our platform
for growth
annual report and accounts 2003 TNS is a major force in market information. 
We collect, analyse and interpret information to help clients better
understand the needs and wants of their customers. We provide
research, advice and insight on market segmentation, advertising and
communications, new product development and brand performance,
and stakeholder management, supported by a range of Business
Solutions. We are also one of the leading providers of social and
political polling.
We use the latest technology to collect information and provide 
up-to-the-minute analysis of today’s ever changing markets. We have
specialist expertise in all the major industry sectors, enabling us to work
in close partnership with our clients and provide individual solutions.
For many industries, our syndicated services provide market
measurement that forms the basis upon which organisations negotiate
their terms of business.
From our global network, which spans 70 countries, we provide local
expertise and knowledge, together with internationally consistent
information and analysis to multi-national organisations. 
We supply information that is vital to business decision-making, but 
it is our insights that help our clients build and maintain real 
competitive advantage. 
That is why TNS is the sixth sense of business.
02 At a glance
08 Review section
18 Market developments
20 Chairman’s statement
22 Chief Executive’s statement
24 Finance Director’s review
28 Group profit and loss 
account
29 Group and company balance
sheets
30 Group cash flow statement
31 Statement of total recognised 
gains and losses
Reconciliation of movements 
in equity shareholders’ funds
32 Notes to the financial 
statements
63 Independent auditors’ report
64 Main board directors
66 Directors’ report
69 Corporate governance
73 Remuneration report
80 Five year summary
Shareholder information
For an overview of our unique market position lift this flap TNS has a unique position in the
market information industry
Our strategy:
• Exploit global network
• Focus on chosen industry sectors and
invest in key account development
• Extend existing and launch new
syndicated/continuous services
• Promote expertise in the core areas 
of market information supported 
by Business Solutions
• Invest in high technology 
solutions
the sixth sense of business™
• wit… intelligence… 
imagination… attitude…
• Looking behind the numbers,
beyond the trends and 
between the lines
• Insights that bring clients
closer to their customers Market information expertise
• Expertise in market segmentation,
product development and brand
performance, advertising and
communications evaluation,
stakeholder management
• Supported by portfolio of 
Business Solutions
• Historical databases for
benchmarking
Specialist sectors
• Consumer Panels, Media Intelligence, 
TV and Radio Audience Measurement,
Healthcare, IT, Telecoms, Automotive,
Polling & Social
•  In-depth industry knowledge
•  Partnership with key accounts
Syndicated/continuous 
services
• Higher visibility and higher
margins
• Determining currency of market
• Ongoing tracking services
• Syndicating costs of data
collection
Hi-tech solutions
• Better service to clients – faster and
more accurate
• Internet data collection 
• Offshore activities in Hyderabad
• Value-added analysis 
• Client delivery via TNSInfo web portal 
Powerful global network
• Offices in 70 countries
• Europe, Americas, Asia Pacific and
Middle East
• Pan-regional and multi-country studies
• Internationally consistent data and
analysis
• Expertise shared around network the sixth sense of business 1
Platform for growth
Two of the world’s leading market information
companies came together in 2003 to create a
powerful new entity. Our geographic spread,
sector expertise and business mix – with our
impressive client list – is now unrivalled 
in the industry; and this is just the beginning.
Financial highlights 2003
Business performance 2003 2002 Change %
Turnover including joint ventures £805.2m £618.9m 30.1
Operating profit* £80.8m £59.8m 35.1
Operating margin* 10.0% 9.7%
Profit before tax* £65.3m £48.8m 33.8
Adjusted earnings per share* 10.5p 8.6p 22.1
Total dividend per share 3.0p 2.6p 15.4
* including joint ventures, before goodwill charges and integration costs
Statutory results 2003 2002 Change %
Turnover excluding joint ventures £789.5m £603.2m 30.9
Operating profit before joint ventures 
and associates £45.7m £38.3m 19.3
Profit before tax £32.4m £28.6m 13.3
Basic earnings per share 3.1p 3.3p (6.1) 1998 1999 2000
Maintaining the momentum
Taylor Nelson Sofres plc joins the
FTSE250 on London Stock Exchange
Consumer panels established in Asia
and Latin America
Launch of multimedia CAPI for use by
interviewers in France and UK
The group has delivered
consistent improvement in
operating margin.
TNS has a track record of
achieving profitable growth.
Operating profit has more than
doubled over the past five years.
The group has combined
organic growth with acquisitions
to become one of the largest
players in the industry.
Acquisition of CMR, the largest
provider of advertising expenditure
measurement in US
TNS increases presence in fast
growing Chinese research market by
acquiring 46% of CVSC
Successful launch of Transact, a
tracking service based on
pharmaceutical wholesaler data in UK
TNS acquires Conversion Model, part
of its portfolio of Business Solutions
The power of our global network
Our operations span 70 countries in Europe, the Americas,
Asia Pacific and the Middle East
We are the world’s largest custom research group
We are market leader in a number of countries in Europe,
including the UK, France, Spain, the Netherlands, Norway,
Finland, Denmark
We are the largest provider of advertising expenditure
measurement and largest custom research provider, 
in the US
We have the strongest custom network in Asia Pacific
The growth of the past 
six years, since the
acquisition of the Sofres
group in 1997 , has 
created a major force 
in market information  
2 TNS annual report and accounts 2003
Milestones
11 acquisitions to build global network
and specialist sector expertise, include
TNS Nipo, the largest market
information group in the Netherlands
TV audience measurement extended 
in China
European presence in Media
Intelligence reinforced by acquisitions
in France, Spain and UK
Establishment of TNS University to
provide consistent training in use of
Business Solutions around world
1998 1999 2000 2001 2002 2003
342.0
380.9
479.3
582.7
618.9
1998 1999 2000 2001 2002 2003
28.5
34.0
44.4
55.2
59.8
80.8
1998 1999 2000 2001 2002 2003
8.3
8.9
9.3
9.5
9.7
Operating margin*
per cent
Operating profit*
£million
Turnover
£million
805.2
* including joint ventures, before goodwill charges and integration costs
10.0 2001 2002 2003
TNS has maintained steady
growth in earnings.
The group has delivered year on
year dividend growth.
TNS builds presence in US consumer
sector and internet capabilities with
three key acquisitions
Acquisition in Sweden completes
Nordic coverage, where TNS holds
market leading positions in Norway,
Denmark and Finland 
Nordic regional telecoms index
established
Our wide range of hi-tech solutions
Since its launch in 2001, 5,000+ users on more than 1,300
client sites have taken up TNSInfo 
TNS technology is used to measure TV viewing and radio
listening habits in 21 countries
InfoSysTV™, the advanced TV audience analysis system, is
used in 14 countries and is the system of choice for all but
one of the broadcasters in the UK
In the US, Media Intelligence has expanded full-motion
colour creative to all TV spots
The scale of our expertise
We are the world leader in consumer panels. We run panels in
28 countries and are present in a further 18 through alliances.
TNS monitors the behaviour of 81,650 households, which provide
information on over 80 million purchase events each year
We run media intelligence services in 20 countries and cover
more than 1,600 TV stations, 11,300 press titles, 4,500 radio
stations and over 3,000 web sites.  This translates to 112m
TV spots, 13m press ads, 3m radio spots and 100m web
banners each year
Our access panel is one of the largest in the US, with
500,000 households available for mail and phone surveys
and 2.65m individuals available online
Relative share price 
performance
1998 1999 2000 2001 2002 2003
TNS receives UK Marketing magazine’s
award for Market Research Agency of
the Year
TNS acquires MDC Group which
extends network to Finland, Russia
and Baltic states
Cinema trailer tracking and sports
sponsorship evaluation added to
Media Intelligence offering
Client launch of TNSInfo, a web portal
information delivery system 
• Taylor Nelson Sofres  • FTSE Mid 250
the sixth sense of business 3
TNS launches new brand 
TNS acquires NFO, consolidating its
position as one of world’s largest
market information groups
IBM appoints TNS as its primary
corporate research provider
First commercial application of
Portable People Meters in conjunction
with Arbitron
Innovative system for advising clients
on optimum media selection secures
major Automotive contract wins
Unilever appoints TNS as its global
preferred supplier of consumer 
panel data
1998 1999 2000 2001 2002 2003
4.4
5.9
7.0
1998 1999 2000 2001 2002 2003
1.4
1.8
2.1
Earnings per share*
pence 
Dividend per share
pence
8.6
8.0
10.5
2.4
2.6
3.0
Source: Datastream Specialist sectors
TNS specialises in eight industry sectors 
that require global presence or highly 
developed expertise 
Main activities
Continuous measurement
and analysis of consumer
purchasing behaviour using
technology matched to the
sophistication of local
markets, including bar code
scanners, internet and till
receipt scanning.  
Clients
Multi-national and local
fmcg brand and private
label manufacturers, fresh
food suppliers, retailers and
market analysts. 
TNS insight
What drives market share of
brands and retailers, and
what has caused change?
How does my advertising
influence shoppers?
How effective are promotions?
What strategies should be
used for brand and category
management?
Main activities
Across a wide range of
media, including TV, radio,
print and internet, TNS
continuously measures
advertising expenditure, and
tracks and analyses creative
advertising and editorial
news.  TNS also tracks
cinema trailers and sport
sponsorship activities.
Clients
Media owners, advertising
agencies, public relations
advisers, broadcasters,
publishers, government
departments and NGOs, as
well as local and
international companies.
TNS insight
What are the advertising
trends for our industry?
Where and when should we
advertise?
How can we ensure our
“share of voice” relative to
our competitors?
How can we get the most
effective impact from our
media budget?
Are we using the most
effective combination of
media for our marketing
strategies?
Main activities
Using state of the art
household and individual
metering technology, TNS
measures television viewing
and radio listening habits to
provide accurate audience
data on a continuous basis.  
Clients
Broadcasters, advertising
agencies, advertisers,
platform operators and TV
production companies.
TNS insight
Is the programme
maintaining its volume and
share of audience?  
What share of commercial
impacts do we have
compared with our
competitors?
What is the most efficient
way to reach our target
audience? 
Have campaign objectives
been achieved?  
How and when do people
use interactive services?  
When do light viewers of TV
listen to radio?
4 TNS annual report and accounts 2003
Worldpanel
TV and Radio
Audience
Measurement
Media
Intelligence
Healthcare
Main activities
TNS offers a range of custom
and multi-client services
throughout the product
lifecycle to help define
market opportunities,
develop brands, guide
communications, track brand
performance and optimise
organisational effectiveness.
Clients
Major pharmaceutical,
biotech, diagnostics, device
and medical supply
companies, and local health
services.
TNS insight
What is the impact of the
changing demographics on
my market potential? 
What message will motivate
consumers to seek medical
advice and treatment?
What are the trends in drug
treatment practices?
Which physicians should my
sales force target? Main activities
TNS’ IT research specialists
provide clients with
marketing and research
information to help decision
making at every stage of the
product lifecycle.
Clients
Many of the world’s leading
multi-national software,
hardware, office equipment
and chip manufacturers, as
well as internet marketers.  
TNS insight
Does my website maximise
opportunities with clients
and prospects?
Is my advertising meeting its
strategic objectives?
What marketing strategies
should we use to deal with
increasing product
commoditisation?
What is the impact on our
business of shortened
product lifecycles?
How commited are our
customers and why?
How should this product be
configured to maximise
market share?
Main activities
TNS Telecoms offers a total
approach, which ranges
from fieldwork to business
solutions and advisory
services. It includes
syndicated market reports
as well as custom research.
Clients
Telecoms service providers,
mobile phone equipment
manufacturers, content
providers and government
regulators.
TNS insight
What is the relative value of
our relationship with
business and residential
customers?  
What content is the youth
market looking for? 
Is 3G going to be taken up,
and if so, by whom?
What drives our customers
to switch providers?  
How can we use our brand to
protect our best customers
from competitors?
the sixth sense of business 5
Telecoms
Information
Technology
Polling &
Social 
Automotive
Main activities
Automotive research
specialists provide market
measurement, analysis and
insights for automotive
industry clients. TNS offers
a complete range of
services including brand
and advertising tracking, 
car clinics, dealer
satisfaction research and
vehicle quality studies.
Clients
Major automotive and tyre
manufacturers, leading
component suppliers, as
well as oil, leasing and
retailing companies.
TNS insight
How do I maximise business
opportunities in fast growing
automotive markets, such 
as China?  
What will be the needs and
behaviours of car buyers in
the future?  
Is my advertising effective?  
How do I maintain
competitive advantage?
Main activities
TNS conducts surveys to
understand how society is
thinking or reacting to major
issues on a national and
international scale. In the
political arena TNS tracks
public opinion on campaigns,
legislative and policy issues.
Clients
Government bodies, political
parties, editorial media,
NGOs and foundations,
major international
institutions, universities and
scientific institutions.
TNS insight
What are the major values
on which society’s
behaviour is depending?
What are the major trends?
How does the population
view its elected leaders?
What is the election result
expected to be? 6 TNS annual report and accounts 2003
Expertise
Knowing the issues as well as the answers. TNS has
expertise in all the core areas of market information
Market segmentation 
brand portfolio management 
brand positioning studies 
market structure 
competitor analysis
Advertising and
communications 
evaluation 
advertising pre-testing 
advertising tracking
Stakeholder 
management 
customer retention 
employee commitment
Our Business Solutions are
sophisticated techniques for
solving marketing problems
across any industry sector 
or country. They help our
clients to build stronger
brands 
Product development 
and brand performance
concept testing 
product testing 
forecasting 
brand tracking  the sixth sense of business 7
AdEval™
An advertising pre-testing system,
which evaluates an advertisement's
performance using unique and
powerful diagnostics, to show how
advertising can be optimised.
Client issue If I haven’t seen an
immediate result, will my advertising
improve over time?
TNS insight If an advertisement
doesn’t show results quickly it is
unlikely ever to work. A media plan 
will naturally contribute to an ad’s
success, however if the creative is
flawed, you cannot compensate by
extra media spend. A so-called ‘slow
burn’ usually turns into a ‘no burn’.
AdEval offers guidance on how to
rectify an ad that could otherwise fail. 
MarketWhys™
The brand and advertising tracking
system that goes beyond basic
awareness measures to understand
the real impact of marketing activities.
Client issue What should I be
measuring in my advertising tracking?
TNS insight Advertising awareness
alone is no guarantee of a positive
impact on the brand. TNS goes
beyond simple awareness measures 
to get to the real advertising effect, 
by understanding the impact of both
media and creative on the brand. 
It helps you understand how your
advertising is working to retain 
existing and acquire new customers.
Miriad™
The advanced data integration,
analysis and delivery tool for all types
of research studies.
Client issue How do I make sense of
the many diverse sources of marketing
information available? 
TNS insight You need an intelligent
data integration analysis and delivery
system to assist in decision-making at
both the strategic and tactical levels.
Miriad is custom built to your
specifications and available via
desktop or web. It is used across
nearly 500 tracking studies and in
more than 40 countries. 
NeedScope™ System
A system for measuring consumer
needs and motivations, which uses a
proven psychological framework to
uncover the fundamental elements
linking successful brands and their
consumers.
Client issue How can I tap into
consumer needs to uncover marketing
opportunities?
TNS insight NeedScope identifies
profitable consumer need segments 
so that clients can manage global
brand portfolios, prevent other brands
cannibalising an existing range and
identify new brand opportunities.
Optima™
A brand portfolio management tool
that offers an understanding of 
market structure, based on how 
and why consumers choose the
brands they do. 
Client issue What do I do if my brand
needs to operate and be positioned at
both a local and global level?
TNS insight By analysing the key
drivers contributing to the brand share,
Optima can achieve both global and
local positioning. It identifies the key
choices driving the market and the
strengths of the brand. It then
recommends what messages can 
be applied at both levels.
The Conversion Model™
A psychological measure of human
behaviour that analyses customer
commitment. It identifies which
customers are committed to the brand
or service, which are likely to defect
and what the future direction for the
brand will be. 
Client issue How strong is my brand
relative to its competitors?
TNS insight We enable you to improve
market share by identifying how 
to strengthen your brand. Some
marketers complain that they operate
in commodity markets and that their
brands don't count. We have found
that in every market, there will always
be people who become attached to
brands. Brand commitment is
something every brand can achieve.
TRI*M™
An integrated stakeholder
management system. 
Client issue How do customers
perceive my products and services?
Which of my branches/departments
are the best performing ones in terms
of customer retention or employee
commitment?
TNS insight Measuring, managing 
and monitoring your stakeholder
relationships - levels and drivers 
of customer retention, as well as
strengths and weaknesses, compared
with your competitors.
Want to know more?
More information about 
our business, including
contact details, can be
found by visiting our
website 
www.tns-global.com Pedro Ros, Head of
Southern Europe, 
Latin America, Middle
East & Africa (left) 
with Jamie Hall, 
Head of Asia Pacific  the sixth sense of business 9
Since the acquisition of the Sofres group in 1997,
TNS has delivered ongoing profitable growth
through the successful implementation of its
strategy.  This strategy was devised to respond
to the drivers that have led the development of
the market information industry and it
continues to be relevant in today’s business
environment. The group has taken a number of
important steps to maintain the momentum.  
In 2003, we took the most decisive step yet, by
combining our custom business with that of one
of our most respected competitors. This has
created what we believe to be an unrivalled force
in our industry. We combine the world’s largest
custom research business with major syndicated
businesses: Worldpanel, TV and Radio
Audience Measurement and Media Intelligence.  
Network reinforced
Following the integration, our global network,
which spans 70 countries, is stronger than ever.
As well as extending to a number of new
countries, we have significantly reinforced our
presence in others. 
This applies, in particular, to the US and
Germany, two of the world’s largest markets,
where the group was previously under-
represented. 
We have also added depth to our sector
coverage. This gives us greatly improved access
to the world’s largest spenders on market
information. These key account clients seek
partners who can provide solutions to their
main marketing issues. The new TNS team has
the range of skills and industry knowledge to do
this. They are supported by a portfolio of
Business Solutions that has been considerably
strengthened by the merger.
Panel capabilities extended
We have brought into the group one of the
largest access panel operations in the US. This
not only transforms our custom business in
North America, it also brings to us another skill
set that we can leverage around the group. We
believe that the collection of information using
panels is the way forward for our industry and
TNS is now an expert and innovator in running
consumer, purchase, TV and access panels.  
Finally, we have the scale that allows us to
exploit web-based data collection, processing
and delivery in the most effective way to meet
future client needs.
This review section explores these themes in
more detail.
How did the merger with
NFO transform TNS?
Recent market developments favour the major
players and TNS is now uniquely positioned as
an industry leader
TNS is expanding its
data collection and
processing units in
India, where it is
probably the largest
custom business In building our network, our aim has been to
have a presence wherever our clients need our
services. We win additional business by
servicing local clients in those areas too. 
The fast-growing Asia Pacific market is an
excellent example. Worldpanel now provides
regional data through consumer panels in eight
countries. This includes China, where we are
also the leader in TV audience measurement 
and media intelligence.
Expertise extended into developing markets
The integration brought together two of Asia
Pacific’s main custom networks, which now
operate as one entity under the TNS brand. This
business can build on the contacts, skills and
products available in the group. A development
of great benefit in Asia Pacific is the group’s
increased emphasis on working with global key
account clients. Most major multinationals have
regional headquarters in Asia and TNS ensures
that it locates the right people close by. The
important buying decisions, however, are often
made elsewhere. By strengthening its presence
in the US and Europe and, especially, in
consumer, TNS now has more opportunity to
influence those buying decisions. Our operations
in Asia Pacific are already seeing the benefit.  
Best practice in key accounts
For some time, key account management has
been a growing focus for TNS, particularly in the
global sectors such as Worldpanel and
Healthcare. 
Now the group is putting additional resource
into this important area of its custom business.
We believe that we can achieve faster growth
with these clients than for the group as a whole
and our experience with clients such as Master
Foods and McDonald’s proves this is possible. 
The key account focus has been strengthened
following the integration, both in terms of client
size and account management expertise. Procter
& Gamble, one of the world’s major
multinationals, is benefiting from global
supplier partners, who can deliver business
solutions and insight. This company is now a
major account for TNS and one that the group
will service through specialised regional teams,
headed up by a dedicated account director. 
Partnerships created
As clients market their brands on an
international basis, they require marketing
information that is comparable across regions.
Historically, they may have been working with
hundreds of suppliers. Now, however, they seek
global partners, such as TNS, to provide them
not only with consistency of data but also a real
insight into how to address their key marketing
issues: market segmentation, product
development and brand performance,
advertising and communications evaluation,
stakeholder management. Following the
integration, TNS has advanced expertise in all
these areas, supported by probably the best
range of Business Solutions in the industry. 
Why has TNS extended its
network into Asia, Latin
America and Eastern Europe?
Many of our major clients are looking to 
the world’s developing markets to fuel their 
future growth
Left to right, 
Mercy Abad, 
Trevor Richards and 
Helen Passingham-Hughes
– managers in the Asia
Pacific region
10 the sixth sense of business TNS Business Solutions, 
a strong growth driver 
in emerging markets, 
span the lifecycle of a
product – from early
idea/market testing to
brand positioning and
market tracking  New to the group is the
prestigious Conference
Board survey of
consumer confidence in
the US, which NFO has
conducted for 38 years To achieve that depth of expertise, we organise
our business into eight specialist sectors.
Within our custom business, these are IT,
Telecoms, Healthcare, Automotive and, most
recently, Polling & Social.  
Polling & Social sector created
We believe that TNS is the world’s largest
polling organisation. Until recently it has
operated mostly at local level but now major
issues, such as globalisation, environment and
corporate ethics, transcend national barriers.
We have, therefore, put in place a structure that
will allow the group increasingly to win the
associated, high profile contracts. Projects such
as our annual Government Online Study that
spans 31 countries in North America, Europe
and Asia Pacific; or the study we have
conducted for the past four years, in 11 countries
in Central and Eastern Europe, into attitudes
towards the EU.  
A recent win is a Europe-wide study on working
time and work-life balance. Already working
with TNS Infratest in Germany, the client was
very impressed by the enlarged group’s
European network, in terms both of coverage
and experience.  
Merger benefits realised
Another sector to have seen early benefits from
the merger is Telecoms. Over the past few years,
TNS has developed a significant level of
expertise in this industry – a growing user of 
market information despite its difficult
operating environment. The merger greatly
strengthened the group’s position in Sweden
and this enabled the integrated team to win a
Nordic brand tracking contract from Telia Sonera,
one of the region’s major Telecoms companies.
In Hong Kong, the TNS business to business
Telecoms expertise was combined with TRI*M,
the powerful customer satisfaction Business
Solution from NFO, to win a global contract
from REACH, Asia’s largest international carrier
of combined voice and data services.  
Managing change
Teams working together effectively, people’s
expertise and motivation – these have always
been fundamental to TNS’ success. The 
group has recently been through a period of
significant change and strong leadership is vital
to ensure that our people remain committed. 
In response to this challenge, we have
developed Leading Change; a programme
designed to support and develop senior
management in their awareness of change
leadership needs and priorities for the new 
TNS. Piloted by board members and top
management, this programme will be rolled out
to over 200 senior managers in the group. 
This is just one example of the company’s
innovative and flexible approach to training,
which supports the creation of a common set of
values and behaviour across the enlarged group.   
How do clients benefit from
the TNS sector structure? 
To provide clients with the added-value services
they seek, we must have detailed knowledge and
understanding of their industry
Members of polling
sector team, left to
right, Marita Carballo
(Global Sector Head),
Carine Marcé,
Richard Hilmer, 
Kirsty Henthorne, 
Luc Schulpen
the sixth sense of business 13 Why does TNS invest in 
new technologies? 
Our industry is changing. Technology, people’s
behaviour and legislation are all affecting the
way we collect and deliver data and analysis
Online access panels 
give faster response 
rates, better accessibility
to specialised sections 
of the population and 
are more effective in
handling complex or
sensitive subjects   the sixth sense of business 15
Members of TNS
NFO access panel
team, left to right,
Steve Segur, 
Efrain Ribeiro, 
Erin Newton, 
Ryan Peterson,
Stephanie Burger,
Deb Santus, 
Don Collier, 
Jon Harding
(President, TNS NFO),
Cassie Punches,
Todd Collier
The use of access panels – a pool of pre-recruited
respondents – was pioneered in the US and is
now growing around the world. Panels give
speedy and cost-efficient access to targeted
segments of the population, response rates are
better and respondents can be re-contacted for
follow up studies.  
