contract.
By order of the Board Registered Office
Malcolm Paul Buchanan House
Company Secretary 24-30 Holborn
2 April 2004 London 
EC1N 2HS
Notes: 
1. A member entitled to attend and vote at the Meeting may appoint one or more proxies to attend and, on a poll to vote instead of him.  A 
proxy need not be a member. Completion and return of the enclosed Form of Proxy will not preclude shareholders from attending and voting 
at the Annual General Meeting. 
2. To be valid, Forms of Proxy, together with the power of attorney, if any, under which it is signed, or notarially certified copy thereof, must be 
received at the office of the Company’s Registrars, Capita IRG plc, Registration Department, The Registry, 34 Beckenham Road, 
Beckenham, Kent BR3 4BR, not less than 48 hours before the time fixed for the meeting.
3. There will be available for inspection at the registered office during normal business hours from the date of this notice to the date of the 
Annual General Meeting and at the place of the Meeting for 15 minutes prior to and during the Meeting, the following:
(a) the register of directors’ interests in shares of the Company;
(b) copies of directors’ contracts of service and every variation thereof. 
4. The Company pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, specifies that only those holders of ordinary 
shares registered in the register of members of the Company as at 6.00 p.m. on 7 May 2003 shall be entitled to attend or vote at the 
Meeting in respect of the number of ordinary shares registered in their name at that time.  Changes to entries on the relevant register of 
securities after 6.00 p.m. on 7 May 2003 shall be disregarded in determining the rights of any person to attend or vote at the meeting.
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 85 82 WSP 2003
NOTES
WSP_R&A03 ARTWORK  29/3/04  12:13  Page 86 Operating Highlights  2003 1
Financial Highlights 2003 2
WSP at a glance 3
Chairman´s Statement 4
Chief Executive´s Statement 7
Finance Director´s Report 11
Creating Value for Clients, Employees 
and Shareholders 15
Group Structure and Services 16
Our People 19
Regional Review 23
United Kingdom 23
Europe 25
United States of America 29
International 29
Environmental 31
Corporate and Social Responsibility 34
Board of Directors 36
Senior Directors 37
Directors’ Report 38
Remuneration Report 41
Corporate Governance Report 46
Auditors’ Report 49
Consolidated Profit and Loss Account 50
Balance Sheets 51
Consolidated Cash Flow Statement 52
Statement of Group T otal Recognised 
Gains and Losses 53
Reconciliation of Movements in Equity 
Shareholders’ Funds 53
Accounting Policies 54
Notes to the Financial Statements 58
Five Year Review 79
Notice of Annual General Meeting 80
OFFICES
UK and Registered Office EUROPE USA
WSP Group plc WSP Sweden Flack & Kurtz
Buchanan House 121 88 Stockholm-Globen 475 Fifth Avenue
24-30 Holborn Arenavagen 7 New York
London Stockholm NY 10017
EC1N 2HS Sweden USA
UK T el + 46 (0)8 688 6000 T el + 1 212 532 9600
T el + 44 (0)20 7314 5000 Fax + 46 (0)8 688 6999 Fax + 1 212 689 7489
Fax + 44 (0)20 7314 5111
WSP Group plc is registered in England. Company Number: 2136404
USA AFRICA ASIA
Cantor Seinuk Group WSP South Africa WSP Asia
3rd Floor WSP House 1/F , K. Wah Centre
228 East 45th Street Ariel Business Park 191 Java Road
New York Simba Road North Point
NY 10017 Sunninghill Hong Kong
USA Sandton 2157 T el + 852 2217 2000
T el + 1 212 687 9888 Johannesburg Fax + 852 2802 9626
Fax + 1 646 487 5501 South Africa
T el + 27 (0)11 233 7800
Fax + 27 (0)11 803 7430
Further information regarding WSP office addresses can be found on our website: www.wspgroup.com
ADVISERS
STOCKBROKERS SOLICITORS AUDITORS
Hoare Govett Limited Nabarro Nathanson PricewaterhouseCoopers LLP
250 Bishopsgate Lacon House 1 Embankment Place
London Theobald's Road London
EC2M 4AA London WC2N 6RH
WC1X 8RW
PRINCIPAL BANKERS
Barclays Bank plc HSBC Bank plc SwedeBank
50 Pall Mall 70 Pall Mall S-105 34
London London Stockholm
SW1A 1QB SW1Y 5EZ
REGISTRARS
Capita IRG plc
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
This Annual Report is printed on both Challenger Art and Challenger Offset paper.  These papers are sourced from sustainable forests,
are totally chlorine free (TCF), are suitable for recycling, and is suitable for archival storage.
Designed by Best&Co. London 020 7440 8710. 
Page 28 main and inset middle photography is © Timothy Griffith.
WSP_R&A03 COVER  29/3/04  13:28  Page 3 WSP GROUP PLC  ANNUAL REPORT AND ACCOUNTS 2003
ANNUAL REPORT 2003
WSP_R&A03 COVER  30/3/04  11:27  Page 1