Benefiting from the US access panel
With the integration, TNS has brought into 
the group probably the highest quality access
panel in the US – 500,000 households and
almost 3 million people online provide over 
18.5 million interviews each year. The panel is
constantly refreshed and extended to represent
changing demographics. Currently nine out of
the top ten US clients are in the consumer sector
but, as more TNS business migrates to the
panel, we intend to widen this client base.
Creating a technology company
Over the past few years, internet data collection
has moved to the fore in the US and the TNS
NFO panel has been a leader in this change. 
In 1999, 10 per cent of its turnover came from
online work – by 2003 that figure had risen to
almost 70 per cent. Clients value the speed with
which information can be collected – if they call
at noon and want data the next day, the
interactive panel can deliver. It is cheaper for the
client but delivers higher margins for TNS.
Traditionally access panels have been mainly
used in the US but this is changing, as evidenced
by developments at TNS.  In the Netherlands,
TNS Nipo has transformed itself into an online
access panel company, with improved margins,
and is winning business from competitors who
use more traditional data collection methods. 
In Asia Pacific, the group has built a rapidly
growingonline panel in Australia and New
Zealand and plans to roll out the model across
the region.  As access panels become the
preferred method of data collection, TNS has
the skills, resources and geographic reach to 
lead the way.
Efficient data delivery
Using the internet for data delivery is another
success story for TNS. Our web portal delivery
system, TNSInfo, supplies information, alerts
and analysis to over 5,000 registered users in 
61 countries. TNSInfo is now available to a
wider client base and has been an important
component in a number of client wins. An
average of 390 people visit TNSInfo daily.  
If they chose to call us instead and spent just 
five minutes talking to their account executive,
TNS people would need an additional 8,500
hours each year to service them. TNS Worldpanel in France
is extending its consumer
panel from 8,000 to 
12,000 households, 
giving clients increased
insight into consumer
purchasing habits  The development of these sectors, where TNS is
a world leader, is an important ongoing element
in the group’s strategy for profitable growth.
Taking panels round the world
The ability to provide global panel data and
analysis is becoming increasingly important to
our clients and, with panels in 28 countries
across Europe, Asia and Latin America, TNS
Worldpanel is well positioned to meet this
demand.  
The group has consistently extended this
steadily growing market by introducing new
panels and new forms of analysis, as clients seek
consumer insights and solutions. Here again, the
group benefits from its global presence, as a
project successfully piloted in one market can be
taken across the network.  It positions us to
meet clients’ needs for global partnerships and
Unilever has named TNS as its preferred global
consumer panel supplier. Worldpanel uses its
experience in key account management to
develop new opportunities – such as winning
the UK contract to market data from the
Sainsbury loyalty card. 
Responding to industry change
The TV and radio industries have undergone
huge change over the past few years, with
proliferation of channels and new technologies.
What has not changed is the need for audience
measurement to be conducted openly and
independently, to the highest quality standards.
TNS continues to invest in new products and
services that support these requirements, while
responding to industry changes. We have
recently formalised our agreement with
Arbitron, which gives us exclusive use of their
audio encoded technology and the Portable
People Meter for TV and radio audience
measurement in 28 countries in Europe and
Asia. In TV too, the group is winning new
contracts that extend the market.
Growing Media Intelligence
Our Media Intelligence sector is responding to
similar challenges. It has increased the range of
media covered and, in the US, we are extending
our ability to cover the growing Hispanic
market. This initiative is one of a series of
investments aimed at reinforcing the group’s
leadership position in the US. Other
developments include a move to full motion
colour capture for all TV spots and a greater use
of web delivery. The group has also extended its
services in the US to provide political analysis.
As brand life cycles shorten and clients demand
more insight, we continually invest in
developing high-quality analytical products. At
the same time, the group is developing its global
services, such as TNS Sport and cinema tracking.   
Will TNS maintain its 
focus on continuous,
syndicated services? 
TNS has a strong heritage in the provision of
these services with Worldpanel, TV and Radio
Audience Measurement and Media Intelligence
TNS Worldpanel
France, left to right
from back row,
Maud Leonard,
Marc Thibault,
Cécile Furelaud,
Aude Ranchon,
Adeline Braud,
Georges Haffar,
Florent Antoine,
Frédéric Lanfray,
Judith Passingham
(Managing Director
– Worldpanel),
Pascal Avignon,
Frédéric Noir,
Charlotte 
de La Rivière, 
Sylvie Gueras,
Laetitia Follin,
Mélanie Lanez, 
Slim Classe
the sixth sense of business 17 Over the past 15 years we have seen an
impressive record of growth in the market
information industry.  It is estimated that this
year, 2004, the worldwide value of turnover will
be around $17.5 billion. Back in 1990 the
equivalent figure was about $6 billion. Even in
the more troubled economic times of 2001–2003
the market continued to grow, unlike
advertising and other forms of marketing
services. This growth has resulted from major
structural shifts, which are now well
documented – the globalisation of the world
economy, the impact of deregulation and so on.
As we examine likely future developments in the
market, they suggest that we will see further
growth. These developments are occurring on
both the demand and supply sides of the industry.
First, we will continue to see a natural increase
in demand in the rapidly growing economies of
emerging markets – in large countries such as
China, Russia and India. If we look at the
developed markets of Western Europe and
North America, we find that the main early
users of market research were in the consumer
packaged goods and media industries. The same
has been true in the emerging markets but we
can already see that demand is rising quickly in
other industries – in automotive, telecoms, IT
and healthcare. 
This reflects the pattern of consumer behaviour.
In 2003, Volkswagen reported that they sold
more cars in China than in Germany. By the end
of 2003, there were estimated to be over 250
million mobile phone subscribers in China.
As the use of research in these sectors becomes
more mature, we are also seeing a shift towards
the use of syndicated and continuous research –
just as we have seen in Western Europe and
North America. 
At the same time research is moving away from
being a purely descriptive service; describing
what happened in the past – yesterday, last
week, last year.  Now it is increasingly being
used to predict what is going to happen – how
consumers will respond to the launch of a new
product, to the impact of a new advertising
campaign, to a particular form of promotion.
This changing demand places two particular
requirements on market information
companies: 
• to understand in depth the nature of 
the client’s market;
• to develop and maintain sophisticated
analysis and modelling techniques.
What developments are
shaping the market? 
Mike Kirkham gives his view of the drivers for
growth and the future direction of the industry 
18 the sixth sense of business The market is now being driven by these
features. Companies are specialising in
knowledge and understanding of specific
industries, such as pharmaceuticals and
telecoms. Alongside, they are developing
proprietary techniques with expertise in
specialist areas such as advertising evaluation,
market segmentation or customer satisfaction.
This, in turn, is helping to drive the market,
through the development of closer relationships
with major clients. These customers are now
outsourcing much of the analysis and
interpretation of information that was
previously done in-house.
On the supply side we are experiencing dramatic
changes. In common with other businesses, the
market information industry is now outsourcing
a number of functions to India; these include
data processing, information technology and
software development. This is driven by
considerations of both price and quality.
With changes to legislation and people
becoming less willing to respond to unsolicited
telephone calls, we believe that panels will
become an increasingly widely used form of data
collection. Linked to this is the effect of the
internet. Last year, 2003, saw a 50 per cent
increase in interactive work conducted by our
access panel business in the US. The impact of
this development is profound – it is quicker, it is
cheaper and there are no geographical barriers.
This is stimulating new types of demand – for
very quick, tactical research, for work that
previously may have been uneconomic, for large
multi-country studies. As yet the effect outside
the US has been limited. But as the use of the
internet develops in Europe and elsewhere, we
expect to see it driving demand in similar ways.
In the past two years our industry has shown its
resilience; with a general improvement in the
global economy the future prospects are
encouraging.  20 TNS annual report and accounts 2003
While we have been working hard to achieve the considerable cost synergies presented
by this merger, this move was made primarily for the growth opportunities it would
bring to the group. As you will read elsewhere in this report, we are already starting to
realise these opportunities.
2003 results
The results of NFO Worldgroup, Inc. (NFO) were consolidated from 10 July 2003, the
date the acquisition was completed.
Turnover
During 2003, the enlarged group’s reported turnover including joint ventures increased
by 30.1 per cent to £805.2 million (2002 £618.9 million). Acquisitions contributed
growth of 26.6 per cent, substantially all of which came from NFO (£162 million).
Turnover excluding joint ventures was £789.5 million (2002 £603.2 million).  
With a strengthened performance in the second half, underlying growth in the original
TNS business for the full year, excluding the effect of currency translation, acquisitions
and discontinued operations, was 1.7 per cent. Currency had a positive impact of 
1.8 per cent, which was partially offset by the negative impact of 1.0 per cent from
discontinued operations. 
Operating profit and margin 
For the enlarged group, operating profit including joint ventures and operating
synergies, before goodwill charges and integration costs, grew by 35.1 per cent to 
£80.8 million (2002 £59.8 million). Operating margin was 10.0 per cent compared 
with 9.7 per cent in 2002. 
In 2003, operating synergies arising from the integration of NFO were approximately
£2 million. Integration costs charged in 2003 to achieve these and additional ongoing
synergies were £9.0 million. Goodwill charges of £23.9 million (2002 £20.2 million)
comprise amortisation of £17.4 million (2002 £13.9 million) and impairments of 
£6.5 million (2002 £6.3 million). 
Group operating profit before joint ventures, after goodwill charges and integration
costs increased by 19.3 per cent to £45.7 million (2002 £38.3 million). 
Profit before tax
Profit before tax including operating synergies, before goodwill charges and integration
costs grew by 33.8 percent to £65.3 million (2002 £48.8 million). Profit before tax
increased by 13.3 per cent to £32.4 million (2002 £28.6 million).
Earnings and dividend per share
Based on a weighted average of 413.1 million shares, adjusted earnings per share before
goodwill charges and integration costs were 10.5p, an increase of 22.1 per cent 
(2002 8.6p). Basic earnings per share decreased by 6.1 per cent to 3.1p (2002 3.3p). 
The board is recommending a final dividend of 2.05p (2002 1.7p), giving a 15.4 per cent
increase in total dividend for the year of 3.0p (2002 2.6p). 
Chairman’s statement
2003 was a landmark year in the development of TNS, when we
significantly strengthened the group’s competitive positioning 
by combining our custom operations with those of NFO, the
business we acquired in July. 
* including joint ventures, before goodwill
charges and integration costs
1998 1999 2000 2001 2002 2003
4.4
5.9
7.0
Earnings per share*
pence 
8.6
8.0
10.5
1.4
1.8
2.1
Dividend per share
pence
2.4
2.6
3.0
1998 1999 2000 2001 2002 2003 the sixth sense of business 21
Strengthening the board
As part of the integration of NFO into the TNS group we restructured our senior
management, to ensure that we bring an appropriate level of management focus to our
expanded activities. At board level, we created the new position of Chief Operating
Officer. David Lowden, who has made a significant contribution to the successful
development of the group since he joined us as Finance Director in 1999, took on that
role in October 2003. He has direct responsibility for the group’s regional operations
and the regional heads in our new structure report to him. Our global sectors and
central support functions report directly to Chief Executive Mike Kirkham, who will
now devote more time to the strategic development of the enlarged group.
In July 2003, following completion of the acquisition, Bill Lipner, Chairman and CEO of
NFO, joined the board as Vice Chairman. He has played a valuable role in helping to
merge the two operations, particularly in the US. 
In November 2003, Sharon Studer was appointed to the board as a non-executive
director. Following the extension of our activities in the US, her experience in US
industry and public affairs is particularly relevant, as is her specialisation in the use of
technology, which is an important factor in the market information industry.
The board was further strengthened in January of this year, when Andy Boland joined
TNS as Finance Director. He brings to the group extensive and highly relevant
experience in the financial and treasury management of international media companies.
The contribution of our people
TNS is a fast-growing, dynamic company, which remains a people business. Thanks to
their skill and dedication, we have achieved much over the past few years in an
environment that offers many rewards and challenges. A lot of people worked very hard
to enable us to integrate TNS and NFO successfully and, at the same time, maintain the
momentum of our business.  The board is extremely appreciative of the efforts of
everyone within the group. 
Our task now is to ensure that our people are given every chance to build from the
platform for growth that 2003 has given us and to benefit from the very real
opportunities that are offered by being part of one of the world’s leading market
information companies.
Tony Cowling Chairman
TNS is a fast-growing,
dynamic company, which
remains a people business  22 TNS annual report and accounts 2003
Progress of integration
The merger of NFO with the TNS business is progressing well and to plan. With the
integration in Asia and the US largely completed in 2003, we are now bringing together
the two businesses in Europe, under the TNS brand. The integration is due to be
completed in 2004 and our focus is increasingly on realising the revenue opportunities
presented by the merger.
Cost synergies
As indicated in the group’s pre-close trading update issued in January, operating cost
synergies of approximately £2 million were achieved in 2003. We continue to believe
that operating cost synergies in 2004 should amount to at least £15 million, rising to
£20 million in 2005 on an annualised basis. Integration costs incurred in 2003
amounted to £9.0 million and we anticipate incurring further costs of approximately 
£5 million in the current year. The operating cost synergies are being achieved in a
number of areas, as discussed below.
Data collection  As part of our integration planning, we reviewed the data collection
capacity of the enlarged group and identified a number of opportunities. In several
countries in Europe, North America and Asia we have either closed call centres or are 
in the process of closing them. In some cases, the work has been moved to more 
cost-efficient facilities. We have also taken advantage of the increased levels of 
consumer research performed by the enlarged group to make more effective use of 
our call centre assets.
The reduction in call centres is also a reflection of the general industry trend towards
increased levels of interactive data collection. Industry experts believe that US online
spending in 2003 increased by 24 per cent over the previous year, with Europe up 15 per
cent from a lower base. We expect this trend to continue. In 2003, almost 70 per cent of
our US access panel’s turnover came from online data collection, up from 44 per cent in
2002 and just 10 per cent in 1999. Within the enlarged group we are successfully
migrating previously outsourced online projects on to our own access panel. 
Online research allows us to provide data and analysis more quickly and cost-effectively.
While this may impact individual contract values, it is leading to an increase in the
number of projects being commissioned by clients and typically delivers higher margins
than conventional customised projects.
Data processing  We are moving rapidly in the development of our data processing and
IT support facility in Hyderabad and will have more than doubled capacity by the middle
of this year. Initially, this unit will handle work primarily for our businesses in the UK
and US. We believe that there is considerable potential to migrate additional work to this
facility from elsewhere in the group. While we will make significant cost savings, we are
also of the view that we can achieve higher quality standards by pooling these activities. 
Combining offices and reducing corporate costs  As we have brought entities
together in Asia and North America, we have released office space. This process will
continue in Europe during 2004. The timing of these synergies varies case by case,
depending on the length of leases and other related issues. As part of the integration,
we are combining back office functions, such as finance, human resources and IT. 
In North America, we are moving to a shared services system and we are reviewing
Chief Executive’s statement
During 2003, TNS took a major step forward in achieving its
strategic goals, with the acquisition of NFO, one of the world’s
leading market information companies.  the sixth sense of business 23
similar opportunities for Northern and Southern Europe. The activities previously
undertaken by the NFO corporate offices in the US and Europe have been absorbed into
our existing corporate structure. We anticipate that the workforce for the combined
group will have declined by around 4 per cent at the end of 2004. In Europe, changes
are being made in consultation with Works Councils.
Revenue synergies
While the group has worked hard to achieve significant cost synergies, the main reason
for bringing NFO into the TNS group was to create a platform from which we can grow.
We believe the enlarged group has the geographic scale, together with the range and
depth of expertise, to take full advantage of the current developments in the market
information industry. These include the growing need for consistent information on a
global scale and the move by our clients to rationalise supplier relationships. Further-
more, the group is of a size that it can invest in the appropriate technological and
operational initiatives, such as extending the use of internet panels for data collection. 
The integration has significantly strengthened the expertise and skills available within
the group. Having brought together the best elements of the two companies’ Business
Solutions, we now have what we believe to be the strongest portfolio in our industry.
This provides support to our extensive expertise in the key marketing issues: market
segmentation, product development and brand performance, advertising and
communications evaluation, and stakeholder management. The combination of this
stronger portfolio with TNS sector expertise, as well as our increased geographic
coverage, has already resulted in a number of good contract wins.
Clients are increasingly looking to partner with a small number of suppliers to meet
their market information needs. In recognition of this trend, TNS is putting added
resource into its key account development, with these clients expected to show higher
revenue growth. 
Outlook for the enlarged group
The US market is showing signs of recovery, there are expectations of a modest upturn
in Europe and the positive environment in Asia Pacific is ongoing. The worldwide market
for market information is therefore expected to continue its gradual improvement
during 2004 and industry commentators anticipate it will grow by around 3-4 per cent.
We estimate that revenue for the enlarged group in 2003, on a pro forma basis, including
a full year of NFO under TNS accounting policies, would have been £954 million. With
respect to our performance in 2004, TNS expects to see continued growth coming out
of the US and Asia Pacific and gradual improvement in Europe. The group overall is
expected to achieve growth broadly in line with the market. The group’s confidence in
an improved performance in 2004 is supported by the order book, which is ahead of the
same time in 2003, as well as by the pick-up in activity seen towards the end of 2003.
Further improvement in margin performance is anticipated in 2004, as we benefit from
operating synergies relating to the integration of NFO and continue to improve margins
across our services. We remain committed to investing in the future of our business,
particularly in the development of our access panel operations. Bringing these factors
together, the group expects to show an improvement in operating margin, before
integration costs and goodwill, of between 50 – 100 basis points in 2004.
Looking beyond 2004, as we experience the full benefits of both cost and revenue
synergies, as well as the developments in which we are investing, we believe that TNS
will achieve turnover growth ahead of the market.
Mike Kirkham Chief Executive
The integration has
significantly strengthened
the expertise and skills
available within the group 24 TNS annual report and accounts 2003
OPERATING REVIEW
Commentary is given on results before goodwill charges, as
this is the primary basis on which the business is managed.
Commentary is also given on statutory numbers. 
Acquisition of NFO
On 10 July 2003, TNS completed the acquisition of NFO from
The Interpublic Group of Companies, Inc. (IPG) for an initial
consideration of $425 million, which comprised $400 million
cash and $25 million satisfied by the issue of 11.7 million
shares. A further $10 million is payable in cash to IPG on 
the first anniversary of the date of completion, if TNS’ share
price is above 146 pence at that time. On 13 May 2003, the
group signed new banking facilities of £490 million in
anticipation of the acquisition of NFO, and on 14 May
completed a £51 million share placing. The results of NFO
were consolidated from 10 July 2003.
Given the extent of integration that had occurred by the end
of 2003, it has become increasingly difficult to isolate the
results for the original TNS and NFO businesses, particularly
with respect to costs. Consequently, it is not possible to give
operating profit numbers for the original businesses. While
separate commentary on turnover for each of the TNS and
NFO businesses has been provided, this is based on
management information and represents management’s 
best estimates of the breakdown of revenue between 
the businesses.
Turnover
Regional commentary for original TNS business
UK
The UK delivered underlying revenue growth of 1.3 per cent
for the full year, as the group continued to consolidate its
position as the leading provider of consumer panel data in the
UK, increasing business with existing clients and successfully
launching new products. Consumer customised and Telecoms
activities also performed well, benefiting from the group’s
focus on major accounts. 
Overall performance in the UK, however, was held back by
pressure on international healthcare activities, caused by a
significant reduction in new product launches, and on Media
Intelligence activities. The generally weak business
environment impacted Business Services. During the year the
group discontinued its direct sales marketing and promotions
related activities in the UK.  
Finance Director’s review
Regional turnover performance
Year to 31 December Change
2003 2002 Reported Underlying
£m £m % % 
UK 121.5 125.4 (3.1) 1.3
France 121.5 109.3 11.2 1.9
Rest of Europe 196.3 178.9 9.7 (1.0)
Total Europe 439.3 413.6 6.2 0.4
Americas 146.6 150.4 (2.5) 3.0
Asia Pacific 57.0 54.9 3.8 8.4
Original TNS total 642.9 618.9 3.9 1.7
NFO contribution 
from 10 July 162.3 –
Group total 805.2 618.9
Sector turnover performance
Year to 31 December Change
2003 2002 Reported Underlying
£m £m % %
Consumer 209.2 187.8 11.4 6.7
Media 162.9 160.9 1.2 0.6
Business Services 84.7 92.1 (8.0) (7.1)
IT/Telecoms 74.2 69.8 6.3 7.2
Healthcare 47.1 47.3 (0.4) (1.0)
Other activities 64.8 61.0 6.2 (2.1)
Original TNS total 642.9 618.9 3.9 1.7
NFO contribution 
from 10 July 162.3 –
Group total 805.2 618.9
Note: While separate commentary on turnover for each of the TNS and NFO
businesses has been provided, this is based on management information and
represents management’s best estimates of the breakdown of turnover between
the businesses. the sixth sense of business 25
France
With a stronger performance in the second half, France
achieved underlying growth of 1.9 per cent for the full year.
Benefiting from new client wins, Consumer Panels continued
to grow and the group is expanding the size of its household
panel during 2004, from 8,000 to 12,000 households. 
Underlying growth in Healthcare resulted from a large
biennial study and in IT from a focus on key clients. Media
Intelligence remained under pressure in difficult markets and,
without election activity on the scale seen in 2002, Polling
showed an underlying decline year on year.  
Rest of Europe
Turnover in the Rest of Europe declined on an underlying
basis by 1.0 per cent, although good growth was achieved in
Spain and Russia. Weak economic conditions continued to
impact custom activities in Northern Europe and Germany. 
Americas
The Americas region as a whole grew by 3.0 per cent on an
underlying basis. The group’s custom business in the US
achieved underlying growth of around 5 per cent, again
outperforming the market, which is thought to have remained
flat in 2003. 
Consumer customised and IT/Telecoms were the strongest
areas, both delivering double-digit growth. Increased activity
in these sectors was driven by the strong combination of the
group’s key account focus and leading range of Business
Solutions, which are an important differentiating factor in
winning major contracts. 
Cinema trailer tracking activities performed well during the
year, with good growth in the core business as well as from
new services. However, soft advertising markets in the US
during the year adversely affected other Media Intelligence
activities.
Asia Pacific
Although the integration process impacted performance in
Asia Pacific to some degree during the second half, the region
ended the year strongly and delivered underlying growth of
8.4 per cent for the full year, benefiting in particular from the
group’s strong position in China.
Sector commentary for original TNS business
Consumer
Consumer turnover rose by 6.7 per cent on an underlying
basis, as demand for insights into consumer behaviour
continues to increase. Panels delivered good growth in the UK
and France, benefiting from an expanded range of products,
new client wins and increased volumes with key accounts.
Superpanel won contracts with two new clients in food
retailing, further strengthening its position in the UK market.
The group’s pan-regional sales approach and focus on key
clients drove strong growth in Asia Pacific. Panel activities in
Latin America were strengthened by the acquisition of Data
Advanced Research in August, which added six countries to
the regional panel. The scope of TNS’ panel coverage and the
ability to provide clients with information and analysis on an
internationally consistent basis, resulted in Unilever
appointing the group as its preferred supplier of consumer
panel data globally.
Underlying growth in consumer customised activities was
also strong during 2003, particularly in the US. Performance
improved in Europe, especially in the UK following three
large new contract wins with major international clients and
in Spain, driven by increased activity with key accounts.
Media
Media Intelligence activities showed slight underlying growth
for the year. Softness in advertising spend put pressure on
advertising expenditure measurement and editorial
monitoring activities were impacted by the media’s focus on
dominant news stories. However, the sector started to show
improvement towards the end of 2003 and is expected to gain
momentum during 2004, particularly in the second half, in
response to activity around the US Presidential Election and
the Olympic Games. 
The group has invested in a number of new services in the US,
which should drive growth as advertising markets start to
recover. Investment has primarily focused on enhancement of
data collection and delivery capabilities, as well as
diversification into new areas; for example, services for the
Hispanic market, an area where there is fast-growing interest
from advertisers. 
The TV and Radio Audience Measurement sector achieved a
number of successes during the year, with contract extensions
in Norway, Denmark and Israel. The group extended TV
measurement to new cities in China and during 2004 plans
further expansion of the national panel. The first commercial
application of Portable People Meter technology was launched
in Belgium under licence from Arbitron. TNS has exclusive
use of this technology for TV and radio measurement in 28
countries. Sales of InfoSysTV™, the value added audience
analysis system for TV and radio, continued to grow during
the year, boosted by a contract with the BBC. 
Business Services
Business Services were under pressure during the year
impacted by difficult market conditions, particularly in
Northern Europe and in the US. France, however, delivered 
a solid underlying improvement, benefiting from large
transport and energy contracts. For the full year the sector
showed an underlying decline of 7.1 per cent.  26 TNS annual report and accounts 2003
IT/Telecoms
IT/Telecoms achieved underlying growth of 7.2 per cent 
in 2003. 
Key account management, expertise in online research, the
strength of the group’s global network and Business Solutions
all helped to deliver good growth in IT during the year,
particularly in the US. TNS’ ability to provide insights about
branding and customer satisfaction is also helping to win new
business, as branding is becoming increasingly important for
IT clients. The group is making good progress in other
regions, in particular Asia Pacific. 
Telecoms enjoyed a year of strong growth in 2003. The
group’s focus on building relationships with larger accounts
helped to drive increased volumes in the US, UK and the
Netherlands. TNS was also successful in securing a number of
major new clients during the year. Growth in Asia Pacific was
boosted by the launch of new syndicated services: a 3G
monitor and the Asia Pacific Telecoms index.
Healthcare
After a weak start to the year, the Healthcare sector
performed more strongly in the second half, showing an
underlying decline of 1.0 per cent for the full year. The main
factor impacting performance was the slowdown in
international new product development work, caused by a
reduction in drug approvals by the FDA. However, the group
made good progress in developing its services in local
markets. In the UK, the domestic business continued to grow
as a result of the focus on syndicated tracking services, such as
Transact, which won a number of new clients. Sales of
healthcare monitors in Spain also increased steadily.
Healthcare activities in the US domestic market delivered a
solid second half performance.  
Other activities
Boosted by the renewal of a major customer satisfaction
tracking study in France and a new client win in Germany in
the second half, Automotive achieved a modest underlying
improvement for the full year. In February 2004, the
Automotive sector was strengthened by the acquisition of a
majority interest in the leading provider of automotive
research in Spain, Area Investigación SA. 
Despite a strong performance in Asia Pacific, the Polling
sector showed a small underlying decline year on year, against
the strong 2002 comparative, which reflected significant
election related activity in a number of countries. 
Commentary on NFO
Many of the market related factors that impacted the custom
activities of the original TNS business during the year,
discussed in the regional and sector commentary above,
similarly affected NFO’s business during 2003. 
NFO’s post-acquisition contribution to revenue was 
£162 million on a completion accounting basis, in line 
with TNS accounting policies. 
The US access panel business achieved good growth during
the year, driven by its focus on key client relationships, as well
as further expansion of online research. In difficult market
conditions, the US healthcare business was under pressure,
having been significantly weakened in the first half, during
the prolonged disposal process, by the loss of a number of key
sales personnel who were not replaced. The business has been
integrated with TNS’ healthcare activities, which are being
restructured under the leadership of a new global head of
Healthcare.
NFO’s performance in Europe was flat, impacted by weakness
in certain markets. The integration process affected Asia
Pacific but, with the integration almost complete by the end of
the year, the enlarged group began to realise the value creating
opportunities of the merger.
Sector outlook for enlarged group
The group anticipates that its Consumer activities, incorporating
consumer panels, the US access panel and customised research,
will show further growth during 2004. The outlook for Media
Intelligence is more positive than in 2003, with a stronger order
book going into 2004 and expectations of a pick-up in activity as
the year progresses. TV and Radio Audience Measurement
should continue its steady growth. 
The timing of recovery in Business Services is difficult to
predict, given the range of services included in this sector.
IT/Telecoms is expected to achieve another year of good
progress, although not at the level seen in 2003, given the
strong comparative. With a new structure in place, Healthcare
should start to improve during the year. 
FINANCIAL REVIEW
Operating profit and margin
For the enlarged group, operating profit including joint
ventures and operating synergies, before goodwill charges and
integration costs grew by 35.1 per cent to £80.8 million 
(2002 £59.8 million). Operating margin was 10.0 per cent
compared with 9.7 per cent in 2002. 
In 2003, operating synergies arising from the integration of
NFO were approximately £2 million. Integration costs
charged in 2003 to achieve these and additional ongoing
synergies were £9.0 million. Goodwill charges of 
£23.9 million (2002 £20.2 million) comprise amortisation 
of £17.4 million (2002 £13.9 million) and impairments of 
£6.5 million (2002 £6.3 million). 
Group operating profit before joint ventures, after goodwill
charges and integration costs increased by 19.3 per cent to
£45.7 million (2002 £38.3 million). the sixth sense of business 27
Associates
Income from associates rose to £0.6 million (2002 £0.2 million),
due to the inclusion of associates acquired with NFO.
Net debt, interest and cash flow
On 13 May 2003, TNS signed new banking facilities of 
£490 million in anticipation of the acquisition of NFO. Since
the acquisition, the group has steadily reduced debt, as it has
benefited from strong cash flows and improved working
capital management, as well as favourable currency
movements. Net debt as at 31 December 2003 was 
£367.7 million (2002 £204.8 million).  
The net interest charge was £16.1 million (2002 £11.2 million).
Net interest includes a finance charge representing the
amortisation of bank facility arrangement fees of 
£0.9 million, as well as an additional £0.7 million charge for
the write-off of arrangement fees for the previous facility. 
It also includes notional interest relating to deferred
consideration on acquisitions of £0.1 million (2002 
£0.4 million). Notional interest is not a cash item, but is
recognised in accordance with FRS 7. The blended interest 
rate at the end of the year was approximately 4.5 per cent 
and interest cover against EBITDA was 6.5x (2002 7.6x). 
Net cash inflow from operating activities was £104.9 million
(2002 £67.0 million). Net cash outflow from acquisitions and
disposals was £268.8 million (2002 £19.4 million), which
largely related to the consideration of $425 million 
(£261 million) for NFO, of which $400 million (£245 million)
was paid in cash on completion. TNS received £50.9 million
of cash, net of expenses, in respect of the placing of 
39.1 million shares on 14 May 2003. 
Effective tax rate
The group’s effective tax rate before goodwill charges was 
32.0 per cent (2002 31.5 per cent), reflecting the increase in
profits generated from countries with higher tax rates,
following the acquisition of NFO. 
Minority interests
Minority interests increased to £1.5 million 
(2002 £0.7 million), due to improved profitability in 
Russia and the inclusion of minorities acquired with NFO.
Capital expenditure
Total capital expenditure for 2003 amounted to £22.7 million
(2002 £16.2 million). The main category of asset expenditure
was IT.
Goodwill
Goodwill additions in the year amounted to £242.9 million, 
of which £241.8 million arose on the acquisition of NFO.
Pensions
Pension provisions provided in the balance sheet amount to
£7.8 million (2002 £2.2 million ).
International Financial Reporting Standards (IFRS)
The Council of the European Union announced in June 2002
that listed companies would adopt IFRS, formerly known as
International Accounting Standards, from 1 January 2005. 
The adoption of IFRS will be first reflected in the group’s
interim report for the six months ending 30 June 2005. 
The group is in the process of planning for these changes.
Andy Boland Finance Director 28 TNS annual report and accounts 2003
Notes 2003 2002 restated
£m £m 
Turnover – continuing activities* 805.2 618.9
Less share of joint ventures (15.7) (15.7)
Turnover excluding joint ventures 2 789.5 603.2
Cost of sales (275.6) (212.3)
Gross proﬁt 513.9 390.9
Administrative expenses (459.2) (352.6)
Integration costs (9.0) –
(468.2) (352.6)
Operating proﬁt before joint ventures and associates
Continuing activities (after goodwill charges of £23.3m, 2002 £19.6m) 2 45.7 38.3
Share of operating proﬁt of joint ventures (after goodwill charges of £0.6m, 2002 £0.6m) 2.2 1.3
Operating proﬁt including joint ventures before goodwill charges and
integration costs 2 80.8 59.8
Integration costs (9.0) –
Goodwill charges (23.9) (20.2)
Operating proﬁt including joint ventures 2 47.9 39.6
Share of operating proﬁt of associates 0.6 0.2
Proﬁt on ordinary activities before interest and taxation 48.5 39.8
Interest receivable and similar income 1.2 0.8
Interest payable 5 (15.6) (11.3)
Other ﬁnance charges 5 (1.7) (0.7)
Proﬁt on ordinary activities before taxation 3 32.4 28.6
Taxation on proﬁt on ordinary activities 6 (18.0) (15.5)
Proﬁt on ordinary activities after taxation 14.4 13.1
Minority interests (1.5) (0.7)
Proﬁt for the year 12.9 12.4
Dividends 8 (13.1) (10.0)
Retained (loss)/proﬁt for the year (0.2) 2.4
Adjusted earnings per share before goodwill charges and integration costs 9 10.5p 8.6p
Basic earnings per share 9 3.1p 3.3p
Diluted earnings per share 9 3.1p 3.2p
Dividend per share 8 3.0p 2.6p
There is no difference between the proﬁt on ordinary activities before taxation and the retained (loss)/proﬁt for the year stated above,
and their historical cost equivalents.
*On 10 July 2003, the group acquired NFO WorldGroup, Inc. (NFO). Given the extent of integration that had occurred by the end of
2003, it is not possible to accurately identify turnover and operating proﬁt relating to the acquired business separately from the
existing TNS business. For this reason, the results of NFO have been included within continuing operations.
Group proﬁt and loss account
for the year ended 31 December the sixth sense of business 29
Group Company
2003 2002 restated 2003 2002 
Notes £m £m £m £m
Fixed assets
Intangible assets 10 371.1 178.6 – –
Tangible assets 11 81.0 56.1 – –
Investments
Share of gross assets of joint ventures 24.6 22.3 – –
Share of gross liabilities of joint ventures (4.6) (3.7) – –
13 20.0 18.6 – –
Associates 13 7.1 0.9 – –
Other investments 13 5.5 8.3 664.8 412.8
32.6 27.8 664.8 412.8
484.7 262.5 664.8 412.8
Current assets
Stock 14 64.5 28.8 – –
Debtors 15 265.0 159.3 – 54.5
Current asset investments 16 0.9 – – –
Cash at bank and in hand 32.2 35.6 1.6 1.8
362.6 223.7 1.6 56.3
Creditors: amounts falling due within one year 17 (426.4) (228.4) (118.3) (49.2)
Net current (liabilities)/assets (63.8) (4.7) (116.7) 7.1
Total assets less current liabilities 420.9 257.8 548.1 419.9
Creditors: amounts falling due after more
than one year 17 (294.3) (202.5) (382.0) (286.4)
Provisions for liabilities and charges 18 (44.7) (23.6) (5.5) –
Net assets 81.9 31.7 160.6 133.5
Capital and reserves
Called up share capital 21 22.2 19.6 22.2 19.6
Share premium 23 120.0 105.3 120.0 105.3
Other reserves 23 1.4 1.2 1.0 0.8
Merger reserve 23 – – 1.6 1.6
Proﬁt and loss account 23 (68.6) (99.7) 15.8 6.2
Equity shareholders’ funds 75.0 26.4 160.6 133.5
Minority interests 6.9 5.3 – –
81.9 31.7 160.6 133.5
The ﬁnancial statements on pages 28 to 62 were approved by the board on 8 March 2004 and were signed on its behalf by
Andy Boland, Finance Director
Group and company balance sheets
at 31 December 30 TNS annual report and accounts 2003
Notes 2003 2002
£m £m 
Cash ﬂow from operating activities
Net cash inﬂow from continuing operating activities 25 104.9 67.0
Dividends received from joint ventures and associates 3.5 0.1
Returns on investments and servicing of ﬁnance
Interest received 1.1 0.9
Interest paid (13.1) (10.7)
Capitalised arrangement fees (5.6) –
Dividends paid to minority interests (0.9) (0.4)
Net cash outﬂow from returns on investments and servicing of ﬁnance (18.5) (10.2)
Taxation
Taxation paid (19.4) (15.3)
Capital expenditure and ﬁnancial investment
Purchase of tangible ﬁxed assets (22.7) (16.2)
Purchase of investments – (0.1)
Purchase of own shares – (2.2)
Sale of tangible ﬁxed assets 4.4 1.0
Net cash outﬂow from capital expenditure and ﬁnancial investment (18.3) (17.5)
Acquisitions and disposals
Purchase of subsidiary undertakings 25 (279.8) (5.9)
Purchase of businesses 25 – (13.6)
Net cash acquired with subsidiary undertakings and businesses 25 10.9 0.2
Purchase of joint ventures and associates – (0.2)
Sale of subsidiary undertakings and businesses 0.3 –
Sale of joint ventures – 0.1
Net cash disposed of on sale of businesses (0.2) –
Net cash outﬂow from acquisitions and disposals (268.8) (19.4)
Equity dividends paid (10.7) (9.5)
Cash outﬂow before ﬁnancing (227.3) (4.8)
Financing
Issue of shares 52.0 –
Proceeds on exercise of share options 2.9 3.8
Expenses arising on the issue of shares (1.1) –
Increase in debt 25 170.5 12.5
(Decrease)/increase in cash in the year 25 (3.0) 11.5
Group cash flow statement
for the year ended 31 December the sixth sense of business 31
2003 2002 restated
£m £m 
Proﬁt for the year 12.9 12.4
Amounts arising on the exercise of share options 0.2 0.3
Disposal of goodwill in reserves 0.7 –
Translation differences on foreign currency net investments less translation 
differences on foreign currency loans taken out to fund those investments (19.4) (7.3)
Tax on gains on foreign currency borrowings hedging foreign investments – 0.7
Proﬁt on redemption of shares following placement of share capital (note 23) 50.0 –
Total recognised gains and losses relating to the year 44.4 6.1
Prior year adjustment (note 1) (9.2)
Total gains and losses since last annual report 35.2
Statement of total recognised gains and losses
for the year ended 31 December
2003 2002 restated
£m £m 
Proﬁt for the year 12.9 12.4
Dividends (13.1) (10.0)
(0.2) 2.4
Amounts deducted in respect of shares issued to a qualifying employee share ownership trust – (1.1)
Amounts arising on the exercise of share options 0.2 0.3
Disposal of goodwill in reserves 0.7 –
Translation differences on foreign currency net investments less translation differences
on foreign currency loans taken out to fund those investments (net of taxation) (19.4) (6.6)
Proﬁt on redemption of shares following placement of share capital (note 23) 50.0 –
New share capital issued (including share premium) net of expenses 17.3 2.7
Net addition/(reduction) to equity shareholders' funds 48.6 (2.3)
Opening equity shareholders’ funds as previously reported 35.6 37.9
Prior year adjustment (note 1) (9.2) (9.2)
Opening equity shareholders' funds as restated 26.4 28.7
Closing equity shareholders' funds 75.0 26.4
Reconciliation of movements in equity shareholders’ funds
for the year ended 31 December 32 TNS annual report and accounts 2003
1 Accounting policies 
Basis of accounting
The ﬁnancial statements have been prepared under the historical cost convention in accordance with the Companies Act 1985 and applicable
UK Accounting Standards. The transitional arrangements of FRS 17 ‘Retirement Beneﬁts’ have been adopted, which require additional
disclosures in respect of retirement beneﬁts, as set out in note 20. Application note G to FRS 5 ‘Reporting the substance of transactions’,
which deals speciﬁcally with revenue recognition, was issued in November 2003 and is applicable to the year ended 31 December 2003. This
has resulted in a change to the accounting policy for revenue recognition for the media intelligence businesses, with revenue being recognised
on delivery to the client rather than in line with data collection activities. Accordingly, the 2002 results have been restated and a prior year
adjustment has been made increasing payments received on account and reducing reserves by £9.2m as at 1 January 2002. The impact on
the 2002 revenue and operating proﬁt is nil. The impact of this change in 2003 has been to increase revenue and operating proﬁt by £0.9m. 
A summary of the principal group accounting policies, which have been applied consistently, is given below.
Basis of consolidation
The group ﬁnancial statements consolidate the results of Taylor Nelson Sofres plc and its subsidiary undertakings up to 31 December 2003.
The results of all subsidiary undertakings acquired or disposed of are accounted for under acquisition accounting rules and are included in
the proﬁt and loss account from the effective date of control. Intra-group sales and proﬁts are eliminated on consolidation.
Joint ventures and associates
Joint ventures are those entities in which the group holds a long-term interest and which are jointly controlled by the group and one or more
venturers under a contractual agreement. Joint ventures are accounted for using the gross equity method of accounting.
Associates are those undertakings, other than subsidiaries and joint ventures, in which the group holds a long-term participating interest
and exerts a signiﬁcant inﬂuence. The group’s share of proﬁts/losses of associates is included in the group proﬁt and loss account and the
group’s share of their net assets, together with goodwill arising on acquisition, is included in the group balance sheet.
Goodwill
Goodwill represents the excess of the fair value of the consideration given over the fair value of the identiﬁable net assets acquired.
Goodwill arising on consolidation for acquisitions made since 1 January 1998 is amortised in equal annual instalments over its estimated
useful economic life of up to 20 years, and charged to the proﬁt and loss account. Goodwill is subject to an impairment review at the end of
the ﬁrst full year following an acquisition and at any other time, if events or changes in circumstances indicate that the carrying value may
not be recoverable. If an undertaking is subsequently sold, the appropriate unamortised goodwill or goodwill written off to reserves is dealt
with through the proﬁt and loss account in the period of disposal as part of the gain or loss on disposal.
Foreign currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date.
Transactions in foreign currencies are converted at rates of exchange prevailing at the date the transactions were made. Foreign exchange
differences are dealt with through the proﬁt and loss account except for differences arising on the retranslation of loans taken out to ﬁnance
overseas subsidiaries which are dealt with through reserves. 
Financial statements of overseas operations are translated using the closing rate net investment method, except that proﬁts and losses of
overseas operations are translated at the average exchange rate applicable to the period. Differences arising on translation of the net
assets of overseas operations are dealt with through reserves and are reported in the statement of total recognised gains and losses.
Revenue recognition
Revenue and proﬁts on short term projects are recognised on the completion of the project once the product has been delivered to the
customer. Costs incurred on these projects up to completion are included within work-in-progress. Revenue and proﬁts on long term or
continuous projects are recognised on the satisfactory completion of each phase of the project once the product has been delivered to the
customer. Costs incurred on long term projects are included within work-in-progress until completion of each phase. Amounts invoiced to
clients in advance of revenue and proﬁts being recognised are shown as payments received on account within creditors. Provisions are made
for losses on projects as soon as they are identiﬁed.
Fixed asset investments
Fixed asset investments are stated at the lower of cost or their recoverable amount, which is determined as the higher of net realisable
value and value in use.
Tangible and intangible fixed assets
Fixed assets are stated at original cost or, where appropriate, fair value when acquired, less accumulated depreciation. Assets under
construction consist of costs directly attributable to purchasing and installing tangible ﬁxed assets ahead of their productive use. External
and internal costs are capitalised to the extent that they enhance the future economic beneﬁts of the business. Internal costs are only
Notes to the ﬁnancial statements the sixth sense of business 33
capitalised if they are also incremental to the group. Provisions are made and charged to the proﬁt and loss account where the value of
assets has been impaired in relation to their value-in-use to the business. Depreciation is calculated to write off the cost less the estimated
residual value of each asset on a straight-line basis over its expected useful life as follows: 
Freehold land no depreciation
Freehold buildings 33 years
Short leasehold land and buildings period of lease
Patents, licences and other 20 years or remaining life if shorter
Goodwill 20 years or estimated useful economic life if shorter
Software and databases 15 years or remaining life if shorter
Leasehold improvements 10 years or period of lease if shorter
Equipment 3 – 10 years
No depreciation is charged on assets under construction until they are brought into use by the business.
Finance and operating leases
Assets held under ﬁnance leases and hire purchase contracts are capitalised and depreciated over their useful lives, or the term of the
lease if shorter, at the rate applicable to ﬁxed assets of a similar category owned by the group. Rentals under operating leases are charged
directly to the proﬁt and loss account on a straight line basis over the lease term.
Work-in-progress
Work-in-progress is stated at the lower of cost and net realisable value. Cost includes direct costs incurred on incomplete client projects
and an appropriate element of attributable overheads.
Current asset investments
Current asset investments are stated at the lower of cost and net realisable value.
Pension arrangements
The group operates a number of contributory pension plans. The majority of employees participate in deﬁned contribution plans that are set up
through insurance companies. Contributions are also made to personal pension plans at equivalent rates. Payments in respect of such current
service contributions for deﬁned contribution plans and personal pension plans are charged in the ﬁnancial statements as they fall due.
The group also operates deﬁned beneﬁt plans which provide pensions based on ﬁnal salaries. The expected cost of pensions in respect of
these plans is charged to the proﬁt and loss account, so as to spread the cost of pensions over the service lives of employees in the plans.
Variations from the regular cost are spread over the expected remaining service lives of current employees in the plan. The pension cost is
assessed in accordance with the advice of qualiﬁed independent actuaries.
Employee share ownership plans and QUEST (see remuneration report on pages 73 to 79)
Shares in Taylor Nelson Sofres plc held by the Employee Share Ownership Plan (ESOP) and the Employee Beneﬁt Trust (EBT) have been
included within ﬁxed asset investments and are stated at cost less provisions for any permanent diminution in value. Net operating income
from the plans is included under interest receivable and similar income in the group’s proﬁt and loss account. Costs of administration are
included in the proﬁt and loss account as they accrue. Proﬁts arising on the disposal of shares held by the EBT as a result of the exercise
of options are taken to other reserves. Contributions made by the company to the QUEST in respect of SAYE options exercised during the
year are charged directly to reserves.
Deferred consideration
Where acquisitions involve further payments that are deferred or contingent on levels of performance achieved in the years following
acquisition, the proﬁt and loss account is charged with notional interest to eliminate the beneﬁt which the group is temporarily saving. The
notional interest charged is calculated by reference to the period of deferral, current interest rates and the amount of the likely payments.
Taxation
The charge for taxation is based on the proﬁt for the year and takes into account taxation deferred because of timing differences between
the treatment of certain items for taxation and accounting purposes. Tax deferred or accelerated by the effect of timing differences is
accounted for to the extent that a transaction or event that has occurred at the balance sheet date gives rise to an obligation to pay more
tax or a right to pay less tax in the future. Deferred tax assets are recognised to the extent that, based on available evidence, it is more
likely than not that suitable taxable proﬁts will arise from which the reversal of the asset can be deducted.
Financial instruments
The group uses derivative ﬁnancial instruments to hedge exposures to ﬂuctuations in interest rates on borrowings. Receipts and payments
on such instruments are  recognised on an accruals basis over the life of the instrument.
Provisions
A provision is recognised when there is a present obligation, whether legal or constructive, as a result of a past event for which it is
probable that a transfer of economic beneﬁts will be required to settle the obligation and a reliable estimate can be made of the amount of
the obligation. 34 TNS annual report and accounts 2003
2 Geographic analysis
In the opinion of the directors, the group has only one class of business, which is the provision of market information services. 
On 10 July 2003, the group acquired NFO WorldGroup, Inc. (NFO). Given the extent of integration that had occurred by the end of 2003, 
it has been increasingly difﬁcult to isolate the results for the original TNS and NFO businesses, particularly with respect to costs.
Consequently it is not possible to give operating proﬁt numbers for the original businesses. For this reason, the results of NFO have been
included within continuing activities. An indication of the level of turnover attributable to NFO since the acquisition is £162m. Other
acquisitions have contributed £2.3m to turnover and £0.3m to operating proﬁt before goodwill charges and integration costs.
2003 2002 restated
£m £m
Turnover – continuing activities
Sales by origin
Europe and Middle East
group 526.5 411.4
joint ventures 1.8 2.2
Americas
group 204.8 148.8
joint ventures 2.0 1.6
Asia Paciﬁc
group 58.2 43.0
joint ventures 11.9 11.9
Total 805.2 618.9
group 789.5 603.2
joint ventures 15.7 15.7
Sales by destination
Europe and Middle East
group 515.1 393.3
joint ventures 1.8 2.2
Americas
group 216.7 165.8
joint ventures 2.0 1.6
Asia Paciﬁc
group 57.7 44.1
joint ventures 11.9 11.9
Total 805.2 618.9
group 789.5 603.2
joint ventures 15.7 15.7
Intra-group turnover between geographic segments is not considered material. 
Operating profit before goodwill charges and integration costs
Europe and Middle East
group 47.7 40.5
joint ventures 0.3 0.1
Americas
group 29.0 16.4
joint ventures 0.1 –
Asia Paciﬁc
group 1.3 1.0
joint ventures 2.4 1.8
Total 80.8 59.8
group 78.0 57.9
joint ventures 2.8 1.9 the sixth sense of business 35
2 Geographic analysis (continued)
2003 2002 restated
£m £m
Profit on ordinary activities before taxation
Europe and Middle East
group 28.0 32.5
joint ventures 0.3 0.1
Americas
group 17.9 5.0
joint ventures – (0.2)
Asia Paciﬁc
group (0.2) 0.8
joint ventures 1.9 1.4
Operating proﬁt including joint ventures 47.9 39.6
group 45.7 38.3
joint ventures 2.2 1.3
Share of operating proﬁt of associates 0.6 0.2
Interest receivable 1.2 0.8
Interest payable and other ﬁnance charges (17.3) (12.0)
32.4 28.6
Net assets
Europe and Middle East
group 51.2 29.1
joint ventures 0.5 0.4
Americas
group 25.9 (2.3)
joint ventures 3.1 2.8
Asia Paciﬁc
group (2.0) (0.9)
joint ventures 16.4 15.4
Net operating assets 95.1 44.5
group 75.1 25.9
joint ventures 20.0 18.6
Unallocated amounts:
Current and deferred taxation (4.2) (6.2)
Dividends payable (9.0) (6.6)
Net assets 81.9 31.7
The net assets for 2002 have been restated due to a change in accounting policy for revenue recognition (note 1). This has resulted in a
reduction in net assets of £9.2m, £4.0m in Europe and £5.2m in the Americas. 36 TNS annual report and accounts 2003
3Profit on ordinary activities before taxation
2003 2002
£m £m
Proﬁt on ordinary activities before taxation is stated after (charging)/crediting:
Depreciation charge for the year:
tangible owned ﬁxed assets (21.7) (19.1)
tangible leased ﬁxed assets (0.8) (0.2)
Goodwill charges for the year:
amortisation (16.8) (13.3)
impairment (note 10) (6.5) (6.3)
Amortisation of other intangible ﬁxed assets (0.5) (0.4)
Proﬁt on disposal of ﬁxed assets 1.2 0.3
Auditors’ remuneration for:
audit services (1.8) (0.9)
non-audit services (1.0) (0.7)
Operating lease rentals:
plant and machinery (1.1) (0.6)
property (27.7) (20.0)
Property rents receivable 2.9 2.2
Auditors' remuneration for audit service includes £14,000 (2002 £13,000) in respect of the company. Non-audit fees consist of £0.7m for
taxation (2002 £0.4m) and £0.3m for other services (2002 £0.3m). Additional non-audit fees of £2.0m (2002 £nil) for due diligence services
have been capitalised in the year. Administrative costs for continuing activities were £468.2m (2002 £352.6m). This includes exceptional
administrative costs of £9.0m (2002 £nil), which have been incurred in relation to the integration of NFO. The costs arise from the merger of
businesses around the group, including staff severance costs and other charges. Also included within other ﬁnance charges is £0.7m of
exceptional charges relating to the write off of previous arrangement fees.
4 Employee information
2003 2002
Average number of employees (including directors)
Marketing 4,113 3,318
Production services 5,608 4,573
Administration 1,429 1,172
11,150 9,063
£m £m
Staff costs (including directors)
Wages and salaries 257.3 183.3
Social security costs 42.2 31.4
Other pension costs (note 20) 8.4 6.1
307.9 220.8
Details of directors’ remuneration are shown in the remuneration report on pages 73 to 79. the sixth sense of business 37
5 Interest payable and other finance charges
2003 2002
£m £m
Interest payable – bank loans and overdrafts 15.6 11.3
Amortisation of arrangement fee 0.9 0.3
Integration cost – write off of previous arrangement fees 0.7 –
Notional interest relating to deferred consideration 0.1 0.4
Other ﬁnance charges 1.7 0.7
As a result of the NFO acquisition, the group’s borrowings were reﬁnanced, which has resulted in a write off of unamortised arrangement
fees of £0.7m relating to the previous ﬁnancing of the group’s borrowings.
6 Taxation on profit on ordinary activities
2003 2002
£m £m
Analysis of charge for the year
Current tax
UK – corporation tax at 30% (2002: 30%) – 3.7
UK – adjustments in respect of previous periods (0.3) 0.2
Foreign tax – corporation taxes 20.2 14.5
Foreign tax – adjustments in respect of previous periods (0.1) 0.2
Share of joint ventures and associates tax 0.4 0.4
20.2 19.0
Double taxation relief – (2.9)
Total current tax charge for the year 20.2 16.1
Deferred tax
Origination and reversal of timing differences (2.2) (0.6)
Tax on proﬁt on ordinary activities 18.0 15.5
Factors affecting the tax charge for the year
The rate of current tax charge on ordinary activities varied from the standard rate of corporation tax in the UK of 30% (2002 30%) due to the
following factors:
2003 2002
£m £m
Proﬁt on ordinary activities before tax 32.4 28.6
Proﬁt on ordinary activities multiplied by standard rate of corporation tax in the UK of 30% (2002: 30%) 9.7 8.6
Effects of:
non deductible expense – goodwill and other 6.5 6.0
timing differences 0.8 (0.2)
utilisation of losses – (0.2)
higher rates of overseas taxation 1.9 1.5
unrelieved tax losses 1.7 –
adjustments to tax charge in respect of previous periods (0.4) 0.4
Total current tax charge for the year 20.2 16.1 38 TNS annual report and accounts 2003
6 Taxation on profit on ordinary activities (continued)
Factors which may affect future tax charges
The group is carrying deferred tax assets of £24.0m (2002 £1.6m) relating to net operating losses, short term timing differences and fair
value adjustments made on the acquisition of NFO, which have been offset against the group’s deferred tax liability of £12.9m (2002
£1.1m). The group expects to use these losses in the foreseeable future. There are no unprovided deferred tax liabilities in the company or
group. Deferred tax assets of £2.3m (2002 £nil) in respect of tax losses carried forward have not been recognised due to insufﬁcient
certainty over their recoverability.
There are no other factors expected to affect the group’s tax rate going forward.
2003 2002
£m £m
Deferred tax (asset)/liability
Capital allowances 1.4 (0.1)
Tax losses carried forward (2.8) (0.9)
Pension costs (2.2) (0.2)
Provision for potential capital gains tax liability 0.7 0.7
Proﬁt taxed in other periods (0.4) –
Fair value adjustments arising from NFO acquisition (5.8) –
Other (2.0) –
Undiscounted provision for deferred tax – asset (11.1) (0.5)
Asset at 1 January 2003 (0.5) 0.1
Fair value adjustments arising from NFO acquisition (note 12) (8.1) –
Exchange differences (0.3) –
Deferred tax credited to proﬁt and loss account (2.2) (0.6)
Asset at 31 December 2003 (11.1) (0.5)
7Profit for the year
As permitted under section 230 of the Companies Act 1985, the parent company's proﬁt and loss account has not been included in these
ﬁnancial statements. The retained loss after dividends for the year was £30.3m (2002 proﬁt of £4.6m).
8 Dividends
2003 2002
£m £m
Interim paid of 0.95p per share (2002 0.9p) 4.2 3.5
Final proposed of 2.05p per share (2002 1.7p) 8.9 6.5
13.1 10.0
The trustee of the ESOP has waived its right to all but 0.001p per share of the dividends due on the 1.8 million shares it holds at
31 December 2003, until further notice. The amount waived in respect of the 2003 interim dividend was £17,000 (2002 £22,000) and the
maximum to be waived in respect of the 2003 ﬁnal dividend on shares currently held by the ESOP is £36,000 (2002 £39,000). The trustees
of the EBT have also waived their right to all but 0.001p per share of the dividends due on the 5.3 million shares the EBT holds at
31 December 2003, until further notice. The amount waived in respect of the 2003 interim dividend was £62,000 (2002 £67,000) and the
maximum to be waived in respect of the 2003 ﬁnal dividend on shares currently held by the EBT is £106,000 (2002 £127,000).
The ﬁnal proposed dividend does not include a dividend on shares issued on the exercise of employee share options and allotment of new
shares since 31 December 2003 or on other options which may be exercised prior to 28 May 2004, the record date. 
9 Earnings per share
Basic earnings per share have been calculated on the proﬁt after taxation and minority interests of £12.9m (2002 £12.4m) and on
413.1 million shares (2002 380.6 million), being the weighted average number of shares in issue during the year, excluding those held in the
ESOP and the EBT, which are treated as cancelled. The diluted earnings per share have been calculated in accordance with the provisions
of FRS 14, with the weighted average number of shares in issue being adjusted to assume conversion of all potentially dilutive shares for
the period they were outstanding. the sixth sense of business 39
9 Earnings per share (continued)
Shares held by the ESOP and the EBT, which are under performance-based options, are included in the diluted weighted average number of
shares, as the performance conditions are deemed to have been met for the purposes of this calculation. The diluted weighted average
number of shares is 419.0 million (2002 386.6 million).
Adjusted earnings per share before goodwill charges and integration costs have been calculated on the proﬁt after taxation and minority
interests of £43.2m (2002 £32.6m), which excludes goodwill charges of £23.9m (2002 £20.2m) and integration costs of £6.4m net of tax, and
on the basic weighted average number of shares. The directors believe that earnings per share before goodwill charges and integration costs
assists in understanding the underlying performance of the group.
The weighted average number of ordinary shares in issue during the year for the purpose of these calculations is as follows:
2003 2002
Weighted average number of shares (millions)
Share capital 421.6 390.4
Shares held by ESOP (1.9) (2.6)
Shares held by EBT (6.6) (7.2)
Basic earnings per share denominator 413.1 380.6
Dilutive effect of share options 5.9 6.0
Dilutive earnings per share denominator 419.0 386.6
10 Intangible fixed assets
Patents
Goodwill and licences Other Total
Group £m £m £m £m
Cost
At 1 January 2003 214.1 5.1 1.4 220.6
Exchange differences (28.7) 0.1 0.1 (28.5)
Acquisitions – – 0.6 0.6
Additions (note 12) 242.9 – – 242.9
Disposals (0.1) (0.5) (0.4) (1.0)
At 31 December 2003 428.2 4.7 1.7 434.6
Amortisation
At 1 January 2003 38.9 2.1 1.0 42.0
Exchange differences (1.7) 0.1 0.1 (1.5)
Charge for year 16.8 0.4 0.1 17.3
Impairment 6.5 – – 6.5
Disposals – (0.4) (0.4) (0.8)
At 31 December 2003 60.5 2.2 0.8 63.5
Net book value
At 31 December 2003 367.7 2.5 0.9 371.1
At 31 December 2002 175.2 3.0 0.4 178.6
In accordance with FRS 11 ‘Impairment of ﬁxed assets and goodwill’, the carrying value of the goodwill held in respect of a number of the
group’s subsidiary undertakings has been compared with their recoverable amounts represented by their value in use to the group. The
review has resulted in an impairment charge of £3.4m in respect of Tellex, a UK Media Intelligence business, £2.4m in respect of TNS
Sweden and other impairments totalling £0.7m (2002 – impairments of £6.3m). The discount rate used in the calculations to arrive at the
valuations is 9% (2002 between 9% and 12%).
The company has no intangible ﬁxed assets. 40 TNS annual report and accounts 2003
11 Tangible fixed assets
Short
Freehold land leasehold land Software and Assets under
and buildings and buildings databases Equipment construction Total
Group £m £m £m £m £m £m
Cost
At 1 January 2003 24.3 1.5 12.6 100.4 0.7 139.5
Exchange differences 0.2 (0.3) (0.4) (1.6) – (2.1)
Additions – 1.0 3.9 14.6 2.7 22.2
Acquisitions (note 12) 8.9 6.2 3.3 10.9 – 29.3
Reclassiﬁcation (2.0) 2.0 1.9 – (1.9) –
Disposals (1.6) (0.2) (1.3) (18.9) – (22.0)
At 31 December 2003 29.8 10.2 20.0 105.4 1.5 166.9
Depreciation
At 1 January 2003 7.3 0.5 7.8 67.8 – 83.4
Exchange differences 0.2 (0.2) (0.1) (1.1) – (1.2)
Charge for year 0.7 0.8 3.7 17.3 – 22.5
Reclassiﬁcation (0.1) 0.1––– –
Disposals (0.2) (0.2) (1.1) (17.3) – (18.8)
At 31 December 2003 7.9 1.0 10.3 66.7 – 85.9
Net book value
At 31 December 2003 21.9 9.2 9.7 38.7 1.5 81.0
At 31 December 2002 17.0 1.0 4.8 32.6 0.7 56.1
Freehold land and buildings includes land of £2.5m (2002 £1.5m) which is not being depreciated. At the end of 2002, costs of £0.7m for
assets under construction were included within software and databases. The company has no tangible ﬁxed assets.
12 Acquisitions
Acquisition accounting has been adopted for all 2003 acquisitions. The goodwill arising on acquisitions in 2003 is being amortised over a
20 year period, except for negative goodwill of £0.4m arising on the acquisition of EOS, which is being amortised over a 2 year period in
accordance with FRS 10 ‘Goodwill and intangibles’.
(i) Acquisition of NFO WorldGroup, Inc. (NFO)
On 10 July 2003, the group acquired 100% of the issued share capital of NFO and 75% of the issued share capital of AISA, a subsidiary of
the vendor operating in the Czech Republic, for $425m (£261m). $400m (£246m) of the consideration was paid in cash and $25m (£15m) by
issuing new ordinary shares to the vendor. The acquisition was ﬁnanced by new credit facilities and the placement of 39.1m new ordinary
shares on 14 May 2003, which raised £52.0m (see note 23). A further $10m (£6m) consideration is payable in cash if the Taylor Nelson Sofres
plc (TNS) average share price is greater than 146 pence for 20 consecutive trading days between 10 June 2004 and 9 August 2004. This
amount has been provided for and is included within provisions. Acquisition expenses of £9.1m have been capitalised and are included in
the total consideration paid of £283.5m. A further £1.1m of expenses relating to the placement have been offset against the share premium
account. The £5.6m of costs for arranging the ﬁnancing of the acquisition have been capitalised and are being amortised over the period of
the related ﬁnance. The NFO acquisition was completed on a cash and debt free basis. To achieve this, an existing loan of $127m (£78m)
owed by NFO to the vendor was assigned to TNS as part of the terms of the acquisition. In addition, TNS reimbursed the vendor for the net
cash held by NFO at the date of acquisition.
The summarised proﬁt and loss account for NFO for the prior year, and for the period from 1 January 2003 to 9 July 2003 are shown opposite.
These ﬁgures are taken from the management accounts of NFO and are stated on a US GAAP basis in US dollars. The post acquisition 2003
results for NFO may not be indicative of the underlying results for NFO, due to the rapid integration process with existing TNS businesses that
has been undertaken since the date of acquisition. the sixth sense of business 41
12 Acquisitions (continued)
Full year 1 Jan to 9 July
unaudited unaudited
2002 2003
Profit and loss $m $m
Turnover 466 265
Operating proﬁt 37 10
Proﬁt on ordinary activities before taxation 35 6
Taxation (15) (3)
Minority interests (1) –
Proﬁt after taxation and minority interests 19 3
1 Jan to 9 July
unaudited
2003
Statement of total recognised gains and losses $m
Proﬁt for ﬁnancial period 3
Translation differences of foreign currency net investments 3
Additional minimum liability for pensions (3)
Total recognised gains and losses 3
Details of the assets acquired are shown below.
Alignment with
group accounting Provisional
Book value Revaluations policies fair value
Notes £m £m £m £m
Fixed assets
Intangible assets 1 131.2 (126.3) (4.3) 0.6
Tangible assets 2 29.2 1.4 (1.5) 29.1
Investments in associates 3 7.9 (2.0) – 5.9
168.3 (126.9) (5.8) 35.6
Current assets
Stock – work in progress 4 –– 43.1 43.1
Debtors 5 104.2 1.0 (24.6) 80.6
Cash at bank and in hand 10.0 – – 10.0
114.2 1.0 18.5 133.7
Total assets 282.5 (125.9) 12.7 169.3
Liabilities
Creditors 6 (176.0) 94.8 (25.0) (106.2)
Provisions including reorganisation costs 7 (13.3) (8.1) – (21.4)
Share of net assets 93.2 (39.2) (12.3) 41.7
Goodwill 241.8
Consideration 283.5
Settled by:
Cash (including acquisition expenses of £9.1m) 262.1
New ordinary shares 15.3
Contingent deferred consideration 6.1
283.5 42 TNS annual report and accounts 2003
12 Acquisitions (continued)
The fair value exercise has not yet been completed and the fair values shown above are provisional and subject to change in accordance
with the provisions of FRS 7.
1 Goodwill and client lists of £126.3m have been written down to nil.
Panel set up costs of £4.3m have been written off in line with group accounting policies.
2Freehold land and buildings have been revalued following external valuations, resulting in an increase of £1.4m in net book value.
The expected useful life of computer equipment has been changed to three years in line with group accounting policies, resulting in a
write down of £1.5m.
3 The carrying value of associates has been revalued resulting in a write down of £2.0m.
4 NFO revenue recognition has been aligned with group policies, whereby revenue is only recognised on the completion of a job or phase
of a job and delivery of the product to the customer. This has resulted in the creation of work-in-progress of £43.1m, which represents
costs incurred on jobs not completed at the acquisition date that had been charged to the proﬁt and loss account under NFO accounting
policies.
5 Additional bad debt provisions of £1.0m have been provided and deferred tax assets of £2.0m have been set up relating to revaluations
made as part of the fair value exercise.
Accrued revenue has been reduced by £30.7m to exclude revenue that had been recognised at the date of acquisition on incomplete
jobs. Deferred tax assets of £6.1m have been set up relating to the revenue recognition adjustment.
6 Accruals of £4.6m have been set up to reﬂect liabilities at the acquisition date.
The assignment of the £77.9m ($127m) loan owed by NFO to The Interpublic Group of Companies, Inc. (IPG), the vendor, to Taylor Nelson
Sofres plc and forgiveness of amounts owed to IPG of £21.5m ($35m) have reduced creditors by £99.4m.
Fees in advance have been increased by £25.0m to defer invoiced revenue on incomplete jobs.
7 Pensions and post employment provisions have been increased by £3.2m following revaluations at the acquisition date. Provisions for
vacant property and dilapidations of £4.9m have been set up to reﬂect property related liabilities at the acquisition date.
At the date of acquisition, NFO had £3.8m of reorganisation provisions relating to restructuring announced at least 12 months prior to the
acquisition.
Cash flow since acquisition
As with the proﬁt and loss account for the year, due to the progress of integration of NFO with TNS businesses, it is not possible accurately
to separate out the NFO and TNS cash ﬂows since the acquisition.
(ii) Other acquisitions
On 28 July 2003, the group purchased 80% of the issued share capital of Data Advanced Research, a market information company in
Central America. On 11 July 2003, the group gained control of European Omnibus Survey (EOS), an investment previously classiﬁed within
other investments, following key board changes. On 1 January 2003, the group purchased the remaining 25% minority interests in its
subsidiaries, Piar and Siar, which operate in Turkey and Central and Eastern Europe respectively. The group also purchased the remaining
minority interests in its Portuguese subsidiary, Euroteste, and its Spanish subsidiary, Demoscopia, in the year. The total consideration for
these acquisitions was £1.7m. the sixth sense of business 43
12 Acquisitions (continued)
Details of the assets acquired are shown below.
Alignment with
group accounting
Book value policies Fair value
£m £m £m
Fixed assets
Intangible and tangible assets 0.3 (0.1) 0.2
0.3 (0.1) 0.2
Current assets
Stock – work-in-progress 0.2 – 0.2
Debtors 1.2 (0.2) 1.0
Cash at bank and in hand 0.9 – 0.9
2.3 (0.2) 2.1
Total assets 2.6 (0.3) 2.3
Liabilities
Creditors (1.1) – (1.1)
Share of net assets 1.5 (0.3) 1.2
Goodwill 0.5
Consideration 1.7
Settled by:
Cash 1.5
Reclassiﬁcation from other investments 0.2
1.7
Additional goodwill of £0.6m arises on adjustments to deferred consideration relating to prior year acquisitions.
13 Fixed asset investments
Investment in Other Associated
own shares investments Total undertakings
Group £m £m £m £m
Cost
At 1 January 2003 6.8 2.5 9.3 1.4
Exchange differences – 0.2 0.2 0.4
Acquisitions (note 12) – – – 5.9
Share of proﬁts after dividends – – – (0.1)
Reclassiﬁcations – (1.4) (1.4) –
Disposals (1.6) – (1.6) –
At 31 December 2003 5.2 1.3 6.5 7.6
Provisions against other investments
At 1 January 2003 – (1.0) (1.0) (0.5)
At 31 December 2003 – (1.0) (1.0) (0.5)
Net book value
At 31 December 2003 5.2 0.3 5.5 7.1
At 31 December 2002 6.8 1.5 8.3 0.9
At 31 December 2003, the ESOP trust held 1.8 million ordinary 5p shares in the company (2002 2.3 million). Of those, 0.3 million have had
options granted over them under the long-term incentive plan. At 31 December 2003, the EBT held 5.3 million ordinary 5p shares in the
company (2002 7.5 million). Of those, 2.5 million have had rights granted over them under the long-term incentive plan. Shares over which
options have not yet been granted had a market value at 31 December 2003 of £9.0m. Proﬁts arising on the disposal of shares following
the exercise of share options relating to the ESOP and EBT are taken to other reserves. 44 TNS annual report and accounts 2003
13 Fixed asset investments (continued)
Interests in joint ventures £m
At 1 January 2003 (before goodwill amortisation)
net assets 6.9
goodwill 12.5
19.4
Exchange differences 1.4
Share of proﬁts retained 0.6
At 31 December 2003 (before goodwill amortisation) 21.4
Goodwill amortisation
At 1 January 2003 0.8
Charge for year 0.6
At 31 December 2003 1.4
Net book value at 31 December 2003
Net assets 8.9
Goodwill 11.1
20.0
Net book value at 31 December 2002
Net assets 6.9
Goodwill 11.7
18.6
Long term Interests in
loans to subsidiary Investment subsidiary Other
undertakings in own shares undertakings investments Total
Company £m £m £m £m £m
Cost
At 1 January 2003 137.6 6.8 279.0 0.1 423.5
Additions 230.5 – 23.1 – 253.6
Disposals – (1.6) – – (1.6)
At 31 December 2003 368.1 5.2 302.1 0.1 675.5
Provisions against investments
At 1 January 2003 – – (10.6) (0.1) (10.7)
At 31 December 2003 – – (10.6) (0.1) (10.7)
Net book value
At 31 December 2003 368.1 5.2 291.5 – 664.8
At 31 December 2002 137.6 6.8 268.4 – 412.8
In the opinion of the directors the value of the interests in the group undertakings is not less than that stated in the relevant balance sheets.  the sixth sense of business 45
13 Fixed asset investments (continued)
Details of the principal investments in which the group or company holds more than 20% of the nominal value of any class of share capital,
each of which is represented by ordinary shares, are set out below. Each group undertaking operates principally in its country of
incorporation and has been included in the consolidated results. The principal activity of all the undertakings listed is the provision of
market information. All holdings are indirectly owned unless otherwise stated.
Ownership
2003 2002
Subsidiary undertakings Country of incorporation % %
AISA Czech Republic 75 –
CF Group Inc. Canada 100 –
CMR US 100 100
EMNID GmbH & Co Kg Germany 100 100
Gallup A/S Denmark 100 100
Louis Harris France SA France 100 100
MERAC Arabia Co Ltd Saudi Arabia 51 –
Migliara Kaplan Associates Inc. US 100 –
NIPO BV Netherlands 100 100
NFO BPS US 100 –
NFO Infratest AB Sweden 100 –
NFO Infratest GmbH & Co Germany 100 –
NFO Infratest SarL France 100 –
NFO Prognostics US 100 –
NFO Research Inc. US 100 –
NFO World Group Ltd UK 100 –
Norske Gallup Institutt A/S Norway 100 100
Secodip SA France 100 100
Sobemap Marketing SA Belgium 100 100
Sofres AM SA Spain 100 100
Taylor Nelson Sofres Asia Paciﬁc Pty Ltd Australia 100 100
Taylor Nelson Sofres Korea Korea 100 100
TNS UK Ltd (directly owned) UK 100 100
Taylor Nelson Sofres Mexico SA Mexico 100 100
Taylor Nelson Sofres Intersearch Corp. US 100 100
Taylor Nelson Sofres SA France 100 100
Taylor Nelson Sofres SA Spain 100 100
Taylor Nelson Sofres Suomi Oy (MDC Group) Finland 100 100
Taylor Nelson Sofres Entertainment Group Inc. US 100 100
Joint ventures 
CVSC Sofres Media Co Ltd China 68 68
CVSC TNS Research Co Ltd China 46 46
Finnpanel Finland 50 50
Latinpanel South America 33 33
Taylor Nelson Sofres NRC Japan 55 55
TNS ICAP Greece 51 51
Associated companies 
Burke, Inc. US 50 –
GIE Audiepub France 33 33
Marktest Portugal 40 40
NFO Infratest SL Spain 50 –
Telecontact International Holland 49 49 46 TNS annual report and accounts 2003
14 Stock – work-in-progress
Group Company
2003 2002 2003 2002
£m £m £m £m
Work-in-progress 64.5 28.8 – –
15 Debtors
Group Company
2003 2002 2003 2002
£m £m £m £m
Trade debtors 196.6 134.6 – –
Amounts owed by joint ventures 0.9 0.7 – –
Amounts owed by associated undertakings 0.9 0.9 – –
Dividends receivable – 0.6 – 54.5
Deferred tax asset 11.1 0.5 – –
Other debtors 14.7 6.8 – –
Prepayments and accrued income 40.8 15.2 – –
265.0 159.3 – 54.5
Further analysis of the group’s deferred tax balances is provided in note 6. Deferred tax assets of £16.0m (2002 £0.4m) are recoverable after
more than one year.
16 Current asset investments
Group Company
2003 2002 2003 2002
£m £m £m £m
Current asset investments 0.9 – – –
All investments are unlisted and represent 100% of the issued transferable convertible redeemable cumulative preference share capital of
MRM Marketing Ltd, a UK company that carries out direct marketing. the sixth sense of business 47
17 Creditors
Group Company
2003 2002 restated 2003 2002
Amounts falling due within one year £m £m £m £m
Bank loans and overdrafts 107.0 40.8 105.0 40.6
Payments received on account 125.4 64.4 – –
Trade creditors 32.2 22.9 – –
Amounts owed to joint ventures 1.4 1.3 – –
Amounts owed to associated undertakings 0.2 0.2 – –
Corporation tax 15.3 6.7 – –
Other taxation and social security 34.0 27.5 0.1 0.1
Dividends payable 9.0 6.6 9.0 6.5
Other creditors 9.1 9.5 0.2 0.1
Obligations under ﬁnance leases 0.4 – – –
Accruals and deferred income 92.4 48.5 4.0 1.9
426.4 228.4 118.3 49.2
The 2002 ﬁgures have been restated due to a change in the revenue recognition policy (see note 1) resulting in an increase of £9.2m to
payments received on account.
Group Company
2003 2002 2003 2002
Amounts falling due after more than one year £m £m £m £m
Amounts owed to subsidiary undertakings – – 91.1 87.3
Bank loans 291.9 199.6 290.9 199.1
Obligations under ﬁnance leases 0.6 – – –
Other creditors 1.8 2.9 – –
294.3 202.5 382.0 286.4
Bank loans in the company include gross borrowings of $324.6m (£181.3m), c276.0m (£194.4m), and £25.2m that have been secured by
guarantees issued by certain of the group's subsidiary undertakings including Taylor Nelson Sofres BV, which also has its shares pledged
as security.
Interest on the secured committed bank facility of £490m (2002 £250m) is payable at the rate of 1.75% above LIBOR (2002 0.875% above
LIBOR). In addition the company has uncommitted facilities of £53m (2002 £60m) upon which interest is payable at between 0.50% and
1.00% above LIBOR (2002 between 0.25% and 0.875% above LIBOR).
Group Company
2003 2002 2003 2002
Bank loans are repayable as follows £m £m £m £m
Between one and two years 19.2 50.0 18.8 50.0
Between two and ﬁve years 272.5 149.4 272.1 149.1
Over ﬁve years 0.2 0.2 – –
291.9 199.6 290.9 199.1
£0.6m (2002 £nil) of obligations under ﬁnance leases is payable between one and two years. £0.4m (2002 £0.7m) of other creditors is
payable between one and two years, £1.3m (2002 £1.6m) between two and ﬁve years and £0.1m (2002 £0.6m) over ﬁve years. 48 TNS annual report and accounts 2003
18 Provisions for liabilities and charges
Contingent Pensions
deferred and other post
consideration employment beneﬁts Restructuring Vacant property Other Total
Group £m £m £m £m £m £m
As at 1 January 2003 17.5 2.2 – – 3.9 23.6
Acquisitions (note 12) – 10.3 3.8 4.3 3.0 21.4
Created 6.1 1.2 1.2 – 2.8 11.3
Released (0.1) (0.2) – – (0.1) (0.4)
Utilised (14.0) (1.4) (0.7) – (0.7) (16.8)
Exchange differences (0.1) (0.8) (0.4) (0.4) (0.2) (1.9)
Reclassiﬁcations – 1.1 – – 6.3 7.4
Notional interest 0.1–––– 0.1
As at 31 December 2003 9.5 12.4 3.9 3.9 15.0 44.7
Provisions for contingent deferred consideration have been discounted where the effect is material, using discount rates comparable with
bank lending rates available to the group. Deferred consideration represents amounts that the group is contractually bound to pay in the
future for acquisitions. The amounts are determined by future results of the acquired businesses or by TNS share price performance. The
provisions are determined with reference to the latest information available and are expected to be paid within one to three years of the
balance sheet date. A provision of £6.1m ($10m) for deferred consideration payable relating to the acquisition of NFO has been created in
the company and an additional £(0.6)m of exchange differences have arisen in the year. This is payable in cash if the TNS average share
price is greater than 146 pence for 20 consecutive trading days between 10 June 2004 and 9 August 2004.
Pension provisions are calculated from actuarial valuations of deﬁned beneﬁt plans or retirement beneﬁt plans across the group. The
provisions will be satisﬁed over the current service lives of employees. Post employment beneﬁt provisions are calculated from actuarial
valuations of post employment beneﬁt plans across the group and will be satisﬁed over the lives of the members. The total pensions and
post employment beneﬁts provision of £12.4m at 31 December 2003 consists of £7.8m (2002 £2.2m) of pension provisions, £1.8m (2002
£nil) of post retirement beneﬁts and £2.8m (2002 £nil) of statutory severance provisions payable when staff leave in certain territories.
Restructuring provisions consist of provisions acquired with NFO of £2.8m and £1.1m, relating to the reorganisation and integration of the
TNS and NFO businesses. An analysis of these provisions is shown below:
NFO TNS
reorganisation reorganisation Total
£m £m £m
As at 1 January 2003 –– –
Acquired with NFO 3.8 – 3.8
Created – 1.2 1.2
Utilised (0.7) – (0.7)
Exchange (0.3) (0.1) (0.4)
As at 31 December 2003 2.8 1.1 3.9
The NFO reorganisation provision includes £1.3m payable under contractual arrangements with employees for previous changes in control,
payable in 2004, and severance costs payable when the relevant employees leave NFO’s employment. These costs all relate to NFO
reorganisations carried out before the business was acquired by the group. The TNS reorganisation provision consists mainly of severance
costs and will be satisﬁed in 2004. 
Vacant property provisions represent the net rental cost to the group of empty leasehold properties up to the end of the relevant lease
periods. The provisions are expected to be utilised by 2013. Other provisions consists largely of panel incentives of £6.2m and closure
costs of £1.1m. The remaining provisions consist of liabilities arising as a result of ongoing litigation or claims and other amounts that are
not individually material to the group. The amounts are expected to be paid within one to ﬁve years.  the sixth sense of business 49
19 Financial instruments
TNS operates a central treasury function providing services to the group. It arranges loans and funding, invests surplus liquidity and
manages ﬁnancial risk. Group Treasury is not a proﬁt centre and no speculative trades are permitted or executed. It operates within speciﬁc
policies, agreed by the board, to control and monitor ﬁnancial risk within the group and reports regularly to the board against these policy
requirements. Monthly reports to the board summarise new Treasury activity and measures of effectiveness. Prudent and controlled use is
made of ﬁnancial instruments where appropriate, principally to reduce ﬂuctuation in interest costs. Forward exchange contracts and options
are used to reduce ﬂuctuation in exchange rates. Transactions are effected with relationship banks as counter parties.
For the purposes of the disclosures which follow in this note, short term debtors and creditors and provisions which arise directly from the
group’s operations have been excluded as permitted under FRS 13. The disclosures therefore focus on those ﬁnancial instruments that play
a signiﬁcant medium to long term role in the ﬁnancial risk proﬁle of the group. An analysis of the carrying value of all ﬁnancial assets and
liabilities is given in the fair value table on page 51.
Currency risk
The group's principal exposures to exchange rate ﬂuctuations arise on the translation of overseas net assets and proﬁts into sterling for
accounting purposes. The principal foreign currencies for the group are euro and US dollar. The group's transactional foreign exchange
exposure results mainly from sales and purchases of services between members of the group and is hedged by matching cash ﬂows
through a netting process. Any signiﬁcant residual exposures are covered on a short term basis by spot or forward exchange contracts.
Translation exposures arising on consolidation of the group's overseas net assets are reduced by broadly matching assets with borrowings
in each major foreign currency. This provides a hedge against currency ﬂuctuations by matching currency loans with the underlying assets
in the same currency. The net movement in exchange reserves after the effect of hedging is a loss of £19.4m after taxation (2002 loss of
£6.6m). The risk of currency translation of proﬁts denominated in foreign currency is partly mitigated by the use of option contracts. In 2003
the ﬁnancial effect of such items was immaterial.
Interest rate risk
The group has an exposure to variations in interest rates on its borrowings and manages these by ﬁxing debt through drawings of loans for
extended periods and the use of interest rate hedging products such as swaps and forward rate agreements. Group Treasury policy
requires between 25% and 75% of borrowings to be maintained at ﬁxed rates. However, to beneﬁt from the current low levels of interest
rates, the board has approved an increase in the maximum level of ﬁxed rate debt to 100%. At the year end, gross debt was £399.9m
(2002 £240.4m) of which £230.5m (58%) (2002 £148.9m (62%)) was at ﬁxed rate. Net debt at 31 December 2003 was £367.7m (2002
£204.8m).
The group uses derivative ﬁnancial instruments to hedge exposures to ﬂuctuations in interest rates on borrowings. Receipts and payments
on such instruments are recognised on an accruals basis, over the life of the instrument.
A 1% rise in interest rates would effect the overall interest charge as follows: GBP , no change (2002 £0.2m reduction); US, £0.4m increase
(2002 £0.4m increase); euro, £0.6m increase (2002 £0.2m increase).
Liquidity risk
The group maintains a balance between certainty of funding and a ﬂexible, cost effective structure. Policy therefore dictates at least 20%
capacity based on current debt proﬁle be maintained. At 31 December 2003, £490m (2002 £250m) of committed facilities and £53m 
(2002 £60m) of uncommitted facilities were available to the group. 50 TNS annual report and accounts 2003
19 Financial instruments (continued)
Currency and interest rate disclosure of financial assets and liabilities
The various interest rate and currency exposures of the group's ﬁnancial liabilities at 31 December were
Average years to maturity
Total Floating rate Fixed rate Floating Fixed
2003 £m £m £m rate rate
Sterling 20.8 0.2 20.6 3.1 3.1
Euro 196.8 95.2 101.6 3.1 3.1
US dollar 195.0 73.6 121.4 3.1 3.2
Other 0.7 0.4 0.3 2.0 1.3
413.3 169.4 243.9 3.1 3.1
Average years to maturity
Total Floating rate Fixed rate Floating Fixed
2002 £m £m £m rate rate
Sterling 24.6 – 24.6 – 2.8
Euro 117.8 30.8 87.0 2.1 2.4
US dollar 115.3 60.8 54.5 2.4 1.8
Other 0.3 – 0.3 – 1.1
258.0 91.6 166.4 2.3 2.3
Floating rate ﬁnancial liabilities bear interest at rates based on LIBOR or PIBOR. Fixed rate ﬁnancial liabilities relate to the hedged
proportion of borrowings, deferred consideration and future property rental provisions.
The weighted average interest rate for ﬁxed rate ﬁnancial liabilities is sterling 7.31% (2002 6.56%), euro 5.21% (2002 5.20%) and US dollar
3.75% (2002 4.71%).
The currency and interest rate exposures of ﬁnancial assets at 31 December were
2003 2002
£m £m
Sterling 7.7 20.5
Euro 11.1 7.5
US dollar 6.7 4.7
Other 6.7 2.9
32.2 35.6
Financial assets represents cash which attracts interest at ﬂoating rates. The group also holds £0.9m (2002 £nil) of transferable convertible
redeemable cumulative preference shares, which attract interest based on LIBOR (note 16).
The maturity proﬁle of the book value of the group's ﬁnancial liabilities is 
Total ﬁnancial liabilities
1
Gross borrowings
2
Net borrowings
3
2003 2002 2003 2002 2003 2002
£m £m £m £m £m £m
Within one year 115.1 54.0 107.4 40.8 75.2 5.2
Between one and two years 21.2 52.1 19.8 50.0 19.8 50.0
Between two and ﬁve years 275.1 151.7 272.5 149.4 272.5 149.4
Over ﬁve years 1.9 0.2 0.2 0.2 0.2 0.2
413.3 258.0 399.9 240.4 367.7 204.8
1
Bank loans net of arrangement fees, obligations under ﬁnance leases, future property rentals, and deferred consideration.
2
Bank loans net of arrangement fees and obligations under ﬁnance leases.
3
Gross borrowings less cash. the sixth sense of business 51
19 Financial instruments (continued)
The maturity proﬁle of the group's committed but undrawn borrowing facilities at 31 December was
2003 2002
£m £m
Within one year 23.4 45.9
One to two years 20.0 –
Two to ﬁve years 45.7 –
89.1 45.9
Analysis of net monetary assets and liabilities by reference to principal functional currencies
2003 2002
Euro US dollar Other Total Euro US dollar Other Total
£m £m £m £m £m £m £m £m
Functional currency
of group operations
Sterling 2.3 3.1 – 5.4 3.1 1.5 – 4.6
Euro – 0.6 0.2 0.8 – 0.1 – 0.1
US dollar (0.2) – 0.2 – (0.1) – – (0.1)
Other 0.1 (0.1) – – ––– –
2.2 3.6 0.4 6.2 3.0 1.6 – 4.6
Fair value of financial assets and liabilities
The table below comprises book value and fair value of the group's ﬁnancial assets and liabilities at 31 December. Fair value is based on
the market price of comparable instruments at the balance sheet date.
2003 2002
Book value Fair value Book value Fair value
£m £m £m £m
Overdraft, borrowings and ﬁnance leases (399.9) (399.9) (240.4) (240.4)
Deferred consideration and future property rentals (13.4) (13.4) (17.6) (17.6)
Cash and liquid funds 32.2 32.2 35.6 35.6
(381.1) (381.1) (222.4) (222.4)
Derivative instruments held to manage currency
exposure on future interest payments – (0.2) – (0.2)
Derivative instruments held to manage
interest rate exposure – (3.1) – (5.3)
Hedging gains and losses
At 1 January 2003, there were unrecognised losses on interest rate hedges of £5.3m. During 2003 £3.7m of losses (2002 £1.9m losses)
were recognised in the interest charge. The decrease in fair value relating to existing and new hedges during the year was £1.5m
(2002 decrease of £5.8m). At 31 December 2003, there were unrecognised losses on interest rate hedges of £3.1m (2002 £5.3m), of which
£2.0m is expected to be recognised in 2004 income and £1.1m in 2005 or later. There were no deferred gains or losses at 31 December
2003 (2002 £nil).
Gains and losses on financial assets and liabilities for which hedge accounting has been used
The group matches currency assets to loans/funding in the same or closely related currency. Under SSAP 20, the residue is passed to
reserves. In 2003, this totalled a loss of £19.4m (2002 loss of £7.3m). £9.5m of net exchange gains on foreign currency loans (2002 £5.7m)
have been offset in reserves against exchange losses on the net investment in overseas subsidiaries of £28.9m (2002 £13.0m). 52 TNS annual report and accounts 2003
20 Pensions and similar obligations
The group operates a number of pension and post retirement beneﬁt plans for its employees throughout the world, as well as complying with
local laws and regulations relating to the payment of retirement beneﬁts. The assets of all funded pension plans are held separately from
those of the group. Total provisions in respect of the group’s pension and post retirement beneﬁt plans are shown in note 18.
UK
The pension plans in the UK are primarily deﬁned contribution plans and the group's contribution to such plans ranges from 4% to 8% of
salary, rising with the age of employees. There are two deﬁned beneﬁt plans which are closed to new members and future accruals. Both
plans were valued by independent qualiﬁed actuaries in 2001 using the projected unit method. The market value of assets of these plans
was £3.6m, which represented 172% of the beneﬁts that have accrued to members. The principal assumptions used were a discount rate of
5.8% and that salary increases would be 3.0% per annum. Pension increases were assumed to be nil. The cost in the year for deﬁned
contribution plans was £1.9m (2002 £2.0m) and for deﬁned beneﬁt plans was £nil (2002 £nil).
France
Companies in France participate in state compulsory arrangements. Regulations in France require that a lump sum be paid to employees on
retirement, based on their ﬁnal salary and the number of years’ service. The provisions required to meet these amounts were assessed by
independent qualiﬁed actuaries in 2003 and full provision has been made for the £2.1m (2002 £1.5m) liability identiﬁed. Movements in the
liability are charged or credited to the proﬁt and loss account in the year they are identiﬁed.
US
There are deﬁned contribution pension plans in operation in the US, where the group undertakes to pay a contribution based on amounts
paid by employees up to a maximum. Costs are charged to the proﬁt and loss account in the period they are incurred. The group also
operates three deﬁned beneﬁt plans including the NFOR plan, which was acquired with the NFO acquisition. The NFOR plan was valued in
2003 by independent qualiﬁed actuaries using the projected unit method. Principal assumptions used were a discount rate of 6.25% and
salary increases of 3.50% per annum. Pensions increases were assumed to be nil. The market value of assets of this plan was £5.9m which
represented 54% of the accrued beneﬁts. The CMR plan was valued by independent qualiﬁed actuaries in 2002 using the unit credit method.
The market value of assets of this plan was £1.2m, which represented 175% of the accrued beneﬁts. The cost in the year for deﬁned
contribution plans was £1.2m (2002 £0.1m) and for deﬁned beneﬁt plans was £0.5m (2002 £nil).
There are also unfunded post retirement healthcare and life assurance plans, which were acquired with NFO. Liabilities have been calculated
by independent qualiﬁed actuaries in 2003 using actuarial valuations. Principal assumptions used were a discount rate of 6.25% and salary
increases of 3.50% per annum. The cost in the year was £0.1m (2002 £nil). Assumed healthcare inﬂation rates are 9% at 31 December 2003
grading down to 5% in 2008 and thereafter.
Netherlands
The group operates a deﬁned beneﬁt plan in the Netherlands. This plan is insured, although indexation increases to pensions in payment
remain the responsibility of the company. Provision for these indexation increases is made based on actuarial assessments made by
independent qualiﬁed actuaries in 2001. The cost in the year was £0.5m (2002 £0.6m).
Other countries
Where there are local requirements to provide lump sum payments at the time employees retire, provision has been made based on local
actuarial assessments. The cost in the year was £0.5m (2002 £0.3m).
FRS 17 disclosures
On 30 November 2000, the Accounting Standards Board introduced a new standard, FRS 17 Retirement Beneﬁts, replacing SSAP 24
Accounting for Pension Costs. FRS 17 is fully effective for periods beginning on or after 1 January 2005, although disclosures are required in
the transitional period. The third year of disclosures is set out below.  the sixth sense of business 53
20 Pensions and similar obligations (continued)
The following assumptions have been used to arrive at the FRS 17 valuations, for the principal plans:
UK France US Netherlands
2003 %%% %
Rate of increase in salaries 4.50 2.70 3.50 3.00
Rate of increase for pensions in payment and deferred pensions ––– 2.00
Discount rate 5.40 4.90 6.25 5.20
Inﬂation assumption 3.00 1.70 2.80 2.00
Long term expected rate of return on equities 6.25 6.25 9.00 7.50
Long term expected rate of return on bonds and cash 5.25 5.25 6.00 5.25
UK France US Netherlands
2002 %%% %
Rate of increase in salaries 3.90 2.50 3.30 1.50
Rate of increase for pensions in payment and deferred pensions – – – 1.50
Discount rate 5.50 5.40 6.20 5.40
Inﬂation assumption 2.40 1.50 2.30 1.50
Long term expected rate of return on equities 6.25 6.25 6.25 6.25
Long term expected rate of return on bonds and cash 5.25 5.25 5.25 5.25
UK France US Netherlands
2001 %%% %
Rate of increase in salaries 3.00 2.50 3.00 2.00
Rate of increase for pensions in payment and deferred pensions – – – 2.00
Discount rate 5.80 5.80 6.90 5.80
Inﬂation assumption 2.00 2.00 2.00 2.00
Long term expected rate of return on equities 6.25 6.25 6.25 6.25
Long term expected rate of return on bonds and cash 5.25 5.25 5.25 5.25
The valuation of plan liabilities has been updated to 31 December 2003 by independent qualiﬁed actuaries from the full actuarial valuation
detailed above by country. Contributions for 2004 are expected to remain at the same level as 2003.
The assets and liabilities of the pension and beneﬁt plans at 31 December 2003, 31 December 2002 and 31 December 2001 are as 
shown below.
UK France US Netherlands Other Total
2003 £m £m £m £m £m £m
Balance sheet
Equities 0.3 – 4.7 1.3 – 6.3
Bonds and cash 2.9 – 2.2 10.0 1.0 16.1
Market value of assets 3.2 – 6.9 11.3 1.0 22.4
Value of liabilities (2.7) (2.1) (13.6) (11.4) (4.0) (33.8)
Surplus/(deﬁcit) 0.5 (2.1) (6.7) (0.1) (3.0) (11.4)
Related deferred tax (0.4) – 2.2 – – 1.8
0.1 (2.1) (4.5) (0.1) (3.0) (9.6)
Funding level 119% – 51% 99% 25% 66%
Provisions carried under
SSAP 24 (9.9)
Increase in net assets
under FRS 17 0.3 54 TNS annual report and accounts 2003
20 Pensions and similar obligations (continued)
UK France US Netherlands Other Total
2002 £m £m £m £m £m £m
Balance sheet
Equities 0.2 – 0.6 2.3 – 3.1
Bonds and cash 3.0 – 0.3 6.2 – 9.5
Market value of assets 3.2 – 0.9 8.5 – 12.6
Value of liabilities (2.9) (1.7) (0.9) (8.1) (1.0) (14.6)
(Deﬁcit)/surplus 0.3 (1.7) – 0.4 (1.0) (2.0)
Related deferred tax (0.1) – – (0.2) – (0.3)
0.2 (1.7) – 0.2 (1.0) (2.3)
Funding level 110% – 100% 105% – 86%
Provisions carried under
SSAP 24 (2.6)
Increase in net assets
under FRS 17 0.3
UK France US Netherlands Other Total
2001 £m £m £m £m £m £m
Balance sheet
Equities 0.2 – 1.0 1.6 – 2.8
Bonds and cash 3.4 – 0.3 6.4 – 10.1
Market value of assets 3.6 – 1.3 8.0 – 12.9
Value of liabilities (2.1) (1.9) (0.7) (7.6) (0.7) (13.0)
(Deﬁcit)/surplus 1.5 (1.9) 0.6 0.4 (0.7) (0.1)
Related deferred tax (0.4) – (0.2) (0.1) – (0.7)
1.1 (1.9) 0.4 0.3 (0.7) (0.8)
Funding level 171% – 185% 105% – 99%
Provisions carried under
SSAP 24 (3.0)
Increase in net assets
under FRS 17 2.2 the sixth sense of business 55
20 Pensions and similar obligations (continued)
The following amounts would be recorded in the proﬁt and loss account under FRS 17.
UK France US Netherlands Other Total
2003 £m £m £m £m £m £m
Current service cost – (0.1) (0.5) (0.6) (0.5) (1.7)
Other finance income
Interest on liabilities (0.1) (0.1) (0.4) (0.4) – (1.0)
Expected return on assets 0.1 – 0.2 0.5 – 0.8
– (0.1) (0.2) 0.1 – (0.2)
UK France US Netherlands Other Total
2002 £m £m £m £m £m £m
Current service cost – (0.1) – (0.6) (0.3) (1.0)
Other finance income
Interest on liabilities (0.1) (0.1) (0.1) (0.4) – (0.7)
Expected return on assets 0.2 – 0.1 0.4 – 0.7
0.1 (0.1) – – – –
Under FRS 17, the group’s deﬁcit on its proﬁt and loss reserve would decrease from £68.6m to £68.3m (2002 decrease from £99.7m to
£99.4m). This would increase the group’s net assets from £81.9m to £82.2m (2002 increase from £31.7m to £32.0m).
The movement in the FRS 17 valuations from 31 December 2002 to 31 December 2003 and from 31 December 2001 to 31 December 2002
would be reﬂected as follows if they were recorded in the group accounts.
UK France US Netherlands Other Total
2003 £m %* £m %* £m %* £m %* £m %* £m %*
Statement of total
recognised gains and
losses (STRGL)
Actual less expected
return on assets 0.2 6 – – 0.4 6 2.3 20 – – 2.9 13
Change of assumptions (0.1) (4) (0.2) (10) – – (2.1) (18) – – (2.4) (7)
Experience gain/(loss) on 
scheme liabilities 0.1 4 – – 0.9 7 (0.6) (5) – – 0.4 1
0.2 (0.2) 1.3 (0.4) – 0.9
Movement in FRS 17
provision
Previous surplus/(deﬁcit) 0.3 (1.7) – 0.4 (1.0) (2.0)
Acquired with NFO –– (8.6) – (1.5) (10.1)
Contributions –– 1.3 0.4 – 1.7
Service cost – (0.1) (0.5) (0.6) (0.5) (1.7)
Other ﬁnance income – (0.1) (0.2) 0.1 – (0.2)
STRGL 0.2 (0.2) 1.3 (0.4) – 0.9
Current surplus/(deﬁcit) 0.5 (2.1) (6.7) (0.1) (3.0) (11.4) 56 TNS annual report and accounts 2003
20 Pensions and similar obligations (continued)
UK France US Netherlands Other Total
2002 £m %* £m %* £m %* £m %* £m %* £m %*
Statement of total
recognised gains and
losses (STRGL)
Actual less expected
return on assets (1.2) (38) – – (0.4) (44) –––– (1.6) (13)
Change of assumptions (0.3) (10) (0.1) (6) (0.2) (22) (1.2) (15) – – (1.8) (12)
Gain on scheme
liabilities 0.1 3 0.5 29 – – 1.5 18 – – 2.1 14
(1.4) 0.4 (0.6) 0.3 – (1.3)
Movement in FRS 17
provision
Previous surplus/(deﬁcit) 1.5 (1.9) 0.6 0.4 (0.7) (0.1)
Contributions 0.1 – – 0.3 – 0.4
Service cost – (0.1) – (0.6) (0.3) (1.0)
Other ﬁnance income 0.1 (0.1) ––––
STRGL (1.4) 0.4 (0.6) 0.3 – (1.3)
Current surplus/(deﬁcit) 0.3 (1.7) – 0.4 (1.0) (2.0)
* The percentage for actual less expected return on assets is expressed as a percentage of the market value of assets. The percentages for change of 
assumptions and gain/(loss) on scheme liabilities are expressed as a percentage of the value of liabilities.
21 Share capital
2003 2002 2003 2002
Number of shares Number of shares £000 £000
Authorised
Ordinary shares of 5p each 510,000,000 510,000,000 25,500 25,500
Allotted, called up and paid
At 1 January 391,152,393 389,236,975 19,558 19,462
Share options exercised during year
Acquisition of NFO – consideration 11,688,218 – 584 –
Acquisition of NFO – placement 39,100,000 – 1,955 –
Executive Share Plans 973,486 1,230,740 49 62
Savings Related Share Plans 472,297 26,182 24 1
QUEST – 456,144 – 23
WESP 5,153 202,352 – 10
At 31 December 443,391,547 391,152,393 22,170 19,558
As part of the acquisition of NFO, the company issued 11,688,218 shares for £15.3m ($25m) as part consideration for the deal.
The company also raised £52.0m by the placement of 39.1m shares at 133 pence on 14 May 2003 (see note 23). During 2003, 973,486
shares were issued to employees following the exercise of options under the Executive Share Option Plan for a total consideration of
£811,000. Since 31 December 2003, a further 16,000 shares have been issued to employees on the exercise of options granted under the
plan. During 2003, 472,297 shares were issued to employees following the exercise of options under the Savings Related Share Option
Plan for a total consideration of £359,000.
During 2003, no shares were issued to the QUEST. During 2003, 5,153 shares were issued to employees following the exercise of options
under the WESP for a total consideration of £7,000. Since 31 December 2003, no further shares have been issued to employees or to the
QUEST on the exercise of options granted under the QUEST, Savings Related Share Option Plan or WESP . the sixth sense of business 57
22 Options and rights in shares of the company
At 31 December 2003, options had been granted and were still outstanding in respect of the company’s shares under the company share
option plans. Details of the plans are set out in the remuneration report on pages 73 to 79. The exercise of options under the Executive
Share Option Plan, the Savings Related Share Option Plan and the WESP may require the issue of new shares. The long-term incentive
plans and equity participation plan use shares held by the ESOP and EBT trusts.
Exercise price 2003 2002
Year of grant pence Exercise period Number of shares Number of shares
Long-Term Incentive Plans
1996 12.125 1999-2003 – 19,250
1997 12.125 2000-2004 33,000 68,000
1998 12.125 2001-2005 163,634 636,360
1998 95.000 2001-2005 1,406,821 2,182,731
1998 75.000 2001-2005 365,000 2,045,000
1999 75.000 2002-2006 450,000 500,000
2002 75.000 2005-2009 295,275 295,275
2002 – 2004-2009 116,000 116,000
2,829,730 5,862,616
Executive Share Option Plans
1993 22.95 1996-2003 – 49,512
1994 27.72 1997-2004 – 55,014
1996 47.48 1999-2006 25,031 57,213
1997 47.48 2002-2007 91,322 202,449
1998 86.25 2001-2008 610,750 1,226,750
1999 136.75 2002-2009 1,107,604 1,301,234
1999 185.00 2002-2009 40,000 40,000
2000 237.50 2003-2010 1,414,000 1,403,000
2001 218.00 2004-2011 1,630,000 1,690,000
2001 203.50 2004-2008 430,000 430,000
2002 232.50 2005-2009 984,701 1,009,701
2002 195.00 2005-2009 1,647,500 1,692,500
2002 184.00 2005-2009 1,078,500 1,078,500
2002 184.00 2005-2012 181,500 181,500
2002 141.00 2005-2009 260,000 260,000
2003 102.00 2006-2013 196,854 –
2003 102.00 2006-2010 4,006,146 –
2003 213.00 2006-2013 98,588 –
2003 213.00 2006-2010 4,253,254 –
18,055,750 10,677,373
Savings Related Share Option Plan
1996 31.81 2001-2003 – 90,711
1997 38.17 2002 – 17,352
1997 38.17 2004 129,723 129,723
1998 87.00 2003 14,827 384,854
1998 87.00 2005 110,621 119,406
1998 167.00 2002 – 1,972
1999 135.00 2004 272,800 307,350
1999 135.00 2006 52,800 60,966
580,771 1,112,334 58 TNS annual report and accounts 2003
22 Options and rights in shares of the company (continued)
Exercise price 2003 2002
Year of grant pence Exercise period Number of shares Number of shares
Worldwide Employee Sharesave Plan
1999 91.50 2004-2005 704,899 763,259
1999 129.50 2004-2005 80,739 86,854
1999 145.00 2005 29,736 36,192
1999 181.00 2003 – 26,256
2000 249.50 2003-2004 62,626 93,024
2000 200.00 2005-2006 267,014 393,320
2000 200.00 2007-2008 37,479 49,899
2000 235.56 2005-2006 44,892 47,924
2000 248.50 2005-2006 – 5,837
2001 213.50 2004-2005 72,677 113,613
2001 171.00 2006-2007 259,970 466,827
2001 171.00 2008-2009 27,413 37,467
2001 218.40 2006-2007 18,049 21,712
2001 213.50 2006-2007 4,244 4,244
2001 160.00 2004-2005 21,081 39,147
2001 128.00 2006-2007 55,921 112,192
2002 228.00 2005 103,449 189,956
2002 183.00 2007 319,458 654,964
2002 194.00 2007 2,013 2,013
2002 228.00 2007 1,960 1,960
2002 224.00 2007 5,623 5,623
2002 183.00 2009 18,538 53,184
2002 131.00 2005-2006 9,714 25,893
2002 105.00 2007-2008 30,690 83,755
2003 114.00 2006-2007 728,479 –
2003 91.00 2008-2009 2,233,262 –
2003 120.00 2007-2008 2,006 –
2003 96.00 2008-2009 37,944 –
2003 91.00 2010-2011 202,921 –
5,382,797 3,315,115
Equity Participation Plan
2003 – 2006-2013 132,030 –
2003 – 2006-2013 25,751 –
157,781 –
In accordance with UITF 17, the company has elected to apply the exemption for approved SAYE plans and equivalent overseas plans to
the Savings Related Share Option Plan and the WESP . the sixth sense of business 59
23 Share premium account and reserves
Share
premium Other Merger Proﬁt and
account reserves reserve loss account
Group £m £m £m £m
At 1 January 2003 as previously stated 105.3 1.2 – (90.5)
Prior year adjustment (note 1) – – – (9.2)
At 1 January 2003 as restated 105.3 1.2 – (99.7)
Exchange differences – – – (19.4)
Arising on issue of shares 15.8 – – –
Placement of share capital – – 50.0 –
Transfer to proﬁt and loss account on redemption of shares – – (50.0) 50.0
Disposal of goodwill in reserves – – – 0.7
Issue costs (1.1) – – –
Amounts arising from the exercise of share options (note 13) – 0.2 – –
Retained loss for the year – – – (0.2)
At 31 December 2003 120.0 1.4 – (68.6)
Goodwill arising on consolidation prior to 1 January 1998 of £144.7m has been eliminated against reserves.
Share
premium Other Merger Proﬁt and
account reserves reserve loss account
Company £m £m £m £m
At 1 January 2003 105.3 0.8 1.6 6.2
Exchange differences – – – (10.1)
Arising on issue of shares 15.8 – – –
Placement of share capital – – 50.0 –
Transfer to proﬁt and loss account on redemption of shares – – (50.0) 50.0
Issue costs (1.1) – – –
Amounts arising on the exercise of share options (note 13) – 0.2 – –
Retained loss for the year – – – (30.3)
At 31 December 2003 120.0 1.0 1.6 15.8
The merger reserve in the company arises on the issue of shares as consideration for acquisitions and has been offset against the proﬁt
and loss reserve on consolidation. During the year, the company raised £52.0m by the private placement of 39.1m ordinary 5p shares for
133 pence per share. The shares were issued in exchange for 100% of the equity and preference share capital of Nectar Capital Limited
(NCL), a company incorporated in Jersey. NCL was incorporated to facilitate the acquisition of NFO. The premium on the placement shares
was taken to the merger reserve in accordance with the provisions of section 131 of the Companies Act 1985 and subsequently transferred
to the proﬁt and loss reserve on the redemption of the shares in NCL. Issue costs of £1.1m relate to expenses incurred in connection with 
the placement. 60 TNS annual report and accounts 2003
24 Related party transactions
2003 2002
Transactions with associated undertakings £m £m
Turnover 0.5 0.3
Purchases (0.2) (0.5)
Amounts owed to associated undertakings at 31 December (0.2) (0.2)
Amounts owed by associated undertakings at 31 December 0.9 0.9
Transactions with joint ventures
Turnover 1.8 1.0
Purchases (1.0) (1.1)
Amounts owed to joint ventures at 31 December (1.4) (1.3)
Amounts owed by joint ventures at 31 December 0.9 0.7
Prior to its acquisition by TNS, NFO incurred service charges of £1.7m charged by its parent, IPG, in 2003 (2002 £5.8m) and interest
charges on intercompany funding of £2.9m (2002 £6.2m)
25 Consolidated statement of cash flow
2003 2002
Reconciliation of operating profit to net cash inflow from operating activities £m £m
Operating proﬁt 45.7 38.3
Amortisation and impairment of intangible ﬁxed assets 23.8 20.0
Depreciation of tangible ﬁxed assets 22.5 19.3
Proﬁt on sale of ﬁxed assets (1.2) (0.3)
Decrease in stock – work-in-progress 8.5 6.1
(Increase) in debtors (16.5) (12.5)
Increase/(decrease) in creditors 20.0 (4.4)
Increase in provisions 2.1 0.5
Net cash inﬂow from continuing operating activities 104.9 67.0
Operating cash ﬂows from continuing activities include an outﬂow of £5.5m relating to integration costs of £9.0m.
2003
Reconciliation of net cash flow to movement in net debt £m
Decrease in cash in the year (3.0)
Cash inﬂow from increase in debt (170.5)
Change in net debt resulting from cash ﬂows (173.5)
Translation difference 9.2
Non-cash movement (1.7)
Capitalised arrangement fees 5.6
Loans and ﬁnance leases acquired (2.5)
Movement in net debt in the year (162.9)
Net debt at 1 January 2003 (204.8)
Net debt at 31 December 2003 (367.7) the sixth sense of business 61
25 Consolidated statement of cash flow (continued)
Analysis of net debt
At 1 Jan Exchange Non-cash At 31 Dec
2003 Cash ﬂow movement Acquisitions movements 2003
£m £m £m £m £m £m
Cash at bank and in hand 35.6 (13.9) (0.4) 10.9 – 32.2
Loans repayable within 1 year (40.8) (68.3) 3.5 (1.4) – (107.0)
Loans repayable after more 
than 1 year (199.6) (96.6) 6.0 – (1.7) (291.9)
Obligations under ﬁnance leases – – 0.1 (1.1) – (1.0)
(204.8) (178.8) 9.2 8.4 (1.7) (367.7)
The net non-cash movement represents principally the amortisation and write off of arrangement fees.
Analysis of the net cash outflow in respect of the purchase of subsidiary undertakings and businesses
2003
£m
Cash consideration
prior year acquisitions (14.0)
2003 acquisitions including £2.2m recoverable (265.8)
(279.8)
Net cash acquired 10.9
Net cash outﬂow in respect of the purchase of subsidiary undertakings and businesses (268.9)
26 Financial commitments
Group Company
2003 2002 2003 2002
Capital commitments £m £m £m £m
Contracted but not provided for – 0.5 – –
Annual lease commitments
Operating leases which expire
2003 2002
Property Equipment Property Equipment
£m £m £m £m
Within one year 2.7 1.8 3.1 0.7
In two to ﬁve years 10.9 2.8 7.1 1.0
Over ﬁve years 7.9 – 6.6 –
21.5 4.6 16.8 1.7 62 TNS annual report and accounts 2003
27 Guarantees and contingencies
Bank loans and credit facilities of the group have been jointly and severally guaranteed by the company and certain subsidiary undertakings.
The maximum liabilities which could arise under these arrangements are £490m (2002 £250m). At 31 December 2003, amounts outstanding
were £400.9m (2002 £204.1m). The shares of Taylor Nelson Sofres BV, a subsidiary undertaking, have been pledged as security in relation to
these arrangements.
Sofres SA has provided guarantees in the form of a letter of intent in relation to loans taken out to purchase properties in France. 
At 31 December 2003, the total loans outstanding were £0.4m (2002 £0.5m), of which £nil (2002 £nil) was secured over relevant properties.
A number of group companies have provided guarantees relating to rental commitments and commercial contracts in the normal course of
business. At 31 December 2003, the total amounts guaranteed were £3.8m (2002 £1.0m).
Various group companies are parties to legal actions and claims, the most signiﬁcant of which are associated with employment-related
matters of £4.4m (2002 £3.0m). Although there is uncertainty regarding the ﬁnal outcome of these claims, the directors believe that adequate
provision has been made for anticipated liabilities.
The group is also involved in various other legal proceedings arising out of the normal course of business. The directors believe that the
outcome of these proceedings is uncertain but is unlikely to have a material effect on the group’s ﬁnancial position. the sixth sense of business 63
We have audited the ﬁnancial statements which comprise the group proﬁt and loss account, the group and company balance sheets, the
group cash ﬂow statement, the statement of total recognised gains and losses, the reconciliation of movements in shareholders’ funds and
the related notes to the ﬁnancial statements. 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 in to whose hands it may come save where expressly agreed by our prior consent 
in writing.
We report to you our opinion as to whether the ﬁnancial statements give a true and fair view and whether the ﬁnancial statements and the
auditable part of the directors’ remuneration report have been properly prepared in accordance with the Companies Act 1985. We also
report to you if, in our opinion, the directors' report is not consistent with the ﬁnancial statements, if the company has not kept proper
accounting records, if we have not received all the information and explanations we require for our audit, or if information speciﬁed by law
regarding directors’ remuneration and transactions is not disclosed.
We read the other information contained in the annual report and consider the implications for our report if we become aware of any
apparent misstatements or material inconsistencies with the ﬁnancial statements. The other information comprises only the strategic focus,
ﬁnancial highlights, maintaining the momentum, specialist sectors, expertise, review section, market developments, chairman’s statement,
chief executive’s statement, ﬁnance director’s review, main board directors, directors' report, corporate governance statement, the
unaudited part of the directors’ remuneration report, ﬁve year summary, shareholder information and ﬁnancial calendar. 
We review whether the corporate governance statement reﬂects the company's compliance with the seven provisions of the Combined
Code (issued in June 1998) speciﬁed for our review by the Listing Rules of the Financial Services Authority, and we report if it does not. 
We are not required to consider whether the board’s statements on internal control cover all risks and controls, or to form an opinion on the
effectiveness of the company’s or group’s corporate governance procedures or its risk and control procedures. 
Basis of audit opinion
We conducted our audit in accordance with auditing standards issued by the Auditing Practices Board. An audit includes examination, 
on a test basis, of evidence relevant to the amounts and disclosures in the ﬁnancial statements and the auditable part of the directors’
remuneration report. It also includes an assessment of the signiﬁcant estimates and judgements made by the directors in the preparation of
the ﬁnancial statements, and of whether the accounting policies are appropriate to the company’s circumstances, consistently applied and
adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to
provide us with sufﬁcient evidence to give reasonable assurance that the ﬁnancial statements and the auditable part of the directors’
remuneration report are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we
also evaluated the overall adequacy of the presentation of information in the ﬁnancial statements.
Opinion
In our opinion:
• the ﬁnancial statements give a true and fair view of the state of affairs of the company and the group at 31 December 2003 and 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
London, 8 March 2004
Independent auditors’ report
to the members of Taylor Nelson Sofres plc Driven by real expertise
top left to right
Tony Cowling, Mike Kirkham,
David Lowden
bottom left to right 
William Lipner, Andy Boland
top left to right 
Sharon Studer, Rob Rowley
bottom left to right 
Dr Neil Cross, Dr Stephan Buck, Rémy Sautter
64 TNS annual report and accounts 2003 Tony Cowling, Chairman 
3
Age 68. A founder member of Taylor Nelson
in 1965, he has played a key role in building
the company to its present position –
initiating many of its major acquisitions and
specialist divisions. Became Chief Executive
of Taylor Nelson AGB plc in 1989 and
Executive Chairman of the merged Taylor
Nelson Sofres at the end of 1997. He
relinquished his CEO responsibilities in
June 2001.
William Lipner, Vice Chairman
Age 56. Joined the board in July 2003,
following the acquisition of NFO
Worldgroup, Inc. (NFO). He chairs the board
that oversees the majority of the group’s
research interests in North America.
Originally joined NFO in 1974 and became
CEO in 1982. He was the driving force in
building NFO’s access panel business in
the US and in later establishing NFO’s
wider international business in 44 countries.
Mike Kirkham, Chief Executive 
3
Age 57. Joined AGB Research in 1970 and
was appointed to the Taylor Nelson AGB
board in 1992. He has extensive
international experience, having had
responsibility for a number of the group’s
activities in Europe, North America and
Asia. In 1999, he was appointed Head of
the sector executive committee,
responsible for growing international
specialist sector activities. Became Chief
Executive in June 2001. 
David Lowden, Chief Operating Officer
Age 46. Joined the group as Finance
Director in 1999 and became Chief
Operating Officer, with responsibility for 
the group’s regional operations, in October
2003. He previously worked for a number 
of international companies, including
ACNielsen and Federal Express
Corporation.
Andy Boland, Finance Director
Age 34. Joined the group and was
appointed to the board in January 2004.
From 1998 to 2002, he held a number of
finance positions at Cordiant
Communications Group plc and became
Group Finance Director in January 2003.
Prior to that he worked in treasury and
corporate finance at WPP Group plc,
having qualified as a Chartered Accountant
in 1995.
Non-executive directors
Dr Stephan Buck, Chairman of the
nomination committee 
2 3
Age 67. Joined the board of AGB in 1968,
shortly after its foundation and was
associated with its growth to become the
largest market research company in
Europe. In particular Dr Buck set up and
managed TV audience measurement
services internationally. He is an Honorary
Fellow of the Market Research Society 
and co-editor of its Journal.
Dr Neil Cross, Chairman of the audit
committee 
1 2
Age 58. Joined the board in December
1996. He was a director of 3i Group plc
from 1989 to December 1996. Among his
current non-executive directorships are
Alliance UniChem Plc, Close Technology &
General VCT PLC (Chairman) and Dawson
Holdings PLC. He is also Vice President of
The Royal Society for the encouragement
of Arts, Manufactures and Commerce 
(the RSA).
Main board directors
Rob Rowley, Senior Independent Director
Chairman of the remuneration 
committee 
1 2 3
Age 54. Joined the board in September
2002. From 1990 to 2001 he was on the
board of Reuters plc, serving as Finance
Director from 1990 to 2000 and then as
Chief Executive of Reuterspace. He is
currently Executive Deputy Chairman 
of Cable and Wireless plc and a 
non-executive director of Prudential plc.
Rémy Sautter
2 3
Age 58 Joined the board in November
2002. He is Chairman of Channel 5 and
RTL Radio. He is also a non-executive
director of PartnerRe Ltd., a NYSE-listed
global reinsurance company and two media
companies listed in France: M6-Métropole
Télévision SA and Wanadoo SA.
Sharon Studer 
1 3
Age 52. Joined the board in November
2003. She sits on the audit committee for
Oxford University and the Advisory Council
for the University of London’s QMW Public
Policy Group. Previously she was a Partner
in KPMG’s consulting practice, as well as a
Vice President at Knight Ridder and 3Com.
Ian Portal, Company Secretary 
1 Member of the audit committee
2 Member of the remuneration committee
3 Member of the nomination committee
the sixth sense of business 65 66 TNS annual report and accounts 2003
The directors of Taylor Nelson Sofres plc submit their annual report for the year ended 31 December 2003.
Principal activities of the group, review of the year and post balance sheet events
A description of the principal activities of the group, together with reviews of the trading results and developments for the year, including
the acquisition of NFO WorldGroup, Inc. (NFO), and of future developments are contained in the Chairman’s statement, the Chief
Executive’s statement and the Finance Director’s review on pages 20 to 27. 
There were no significant post-balance sheet events.
Share capital
Details of movements in the company’s issued share capital during 2003 are shown in note  21 to the financial statements. Included in the
movement during the year was a private placing for the issue of 39.1 million new ordinary shares of the company, priced at 133 pence per
share, which raised £52 million before expenses. Also included was the issue of 11,688,218 new ordinary shares in the company in part
payment for the acquisition of NFO; these shares were subsequently sold in the market in December 2003.  
Dividends
The directors recommend a final dividend for 2003 of 2.05p per share, payable on 5 July 2004 to shareholders on the register at the close
of business on 28 May 2004. The total dividend for the year, including the interim dividend of 0.95p per share paid in 2003, amounts to 
3.0p per share (2002 2.6p).
Directors
The directors of the company at the date of this report are as shown on page 65. David Lowden was appointed to the newly-established
board position of Chief Operating Officer on 9 October 2003. William Lipner, Sharon Studer and Andy Boland were appointed to the board
on 17 July 2003, 12 November 2003 and 12 January 2004, respectively and, in accordance with the articles of association, will retire and
offer themselves for election at the annual general meeting. Tony Cowling retires by rotation at the annual general meeting and offers
himself for re-election. Details of directors’ interests and, in relation to the executive directors only, awards under the share option and 
long-term incentive plans are given in the remuneration report on pages 73 to 79. There were no changes in the directors’ registered
interests in the shares of the company during the period from 31 December 2003 to 8 March 2004. No director had any material interest 
at any time during the year in any transaction of significance in relation to the group’s business.
Development activities
The group has a policy of investing in the development of services consistent with the overall group strategy. These investments were
controlled by senior management against an annual budget approved by the board. 
Substantial shareholdings 
As at 2 March 2004, the company had been notified of the following substantial interests (3 per cent or more) in its ordinary share capital: 
Shareholder Holding %
FMR Corporation and Fidelity International 51,453,631 11.58
Threadneedle Asset Management 46,354,815 10.44
Henderson Global Investors 27,820,233 6.26
HBOS 26,071,362 5.87
Baillie Gifford 19,711,128 4.44
Scottish Widows Investment 18,463,726 4.16
Legal & General Investment Management 14,203,081 3.20
Creditor payment policy
The group’s policy is to agree the terms and conditions of transactions with all suppliers in advance and to comply with them, subject to
satisfactory performance by the supplier. Taylor Nelson Sofres plc has no trade creditors. The equivalent of 38 days worth of purchases
were due to trade creditors of the group at the year-end. 
Directors’ report the sixth sense of business 67
Environmental policy
Given the nature of its activities, the group continues to have a minimal impact on the environment. The directors recognise, however, that
the group is a part of a wider community involving employees, shareholders, customers, suppliers and other stakeholders and that group
companies have a responsibility to act in a way that respects the environment. Initiatives have been taken, therefore, by many group
companies to improve environmental practices. These include effective recycling systems, as well as practices for the efficient use of
electricity.   
Health and safety 
The group aims to provide and maintain a safe environment for all employees, customers and visitors to its premises and to comply with
relevant health and safety regulation.  
Employee involvement
Full and open communication with employees is a priority for the group whose key asset is its staff. Internal communications are designed
to ensure that employees are well informed about the group’s strategy and performance, as well as of developments at a group-wide and
local level. The Intranet system is available to the majority of employees around the world, supported by print communications. Local
employee forums and work councils exist in a number of EU countries and the European Works Council discusses cross-border issues.
Wherever possible, vacancies that arise are advertised internally. Consideration is given to all applications for employment regardless of
gender, race, ethnic origin, disability, age, sexual orientation, religious or political beliefs. The group is supportive of the employment and
advancement of disabled persons or employees who become disabled during their employment.
The group encourages employee participation in its future through share ownership. During 2003, 3,288,518 ordinary shares were allocated
to the Worldwide Employee Sharesave Plan, 8,869,842 share options were awarded under the Executive Share Option Plan, 50,000 share
options were awarded under the Long-Term Incentive Plan and 157,781 shares were awarded under the Equity Participation Plan. During
the year, the group employed an average of 9,134 people worldwide until the acquisition of NFO in July 2003 and an average of 13,166
people thereafter. 
Charitable and political donations 
The group continues to support charitable causes and in 2003 donated £16,193 (2002 £17,127). The group made no political donations in
2003 (2002 £nil).
Authority to buy-in shares
Under article 51 of its articles of association the company is empowered to purchase its own shares. The directors consider that the power
to make purchases in the market of the company’s own shares should be maintained and the necessary special resolution will be proposed
at the annual general meeting. This power was not exercised during 2003.
Annual general meeting
The 2004 annual general meeting will be held on 12 May 2004 at 11.30 am at Taylor Nelson Sofres plc, TNS House, Westgate, London, 
W5 1UA. The notice convening the annual general meeting is contained in a separate circular sent to shareholders with this report. 
Auditors
A resolution to reappoint PricewaterhouseCoopers LLP as auditors to the company will be proposed at the annual general meeting.   
Statement of directors’ responsibilities
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; 
• prepare the financial statements on a going concern basis unless it is inappropriate to presume the group will continue in business.
The directors confirm that they complied with the above requirements in preparing the financial statements. 
The directors are also 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. 68 TNS annual report and accounts 2003
Going concern
The financial statements, which appear in this report, have been prepared on a going concern basis. After making appropriate enquiries, 
the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the 
foreseeable future.
International Financial Reporting Standards (IFRS)
The Council of the European Union announced in June 2002 that listed companies would adopt IFRS, formerly known as International
Accounting Standards, from 1 January 2005. The adoption of IFRS will be first reflected in the group’s interim report for the six months
ending 30 June 2005. The group is in the process of planning for these changes.
By order of the board
Ian Portal
Company Secretary
8 March 2004 the sixth sense of business 69
Part one
The board practises good corporate governance and supports the new Combined Code on Corporate Governance, issued by the Financial
Services Authority in July 2003 (the Combined Code). The board has decided to report on how it has applied the Combined Code rather
than delay reporting until next year, when full adoption of the Combined Code is mandatory.
The company has applied the principles of the Combined Code as follows:
The board
The board comprises the Chairman, Vice Chairman, Chief Executive, Chief Operating Officer and Finance Director, as well as five
independent non-executive directors. The non-executive directors, with their broad range of experience, bring an important independent
perspective to board decision making. 
Tony Cowling chairs the board and Mike Kirkham is Chief Executive. The board has agreed their respective roles and responsibilities, to
ensure they are clearly defined and that there are appropriate checks and balances in place. Rob Rowley acts as the senior independent
non-executive director.
Biographical information on the board directors is given on page 65.
The board is accountable to shareholders for the group’s business operations and affairs. It participates in the establishment of the group’s
strategy and oversees its implementation. The board is responsible for monitoring the group’s financial and operational performance and
appropriate risk management. In addition, it ensures that appropriate corporate governance procedures are in place to protect the interests
of shareholders and other stakeholders. 
The chairman meets regularly with the non-executive directors to consider their views. They constructively challenge and help develop
proposals on strategy at meetings specifically set up for the purpose, which are attended by all board members. 
There is a formal schedule of matters specifically reserved for decision by the board that includes, inter alia, the approval of long term
objectives and commercial strategy, financial statements, major changes to the group’s corporate structure, major acquisitions and
disposals, dividend payments, expenditure authority levels and treasury and risk management procedures. The following table identifies the
number of board and committee meetings held during 2003 and the attendance record of individual directors. 
Board meetings Committee meetings
Regular Ad hoc Audit Nomination Remuneration
Number of meetings in year 9733 6
Executive directors
Tony Cowling 9 7 n/a 3 n/a
Mike Kirkham 8 7 n/a 2 n/a
William Lipner
1
42 n/a n/a n/a
David Lowden 8 7 n/a n/a n/a
Non-executive directors
Stephan Buck 9733 6
Neil Cross 9633 6
Rob Rowley 9723 6
Rémy Sautter 8 6 n/a 2 5
Sharon Studer
2
2110 n/a
1  appointed on 17 July 2003
2  appointed on 12 November 2003
Independent non-executive directors
The board has determined that all of its non-executive directors are independent. Stephan Buck has been a member of the board for 
more than nine years and had until 6 April 2003 a consultancy contract for services provided to the company. These factors do not 
conform to the criteria given in the Combined Code to assist boards in determining whether a director is independent. As allowed by 
the Combined Code, however, the board has determined that, in its opinion, Stephan Buck is independent. The board believes that he is
independent both in opinion and judgement and that he demonstrates this at board meetings, where he actively scrutinises the company’s
performance. Furthermore, his extensive knowledge of the company and market information industry is of great benefit to board and
committee discussions.
Corporate governance 70 TNS annual report and accounts 2003
The terms and conditions of appointment for each of the non-executive directors are highlighted in the remuneration report.   
Information and professional development
The group has a formal induction programme for newly appointed directors to meet key personnel and, on request, major shareholders. 
On an on-going basis, regular presentations and site visits are given to board members to keep them up-to-date with the group’s activities.
During the year, some directors attended tailored training programmes, specific to their individual needs and such programmes are
available to all board members. The board is also regularly briefed on matters affecting the group’s activities, such as significant industry
developments, as well as changes to the legal and regulatory environment in which the group operates. Reporting is designed to ensure
that management submits all information relevant to board decisions, to board members, in a timely manner prior to each board meeting.
There is an agreed procedure whereby all board members may obtain independent professional advice in the furtherance of their duties.
Such advice was not sought by any director during 2003. All directors have access to the services of the Company Secretary.  
Performance evaluation
Board and committee evaluations were carried out for the first time in 2003 and will be held annually in future. Non-executive director
evaluations took the form of questionnaires and interviews conducted by the Chairman, with the Chairman’s review led by the non-
executive directors. This is followed up by a review of board performance involving all directors.   
Retirement by rotation
In accordance with the company’s articles of association, executive directors retire by rotation and submit themselves for re-election every
three years and non-executive directors every two years. 
Board committees
The board has three committees to assist in fulfilling its duties: an audit committee, a nomination committee and a remuneration committee.
Terms of reference for each of these committees have been reviewed and approved by the board to take account of the Combined Code.
They are posted on the company’s website and hard copies are available on request from the Company Secretary.
Audit committee
The audit committee consists of independent non-executive directors, one of whom has recent and relevant financial experience and is
chaired by Neil Cross. Its primary responsibilities include monitoring internal control and risk management systems, approving the group’s
accounting policies, reviewing the interim and annual financial statements before their submission to the board and keeping under review
the scope and costs of audit, as well as the nature and extent of non-audit services provided by the auditors.
During the year, the committee reviewed internal business and internal control reports, together with external audit reports. The external
auditor attended all audit committee meetings and met separately with the committee’s chairman.  
The committee has adopted a formal policy for the supply of non-audit services provided by its external auditors. Its aim is to ensure that
the independence and objectivity of the auditors is not compromised whilst, at the same time, allowing the company to benefit from their
expertise where it is needed. The policy provides that proposals for all non-audit work carried out by the company’s external auditors,
incurring fees of over £50,000, require the approval of the audit committee. All such proposals need to be accompanied by a written note to
the committee, specifying why the work would not compromise the external auditors’ independence and objectivity and stating why the
external auditors are being recommended for the work. In addition, the policy provides that all other non-audit work carried out for the
group by the company’s external auditors, which incurs fees of less than £50,000, be reported to the board on a regular basis.
The committee is entitled to take independent professional advice and has full independent powers of investigation and access to
information. No such advice was required in 2003. 
Nomination committee
The nomination committee comprises four independent non-executive directors, as well as the Chairman and Chief Executive. It is chaired
by Stephan Buck.  Its role is to review regularly the composition of the board, consider succession planning and nominate to the board, for
approval, candidates to fill board vacancies.   
Under the board appointment process, led by the nomination committee, it agrees a job specification that takes account of skills analysis of
the existing board members. Three specialised external consultancies are asked to tender for the business. The chosen consultancy
provides a list of potential candidates, from which the committee agrees a short list. Interviews are held by members of the committee and
the successful candidate is recommended for board approval.
Remuneration committee
The composition and responsibilities of the remuneration committee, together with an explanation of how it applies the principles of the
Combined Code in setting director remuneration, are included in the remuneration report on pages 73 to 79.    
Financial controls and reporting
The group operates a comprehensive system for financial reporting to the board, based on an annual budget and regular forecasts.
Financial performance is reported and appraised regularly and the operational management team identifies any new business matters, key the sixth sense of business 71
risks facing the operating units and recent acquisitions in its reports. The board approves budgetary expenditure in line with the group’s
corporate strategy. 
Internal control
The board is responsible for ensuring the group has an appropriate system of internal controls. Day-to-day management of those controls
is delegated to senior management of the relevant operating units. Each year, all operations perform an assessment of the effectiveness of
the internal controls in place in their business, through an internal control questionnaire and report their findings to the group. The group
has a business review department which reviews financial, operational, and compliance controls in a number of key businesses.
Recommendations are reported to senior management and, ultimately, to the audit committee and board. In 2003 six businesses were
visited. In December 2003, on the recommendation of the audit committee, the board agreed that the business review department should
also act as the company’s internal audit function and approved its terms of reference. 
By these mechanisms the board has conducted a review of the effectiveness of the group’s system of internal controls for the year ended
31 December 2003. The group’s system of internal controls is designed to manage, rather than eliminate, the risk of failure to achieve
business objectives and can only provide reasonable and not absolute assurance against material misstatement or loss.
In 2003, the key business, financial, operational and compliance risks facing the group were reviewed and prioritised. The procedures in
place to detect risks were addressed and the results were reported to the board. 
The board believes that there are appropriate on-going procedures for identifying and evaluating any significant risks faced by the group.
These procedures have been in place for the financial year covered by this report and up to the date the annual report and accounts were
approved. The procedures comply with the Internal Control Guidance for directors on the Combined Code. 
Code of conduct
In 2003, the company established a code of conduct, which employees are required to follow. It provides guidance and assistance on 
how employees should conduct business throughout the group, including how to manage relationships with the company’s stakeholders.
Employees are required to report suspected breaches of the code of conduct to the Company Secretary who reports directly to the
Chairman. 
Dialogue with institutional shareholders
The group has in place a structured programme of communications with shareholders. Executive directors and the Head of Investor
Relations meet regularly with existing and prospective institutional investors in the UK, Continental Europe and North America, to provide
background information regarding the group and to improve their understanding of the company’s business and strategy. In accordance
with the requirements of the Listing Rules of the UK Listing Authority, price-sensitive information is released to both institutional and private
shareholders at the same time.  Group results are announced twice a year and the presentations made to analysts are webcast on the
group’s website, www.tns-global.com, on the day of announcement. 
In addition, both the Chairman and the senior non-executive director communicate with the company’s brokers, to keep abreast of
institutional shareholders’ attitudes to the company. The Chairman and senior non-executive director offer annually to meet with major
shareholders to review with them the performance and governance of the group. All non-executive directors are offered the opportunity to
attend meetings with major shareholders. Directors are also kept informed of shareholders’ views via brokers’ briefings and surveys of
shareholders’ opinion. The annual general meeting provides an opportunity for all shareholders to meet with and question the directors.
During 2003, 12 Regulatory News Service announcements were released, informing the market of acquisitions, financial results and board
changes. These announcements, together with current and back issues of annual and interim reports, are available on the group’s website.  
Pension funds
The group operates a number of pension plans and post-retirement benefit plans for its employees throughout the world. The pensions
consist of defined benefit plans and defined contribution plans.
Assets of the pension funds established for the benefit of the group’s employees are held separately from those of the group. In the UK
these are held under trust by Taylor Nelson Sofres Trustees Limited, the board of which comprises both employee representatives and
group board members, in accordance with the requirements of the Pensions Act 1995. In the Netherlands, these are held by Stichting NIPO
Pension funds. In the US, the group operates a number of section 401K plans with independent providers, as well as the CMR LLC Union
Pension Plan, the assets of which are held under trust by Northwest Bank Minnesota, N.A, together with defined benefit plans sponsored
by TNSMI/CMR.  
For employees of TNS NFO, there are three active retirement plans. The first is the TNS NFO 401K plan with JP Morgan acting as the
trustee. The second is the NFO Research Profit Sharing Plan with KeyBank acting as the trustee, and the third is the NFO Research
Pension Plan (defined benefits) with KeyBank acting as the trustee. Details of pension commitments are given on pages 53 to 56.  72 TNS annual report and accounts 2003
Annual general meeting
At least 20 working days’ notice of the annual general meeting is given to shareholders. All results of proxy votes are read out, made
available for review during the meeting and recorded in the minutes of the meeting. The Chairman, executive directors and chairmen of 
the audit, nomination and remuneration committees aim to attend the annual general meeting and are available to answer questions 
from shareholders.
Part two
During 2003, the group complied with all the provisions set out in section 1 of the combined code dated June 1998, except to the extent
that the notice period in the service contract of Mike Kirkham, the Chief Executive, was two years, as explained in the remuneration report. 
The board has embraced the provisions of the Combined Code introduced in July 2003, and has, since then, set about implementing its
provisions, as illustrated above. Accordingly, the board now believes that it has the procedures necessary to comply with the new
provisions during 2004. the sixth sense of business 73
The remuneration committee comprises four of the non-executive directors as detailed on page 65 and throughout 2003 was chaired by
Rob Rowley. All members of the remuneration committee, in both 2003 and 2004, are considered by the board to be independent in
corporate governance terms (see the Corporate governance report for information on Stephan Buck). Mike Petch, Group Human Resources
Director and Jane Drysdale, Group Compensation and Benefits Director provide support and information to the remuneration committee.  
External advice is received from time to time from New Bridge Street Consultants (NBSC), Mercer Human Resource Consultants (Mercer)
and ORC Worldwide (ORC) on remuneration matters that affect senior executives. In addition, the group participates in and purchases a
number of remuneration surveys, the data from which are used to help formulate remuneration decisions. NBSC, Mercer and ORC provide
compensation advice to the human resources team on other remuneration-related matters, but do not undertake tax or audit services, or
any other services that may lead to a conflict of interest. 
The remuneration committee’s role is to advise the board on overall remuneration policy and, on its behalf, to determine the remuneration
packages of the executive directors and senior executives. The committee’s responsibilities are: 
• to ensure that, in determining salary, its policy and practices support business strategy by being competitive and cost-effective;
• to align the interests of executive directors and senior executives with those of shareholders, through the establishment of appropriate
short and long-term incentives;
• to determine performance targets applicable to the annual bonus and long-term incentives;
• to ensure that the determination of remuneration packages follows formal and transparent procedures, and that due regard is given to
any relevant legal requirements, the provisions and recommendations of the Combined Code and the UK Listing Authority’s Listing Rules
and associated guidance.
Remuneration policy 
The following remuneration principles apply across the group to all employees, including executive directors and senior executives:
• total remuneration should be structured to facilitate the recruitment and retention of key individuals;
• remuneration should be competitive in the local and global market places;
• bonus plans should be in place to encourage delivery against challenging annual financial targets;
• individuals’ long-term interests should be aligned with company performance through share option plans and equity participation;
• individuals should have an appropriate balance of salary, short and long-term incentives and benefits within their total remuneration.
In reviewing executive directors’ base pay, the committee takes into account external market data supplied by independent professional
sources. For competitive benchmarking purposes, the group continues to position itself against companies in the FTSE 250, with a specific
focus on those organisations with sector and size similarities. A number of the group’s key senior executives are located outside the UK.
Total remuneration, therefore, is compared internationally and locally. Whilst it is not currently possible to obtain comparable market
research-sector pay data, the company is itself working with ORC and other global market research companies to facilitate the
establishment of such a survey. In the meantime, particular regard is given as far as possible to the levels of remuneration in the sectors in
which the company competes. The remuneration committee’s objective is that cash remuneration is typically positioned at the median of
the comparative market place, with high-performing individuals able to increase their total remuneration above the median through their
annual bonus plans and incentive arrangements.
The fees of the non-executive directors are a matter reserved for the executive directors. The non-executive directors do not participate in
the company’s pension, annual bonus or share option plans and fees are paid entirely in cash. 
With effect from 1 January 2004 the company changed the fee structure for its non-executive directors, so that remuneration is built up
from a base fee, committee membership fees, and committee chairmanship fees, in line with the requirements of the Combined Code. 
The company currently has no plans to pay part of non-executive directors’ fees in shares.
Following the NFO acquisition, integration has been the primary goal for the company, with the aim of creating a harmonised approach to
total compensation, including employee benefits. This is seen as essential to facilitate career development and movement of employees
and to serve as an attraction and retention tool within the enlarged group. New senior roles have been created and a total review of senior
contracts and remuneration is currently underway, for conclusion in 2004. 
In the light of the enlarged group and associated broader responsibilities, the committee will be reviewing the overall remuneration package
for senior executives in 2004. 
Remuneration report 74 TNS annual report and accounts 2003
Board changes
Following the acquisition of NFO in July 2003, William Lipner, former Chairman and CEO of NFO, joined the board as Vice Chairman. 
In October 2003, David Lowden was promoted to the newly created board-level role of Chief Operating Officer. The company recruited 
Andy Boland as the new Finance Director in January 2004, until which time David Lowden held a dual role. Sharon Studer was appointed 
to the board as a non-executive director on 12 November 2003.
Chairman, Vice-Chairman and executive directors’ remuneration elements
Pay mix
Executive directors would normally expect to receive approximately 40 per cent of their total potential direct compensation from base
salary, and 60 per cent from variable, performance-linked pay (bonus plus share options), as illustrated below. 
Note
The expected value of share options has been calculated using a Black-Scholes Multiple of 51 per cent with a discount factor of 17 per cent for the applicable
performance conditions. Volatility has been calculated using weekly share prices over the three-year period prior to January 2004, in line with Mercer’s standard
methodology.
The value of Mike Kirkham’s benefits equates to approximately 13 per cent of his base pay and for David Lowden, the benefits value is
approximately 9 per cent of base pay. Tony Cowling’s benefits are worth approximately 5 per cent of base pay. 
William Lipner’s (see Board changes above and also refer to the Directors’ report) benefits were worth approximately 173 per cent of base
pay excluding 401K contributions. William Lipner’s contract was due to terminate on 31 December 2003 but it was mutually agreed to extend
this date until 31 March 2004 under his existing NFO terms and conditions of employment, with no additional benefits or payments due.
Base pay 
This is reviewed annually on 1 January and reflects the rate for the specific role. Base pay increases recognise external pay movements and
individual position, and base pay is the only pensionable element of remuneration. 
Annual bonus
Executive directors and senior executives have annual cash bonus plans that reward growth in profit and operating margin. Each year’s
results provide the platform for the next year’s target, encouraging a continuous drive for higher levels of performance. In 2004 the bonus
potential is a maximum of 100 per cent of base salary for Mike Kirkham and William Lipner, 90 per cent for David Lowden, and 75 per cent
for Andy Boland. 
David Lowden’s bonus maximum has increased from 80 per cent to 90 per cent in the light of his new role and increased responsibilities.
The remuneration committee has recently revised the structure of the bonus plan for the group’s senior executives, to be effective for 
2004. The financial targets have been broadened and for senior executives, excluding the main board, selective non-financial measures
have been included for the first time. The new plan will be rolled out to managing directors and country heads across the group during
2004 and 2005.
Long-term incentives 
Long-term incentive arrangements are employed as a performance incentive and as a key retention tool. Executive directors are eligible to
participate in the 2001 Executive Share Option Plan, the Equity Participation Plan and, in exceptional circumstances, the Long-Term
Incentive Plan. Participation is at the discretion of the remuneration committee, subject to the rules of the plans and within the terms of the
agreed remuneration policy.
Mike Kirkham, William Lipner, David Lowden and Andy Boland have the opportunity to be considered for an annual grant of options over
shares with a maximum market value, at the time of grant, of two times remuneration. 
Relative pay mix
0
Tony
Cowling
Mike
Kirkham
William
Lipner
David
Lowden 
20 40 60 80 100
% of total direct compensation    n Base salary   n Bonus (maximum)   n LTIP (maximum) the sixth sense of business 75
Pension 
Mike Kirkham and David Lowden are members of a money purchase plan governed by an independent trust. The group contributes 
8 per cent of salary for Mike Kirkham and 6 per cent of salary for David Lowden. The group will contribute 4 per cent of base salary for
Andy Boland in 2004. Tony Cowling’s membership of the plan ceased in January 2002.
Under the rules of the 2004 bonus plan, an executive may elect to sacrifice part, or all, of his or her annual bonus and request an
enhancement to his or her pension plan in lieu. 
In 2003, William Lipner was a member of a non-contributory defined benefit pension plan operated by NFO. The relevant disclosures of this
benefit required under the Companies Act and the Financial Service Authority's Listing Rules are set out below:
Age as at 31 December 03 56
Accrued pension
1
as at 31 December 02 $112,752
Increase in accrued pension
1
in year: 
Effect of inflation
2
$2,142
Increase in excess of inflation $858
Accrued pension
1
as at 31 December 03 $115,752
Transfer value
3
of accrued pension as at 31 December 02 $740,690
Increase in transfer value
3
of accrued pension during year (net of director's contributions
4
) $106,633
Transfer value
3
of accrued pension as at 31 December 03 $847,323
Normal retirement age under the plan is 65 years. The transfer value (less director's contribution) of the increase in accrued benefit 
(net of inflation) during the period was $6,281. The above table reflects 12 months’ pension. However, William Lipner has only been a
director since 17 July 2003.
Notes 
1The accrued pension is the annual payment on retirement based on service and salary as at the end of 2003.
2 Inflation is assumed to be 1.9 per cent based on the US Consumer Price Index for All Urban Consumers for December 2003.
3 The transfer value is the present value of the accrued pension and associated benefits as at 31 December 2003. The transfer value represents a liability of
the pension plan and is not a sum due or paid to the director.
4William Lipner made no contributions to the plan during the period.
Benefits 
Executive directors receive both individual permanent and private health insurance, independent financial and taxation counselling, life
assurance and health screening benefits. There is no company car benefit for any UK-based director.
William Lipner receives benefits that are relevant to the US. These include 401K plan participation, profit sharing, life assurance, health care,
a company car and leisure club membership. 
Equity-based incentive plans for employees and executives 
TNS’ philosophy is that, wherever feasible, TNS employees worldwide should have the opportunity to participate in equity-based incentive
and ownership plans. This policy helps the group to align the interests of employees from diverse backgrounds and cultures, to retain and
attract key senior executives and to incentivise business growth. 
In 2003, the remuneration committee approved the use of approximately 13.2 million shares across all the equity-based plans. Following
the acquisition of NFO, key senior executives were granted share options both to retain their key skills within the enlarged group and to
incentivise them to deliver high performance during the integration period and beyond.
It is anticipated that approximately 10 million shares will be needed to meet the 2004 long-term incentive plan requirements, and these will
be provided through a combination of newly issued and market purchased shares.
The remuneration committee has recommended that executive directors should be encouraged to hold shares in the group and it is
planned that this shareholding will be achieved through a policy of retention of a proportion of the shares gained through the options plans. 
2001 Executive Share Option Plan (ESP)
Executive directors and selected employees are eligible to participate in the plan at the discretion of the remuneration committee. Annual
grants of options may be made over shares worth up to twice the value of an individual’s remuneration. Grant levels are subject to the
individual’s performance and value to the business.
Options are exercisable between three and ten years after grant, subject to the achievement of the following performance conditions:
• for 50 per cent of each grant, growth in adjusted earnings per share (EPS) before goodwill charges must exceed inflation plus an
average of 4 per cent per annum over three years; and
• for the remaining 50 per cent, growth in adjusted EPS before goodwill charges must exceed inflation plus an average of 8 per cent per
annum over three years. 76 TNS annual report and accounts 2003
If performance conditions have not been met after three years, re-measurement will take place annually for up to two further years, using
the original year as a fixed base. If performance conditions have not been satisfied at this point, the options will lapse. Fixed-base 
re-testing is appropriate for this plan, as it is a key retention tool for the group that demands high levels of performance from its
participants. EPS was chosen as a suitable performance measure, as it provides a meaningful and clear measure of improvement in the
company’s financial performance and, as it is disclosed in the accounts, it is transparent to shareholders. 
The plan was used in 2003 to grant options to eight senior US executives in the group’s media intelligence business, as a replacement plan
for an existing contractual entitlement that was not fully aligned with the interests of the group as a whole.
Following the NFO acquisition a number of employees were identified who were considered critical for the integration and development of
the enlarged group. These employees were awarded share options under the ESP as a retention and incentive mechanism. Approximately
4.26 million options in total were granted to 77 employees and these vest under the terms of the ESP , which are outlined above. 
2001 Equity Participation Plan (EPP)
Executive directors and selected employees are eligible to participate in the plan at the discretion of the remuneration committee. Under the
plan, employees may deposit company shares, which they have previously purchased to a market value not exceeding 50 per cent of the
individual’s base salary in any one year. In return, a matching award is granted over shares with a market value on the day of grant equal to
half the pre-tax amount that would have been required by the individual to acquire the deposited shares. A matching award will normally be
exercisable between the third and tenth anniversaries of its grant, and is conditional upon the deposited shares being retained and the
executive remaining in employment at this time. 
The plan has been structured to provide an incentive for executives to build and maintain a shareholding in the company through purchases
of shares, thereby creating a clear alignment with shareholders. As the plan is designed to be highly retentive, and the maximum value of
matching awards is 25 per cent of gross base pay, it is not the intention of the remuneration committee to attach performance conditions to
the matching award at this stage.
In 2003, 16 high-performing, key employees were invited to participate in the EPP . 13 participants accepted this invitation, depositing an
average of 21 per cent of base salary in company shares. These will be matched after three years, conditional upon continued employment
and the retention of their deposited shares as outlined above.
The company intends to use the EPP again in April 2004, as a retention tool for up to 20 high-performing employees.
Worldwide Employee Sharesave Plan (WESP) 
The company continues to operate the WESP that was adopted in 1999 and replaced the Savings Related Share Option Scheme (SRSOS).
The plan is a share option plan in which the employee saves from salary, up to a maximum of £150 per month, over a fixed period of time,
for a minimum of three years, and is then given the opportunity to purchase fixed price shares, which may sometimes be at a discount to
market value, from his or her fund. The group uses the WESP to encourage global ownership of shares by employees.
The WESP will be operated again in 2004, when it will be extended to include former NFO employees. This will require the inclusion of
additional countries into the plan.
In 2004, the group will replace the existing WESP operating in the US with the more appropriate and tax-efficient qualified stock purchase
plan, the s423 plan. This will allow US employees to benefit from local tax dispensations and encourage increased participation.
Long-term incentive plan (LTIP)
The company’s LTIP is used to make awards of shares to selected employees and executive directors in recruitment or acute retention
situations, or other exceptional circumstances, at the discretion of the remuneration committee. Awards under the LTIP may be structured
as nil cost options or requiring the payment of an exercise price, which is set at the time of the grant. 
Performance conditions, set by the remuneration committee, are normally attached to awards. For 2000 and 2001 awards, the real
compound annual growth of the group’s EPS before goodwill charges over three consecutive financial years must exceed at least 
6 per cent. In most cases, the options are only exercisable in full if the rate so calculated is 12 per cent. For most other awards under the
LTIP , vesting will occur at the EPS performance hurdles described for the ESP on page 75 above. 
Vesting normally occurs after three years and, depending on the year of grant, there are different performance conditions. For awards made
under the plan prior to 2001, where 6 per cent and 12 per cent performance hurdles are used, re-testing may occur on a rolling three-year
basis throughout the life of the plan. For all awards made under the plan after 2001, where the 4 per cent and 8 per cent performance
hurdles are used, fixed-base re-testing may occur after years four and five only.
There is currently only one outstanding award under the LTIP to which no performance measures are attached. This was described in detail
in the 2002 remuneration report and is summarised in the table on page 79.
In 2004, the committee intends to make a one-off award of 180,000 nil cost options to David Lowden, with a view to providing
compensation for a complex role that is key to the progress of the group. The committee views this grant as important for retention the sixth sense of business 77
purposes. The award will be subject to the EPS performance conditions described for the ESP on page 75 above, except that performance
will be measured over a five-year period. 
Performance graph 
This graph illustrates the performance of Taylor Nelson Sofres plc and the FTSE 250 index over the past five years. The company has 
been a constituent of this index since May 1998 and the directors feel that it is the most meaningful one for comparative purposes. 
Value to the end of 2003 of £100 invested in Taylor Nelson Sofres on 31 December 1998, compared with £100
invested in the FTSE Mid 250 Index.
Service contracts
Directors’ service contracts reflect current practice and the specific circumstances of the group. There is typically no fixed term to the
contracts (except for William Lipner) and the remuneration committee has agreed that, going forward, notice periods within any new
contracts will be 12 months.
In the event of termination, all contractual obligations would be honoured by the company, subject to mitigation. If the contract were
terminated without giving proper notice, damages for breach of contract would be salary and any other benefits such as pension
contribution, health and life assurance but subject to mitigation by the director. If the contract were terminated with proper notice being
given, no damages would be paid. There are no contractual early termination liabilities for any director.
Contract or Date due for 
appointment date election/re-election Notice period
Executive directors
Andy Boland January 2004 May 2004 12 months rolling
Tony Cowling July 2001 May 2004 12 months rolling
Mike Kirkham January 1993 May 2006 24 months rolling
1
William Lipner July 2003 May 2004 9 months rolling
2
David Lowden March 1999 May 2005 12 months rolling
3
Non-executive directors
Stephan Buck April 1992 May 2005 Not applicable
Neil Cross December 1996 May 2005 Not applicable
Rob Rowley September 2002 May 2005 Not applicable 
Rémy Sautter November 2002 May 2005 Not applicable 
Sharon Studer November 2003 May 2004 Not applicable 
Notes 
1 The remuneration committee is in the process of finalising an updated contract for Mike Kirkham, which will reduce his current notice period of 24 months to
12 months with effect from 1 January 2005, in line with the requirements of the Combined Code.  Historically, 24 months’ notice was considered appropriate
based on his performance, position and the date of his original contract.
2 William Lipner received a one-off payment in 2003 of $3.7 million in settlement of an existing change of control liability under his NFO contract. His contract
was extended in December 2003 but is due to terminate on 31 March 2004. His NFO terms and conditions of employment include a 9-month termination
payment.
3With effect from 4 March 2004, David Lowden’s notice period in the event of change of control was reduced from 24 months to 12 months. Historically, 24
months was negotiated at the start of his contract, and was considered appropriate because of volatility within the market research sector.
1998 1999 2000 2001 2002 2003
400
350
300
250
200
150
100
50
Total shareholder return
at 31 December
• Taylor Nelson Sofres  
• FTSE Mid 250 index
Source: Datastream
Value £ 78 TNS annual report and accounts 2003
Directors’ interests in shares of the group
31 December 2002 
31 December 2003 (or date of appointment)
Beneficial Non-beneficial Beneficial Non-beneficial
Executive directors
Andy Boland –– ––
Tony Cowling 2,253,150 – 2,815,820 690,130
Mike Kirkham 342,836 – 194,654 –
William Lipner –– ––
David Lowden 50,000 – 25,000 –
Non-executive directors
Stephan Buck 63,000 – 63,000 –
Neil Cross 20,000 – 20,000 –
Rob Rowley 5,000 – ––
Rémy Sautter 5,000 – ––
Sharon Studer –– –
The following pages, together with the information relating to William Lipner’s pension on page 75 comprise the audited part of the
remuneration report.
Directors' emoluments
Money purchase
Total pension plan contributions
Salary Bonus Benefits Fees 2003 2002 2003 2002
Note £000 £000 £000 £000 £000 £000 £000 £000
Executive directors
Andy Boland 1 – – – – – – – – 
Tony Cowling 263 94 12 – 369 333 – 2
Mike Kirkham 347 206 16 – 569 496 28 26 
William Lipner 2 184 100 323 – 607 – – – 
David Lowden 3 297 134 8 – 439 380 18 16 
Non-executive directors
Stephan Buck 4 – – – 59 59 102 – – 
Neil Cross – – – 32 32 30 – – 
Jacques-Henri David 5 – – – 2 2 30 – – 
Nick Hodges 6 – – – – – 33 – – 
Rob Rowley 7 – – – 32 32 10 – – 
Rémy Sautter 8 – – – 30 30 4 – – 
Sharon Studer 9 – – – 5 5 – – – 
1,091 534 359 160 2,144 1,418 46 44 
Pierre Weill resigned from the board on 12 June 2001. He has been retained as a consultant to the group for a period of three years
from 1 November 2001, in which capacity he receives payments of approximately £300,000 per annum.
Notes
1 Andy Boland was appointed to the board on 12 January 2004.
2William Lipner was appointed to the board on 17 July 2003. He received matching contributions under the 401K plan (12 months contributions are reflected
above). For notes on pension entitlement see Benefits section of remuneration report. £279,000 of William Lipner’s benefits reflect a scheduled annual
payment of $465,000 payable from the age of 60 to 82, or earlier death. This is funded by a split dollar life insurance policy, to which the company is
scheduled to pay annual premiums (refundable when William Lipner reaches age 82 or earlier death) of $461,000 until he reaches 65 years of age.
3David Lowden reflects his new salary as Chief Operating Officer from 1 October 2003.
4 Fees to Stephan Buck include £27,840 as payment for consulting services to the group.
5 Jacques-Henri David retired from the board on 31 January 2003.
6 Nick Hodges retired from the board on 31 December 2002. 
7 Rob Rowley was appointed to the board on 1 September 2002.
8 Rémy Sautter was appointed to the board on 12 November 2002.
9 Sharon Studer was appointed to the board on 12 November 2003. the sixth sense of business 79
Directors’ interests in share options 
1 Jan 31 Dec Option Market price 
Plan 2003 Granted Exercised Lapsed 2003 price on grant Exercise period
Andy Boland – – – –
Tony Cowling WESP 1,687 – – 1,687 – 200p 267.5p 1 July 2005 – 31 Dec 2005
WESP 1,973 – – 1,973 – 171p 242.5p 1 July 2006 – 31 Dec 2006
WESP 833 – – 833 – 228p 236p 1 July 2005 – 31 Dec 2005
WESP – 10,829 – – 10,829 91p 144.5p 1 July 2008 – 31 Dec 2009
ESP 80,000 – – – 80,000 203.5p 205p 30 Jun 2004 – 30 Jun 2008
LTIP 568,182 – – – 568,182 95p 141.75p 30 Jun 2001 – 10 Jun 2005
Note 1 LTIP 181,818 – 181,818 – – 12.125p 136p 30 Jun 2001 – 2 Jun 2005
LTIP 116,000 – – – 116,000 Nil 177p 12 Apr 2004 – 1 Jul 2009
Mike Kirkham SRSOS 3,700 – – – 3,700 135p 147.5p 1 Jul 2004 – 31 Dec 2004
WESP 403 – – 403 – 249.5p 267.5p 1 Jul 2003 – 31 Dec 2003
WESP 1,808 – – – 1,808 183p 236p 1 Jul 2007 – 31 Dec 2007
ESP 200,000 – – – 200,000 203.5p 205p 30 Jun 2004 – 30 Jun 2008
ESP 15,000 – – – 15,000 184p 177p 31 Jun 2005 – 31 Jul 2012
ESP 285,000 – – – 285,000 184p 177p 31 Jul 2005 – 31 Jul 2009
ESP – 2,352 – – 2,352 102p 102p 4 Apr 2006 – 3 Apr 2013
ESP – 147,648 – – 147,648 102p 102p 4 Apr 2006 – 3 Apr 2010
Note 2 LTIP 568,182 – 568,182 – – 95p 141.75p 30 Jun 2001 – 10 Jun 2005
Note 1 LTIP 181,818 – 181,818 – – 12.125p 136p 30 Jun 2001 – 2 Jun 2005
William Lipner – – – – –
David Lowden SRSOS 5,000 – – – 5,000 135p 147.5p 1 Jul 2004 – 31 Dec 2004
ESP 150,000 – – – 150,000 203.5p 205p 30 Jun 2004 – 30 Jun 2008
ESP 15,000 – – – 15,000 184p 177p 31 Jul 2005 – 31 Jul 2012
ESP 185,000 – – – 185,000 184p 177p 31 Jul 2005 – 31 Jul 2009
ESP – 2,352 – – 2,352 102p 102p 4 Apr 2006 – 3 Apr 2013
ESP – 197,648 – – 197,648 102p 102p 4 Apr 2006 – 3 Apr 2010
Note 3 LTIP 500,000 – 50,000 – 450,000 75p 147.5p 30 May 2002 – 20 May 2006
EPP – 39,402 – – 39,402 Nil 189.5p 30 Sep 2006 – 29 Sep 2013
Total 3,061,404 400,231 981,818 4,896 2,474,921
Notes
1 The market value of the shares on the date of exercise was 102p.
2 The market value of the shares on the date of exercise was 169.5p.
3 The market value of the shares on the date of exercise was 220.5p.
4 Options granted under the SRSOS and the WESP and matching shares under the EPP are not subject to any performance conditions.
5 Options granted under the ESP are subject to the following performance conditions:
For 50 per cent of the award to vest, the real compound annual growth of the group’s adjusted EPS before goodwill charges, over three consecutive financial
years must exceed at least 4 per cent. The options are only exercisable in full if the rate so calculated is 8 per cent. Should the exercise conditions not be
met, re-testing may occur annually for up to two years, from the original fixed base year.
6 Options granted under the LTIP are subject to the following performance conditions:
For 2000 and 2001 the real compound annual growth of the group’s adjusted EPS before goodwill charges, over three consecutive financial years must
exceed at least 6 per cent. In most cases, the options are only exercisable in full if the rate so calculated is 12 per cent. Should the exercise conditions not
be met, re-testing may occur on a rolling three-year basis throughout the life of the plan. For all other awards (excluding point 7 below), the conditions
outlined under note 5 above apply.
7 Options over 116,000 shares were granted for nil consideration to Tony Cowling under the LTIP . No performance conditions were attached to this award, as it
represented the final element of compensation payable to him for the change in his role in June 2001.
8 The closing market price of the ordinary shares at 31 December 2003 was 208.0p and the range during the year was 101.5p to 226.75p.
Ian Portal
Company Secretary
8 March 2004 80 TNS annual report and accounts 2003
20032002 restated 2001 2000 1999 
£m £m £m £m £m
Turnover 
Continuing activities 805.2 618.9 582.7 479.3 380.9 
Less share of joint ventures (15.7) (15.7) (7.6) – – 
789.5 603.2 575.1 479.3 380.9 
Operating profit before goodwill charges 
and integration costs
Continuing activities 78.6 58.5 54.2 44.4 34.0  
Integration costs (9.0) –– ––
Goodwill charges (23.9) (20.2) (13.7) (5.4) (1.4)
Operating profit 45.7 38.3 40.5 39.0 32.6 
Share of operating profit of joint ventures 2.2 1.3 0.8 – – 
(after goodwill charges of £0.6m 
(£0.6m 2002, £0.2m 2001))
Operating profit including joint ventures
(before goodwill charges, 
and integration costs) 80.8 59.8 55.2 44.4 34.0
Integration costs (9.0) –– –
Goodwill charges (23.9) (20.2) (13.9) (5.4) (1.4) 
Operating profit including joint ventures 47.9 39.6 41.3 39.0 32.6
Share of operating profit of associates 0.6 0.2 – 1.2 0.9 
Net interest paid including finance charges (16.1) (11.2) (11.7) (7.8) (2.4)
Profit before taxation 32.4 28.6 29.6 32.4 31.1 
Taxation (18.0) (15.5) (13.3) (11.6) (10.4)
Profit after taxation 14.4 13.1 16.3 20.8 20.7
Minority interests (1.5) (0.7) (0.4) (0.3) (0.4)
Profit for the year 12.9 12.4 15.9 20.5 20.3
Dividends (13.1) (10.0) (9.0) (7.8) (6.5)
Retained (loss)/profit for the year (0.2) 2.4 6.9 12.7 13.8 
Net assets employed
Fixed assets 484.7 262.5 286.0 205.9 120.0 
Net current (liabilities)/assets (63.8) (4.7) 9.9 10.7 (17.0)
420.9 257.8 295.9 216.6 103.0 
Long term liabilities (294.3) (202.5) (220.6) (157.8) (49.2)
Provision for liabilities and charges (44.7) (23.6) (32.3) (22.6) (30.9)
Net assets 81.9 31.7 43.0 36.2 22.9 
Basic earnings per share (pence) 3.1 3.3 4.3 5.5 5.5 
Adjusted earnings per share before 
goodwill charges and intergration costs (pence) 10.5 8.6 8.0 7.0 5.9 
Dividends per share (pence) 3.0 2.6 2.4 2.1 1.8 
The preceding years have been restated to reflect rights issues and discontinued operations. The change in accounting policy disclosed in
note 1 has not been reflected in 1999-2001.
Five year summary Where can I find the latest
information on TNS?
The group’s website address is 
www.tns-global.com. 
Group announcements and webcasts of
financial presentations are posted on the
Investor Centre on the day of their release.
Other information of interest to investors,
including the latest share price, can also 
be found there.
How can I find out when the group
has made announcements?
You can register on the website to receive
email alerts of when announcements
become available on the internet.
Who should I contact if I have a
question about the company?
For investor enquiries and copies of the
annual report, please contact:
Janis Parks
Head of Investor Relations 
Taylor Nelson Sofres plc
Westgate, London W5 1UA
Tel  +44 (0)20 8967 1584
Fax  +44 (0)20 8967 1386
Email: janis.parks@tns-global.com
Where can I find more information,
or make enquiries, about my
shareholding?
The company’s registrar, Computershare
Investor Services, has a website containing
a range of information, which can be
accessed via the TNS Investor Centre at
www.tns-global.com or by email to
web.queries@computershare.co.uk.
How do I contact the registrar if 
I do not have internet access?
Please write to:
Computershare Investor Services PLC
P O Box 82, The Pavilions
Bridgwater Road, Bristol BS99 7NH 
Tel +44 (0)870 702 0000 
All correspondence should refer to Taylor
Nelson Sofres plc and include the
registered name and address of the
shareholder.
Can I receive TNS communications
electronically rather than by post?
TNS can notify you electronically when its
annual report and notices of general
meetings are posted on to the group’s
website. To register for this free service, go
to the Computershare website, which can
be accessed via the TNS Investor Centre at
www.tns-global.com.
Does TNS have a US listing?
It has a sponsored Level 1 American
Depository Receipt (ADR) program, for
which The Bank of New York acts as
Depository. A Level 1 ADR program is not
listed on a US stock exchange and trades
in the over-the-counter (OTC) market. 
The ADR trading symbol is TYNLY and
price quotes can be obtained from
www.pinksheets.com. 
One ADR represents 15 ordinary shares.
When dividends are paid to shareholders,
the Depository makes the equivalent
payment in US dollars to ADR holders. For
ADR shareholder enquiries, please contact:
Shareholder Relations
The Bank of New York
PO Box 11248, Church Street Station, 
New York, NY 10286-1258, USA
Tel +1 610 312 5315
From the USA  1-888-BNY-ADRS (toll free) 
Email: shareowner_svcs@bankofny.com
Website: www.adrbny.com.
When and where will the AGM be
held this year?
11.30 am on 12 May 2004 at Taylor Nelson
Sofres plc, Westgate, London W5 1UA.
What are the other key dates in the
TNS 2004 financial calendar?
8 March 2003 results announced
26 May Ex-dividend date
28 May Final dividend record date
5 July Final dividend payable
The 2004 interim results will be announced
in September.
Who are the company’s
advisers?
Auditors
PricewaterhouseCoopers
1 Embankment Place
London WC2N 6RH
Tel  +44 (0)20 7583 5000
Stockbrokers
Cazenove
20 Moorgate
London EC2R 6DA
Tel  +44 (0)20 7588 2828
Deutsche Bank AG London
1 Great Winchester Street
London EC2N 2DB
Tel  +44 (0)20 7545 8000
Bankers
The Royal Bank of Scotland plc
Waterhouse Square
138-142 Holborn
London EC1N 2TH
Tel  +44 (0)20 7427 8000
Financial advisers
Deutsche Bank AG London
1 Great Winchester Street
London EC2N 2DB
Tel  +44 (0)20 7545 8000
N M Rothschild & Sons Limited
New Court
St Swithin’s Lane
London EC4P 4DU
Tel  +44 (0)20 7280 5000
Shareholder information
Design and production The Workroom  Tel +44 (0)20 7608 0840  Email design@workroom.co.uk  Photography David Oliver, Tim Barker  Print the colourhouse Taylor Nelson Sofres plc
TNS House  Westgate  London  W5 1UA  United Kingdom  Tel +44 (0)20 8967 0007  Fax +44 (0)20 8967 4060  www.tns-global.com
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