Omega Diagnostics Group PLC  
Annual Report and  
Group Financial Statements 2013 Our mission is to improve 
human health and well-
being through innovative 
diagnostic products and 
global partnerships
Omega is focused on selling a wide range of specialist 
products, primarily in the immunoassay, in vitro 
diagnostics (IVD) market.
Overview
01 Highlights
02 What We Do
04 Chairman’s Statement
06 Our Markets
08 Strategy and KPIs
Business Review
10 Chief Executive’s Review
14  Segmental Review: Infectious Diseases
16  Segmental Review: Allergy and Autoimmune
16  Segmental Review: Food Intolerance
18 Financial Review
Governance
20 Board of Directors
21 Senior Management Team
22 Advisers
23 Directors’ Report
25  Directors’ Remuneration Report
27 Corporate Governance Report
29  Statement of Directors’ Responsibilities
Financial Statements
30 Independent Auditor’s Report
31  Consolidated Statement of 
Comprehensive Income
31 Adjusted Proﬁt Before Taxation
32 Consolidated Balance Sheet
33  Consolidated Statement of Changes in Equity
34 Consolidated Cash Flow Statement
35 Company Balance Sheet
36 Company Statement of Changes in Equity
37 Company Cash Flow Statement
38 Notes to the Financial Statements
61 Notice of Annual General Meeting
62 Notes to the Notice of Annual General Meeting
Contents
  Our business is split 
into three segments. 
Read about each in 
the Business Review 
from page 4 onwards
  Read more about our business on page 2 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
01
Overview Business Review Governance Financial Statements
Highlights
–  CD4 technical transfer from the Burnet Institute 
nearing completion, and grant of US patent. 
–  iSYS allergy program on track, with assay protocol ﬁnalised, 
to launch 40 allergen test menu by Q4 in FY14.
–  Strong performance from direct selling operations in India 
and exclusive distribution agreement for Food Detective
®
 
signed with Super Religare Laboratories.
–  Strong performance from Food Intolerance segment with 
Food Detective
®
 sales exceeding £1 million for the ﬁrst time 
and registration of Food Detective
®
 in China.
–  Appointment of Bill Rhodes as Non-executive Director. 
–  Successful equity placing to raise £4 million completed 
and oversubscribed.
Operational highlights
Visitect
®
 CD4 at actual size. 
The test enables CD4+ T-cell 
levels to be determined quickly 
and conveniently using a 
ﬁnger-prick blood sample, 
enabling patients to receive 
life-saving antiretroviral treatment.
  Read the full 
product focus 
on page 15
Find out more
Find up-to-date information at 
omegadiagnostics.com
Financial highlights
2012
11.3
11.1
2013
Sales (£m)
£11.3m
1%
2011
7.9
2012
7.1
7.0
2013
Gross profit (£m)
£7.1m
1%
2011
4.7
2012
0.8
1.0
2013
Adjusted PBT (£m)
£0.8m
 22.5%
2011
0.7
2012
63 63
2013
Gross profit (%)
63%
 
no change
2011
60 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
02
What We Do
Founded in 1987 by the current CEO Andrew Shepherd, the Omega 
business is focused on selling a wide range of specialist products, 
primarily in the immunoassay, in vitro diagnostics (IVD) market within 
three segments: Allergy and Autoimmune, Food Intolerance and 
Infectious Disease.
We’re committed 
to addressing global 
health challenges
How we work
We identify major 
health challenges...
...we form partnerships 
to help find solutions... 1 2
The Company’s global reputation 
stems from its beginnings as a 
manufacturer of tests for a range of 
infectious diseases such as syphilis, 
tuberculosis, dengue fever, chagas 
disease and malaria. This reputation 
led to the opportunity to commercialise 
a ground-breaking CD4 technology.
Partnership with Burnet Institute in 
Australia resulted in Omega securing 
an exclusive global licence to a unique, 
simple, lateral flow point-of-care device 
confirming patient CD4 count is above or 
below 350 cells μl. This has the opportunity 
to greatly reduce the number of patients 
lost to care as a result of the length of 
time between testing and treatment.
 Full review on page 8 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
03
Overview Business Review Governance Financial Statements
Our global presence
...we attain global reach by developing, distributing 
and selling products across three main areas: 3
Allergy and 
Autoimmune
Main products:
– Allergozyme
– Allergodip
– Genesis Elisa
Food 
Intolerance
Main products:
– Genarrayt
®
 Microarray
– Food Detective
– Foodprint service
Infectious 
Diseases
Main products:
– Immutrep Syphilis
– Micropath Bacterial tests
– Dengue Elisa
37%
 Full review on page 16
  See our global market 
focus on page 6
 Full review on page 16 Full review on page 14
 Where our products are distributed
 Where we have a direct presence
39% 24%
Revenue share Revenue share Revenue share 04
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Chairman’s Statement
The Group has taken a number of positive 
steps, both during the ﬁnancial year and 
since the year-end.
Achievements during the ﬁnancial year
 – Pre-launch of Visitect
®
 CD4 in 
Washington, US and Cape Town, 
South Africa.
 – Commencement of direct selling 
operations in India and exclusive 
distribution agreement for Food 
Detective
®
 signed with Super Religare 
Laboratories.
 – Award of grant funding of up to £0.15m 
from Scottish Enterprise.
 – Registration of Food Detective
®
 in China.
 – Increase in average revenue per 
Genarrayt
®
 system (excluding Spain) 
by 19% to £12,885.
 – Food Detective
®
 sales exceed £1m 
for the ﬁrst time.
Achievements since the year-end
 – Agreement intending to appoint 
Immunodiagnostic Systems Holdings plc 
(“IDS”) as exclusive allergy distributor 
in IDS’ core markets.
 – Appointment of Bill Rhodes as 
a non-executive director.
 – Grant of US patent for CD4.
 – Successful institutional placing raising 
£4m before expenses.
Financial performance
Turnover
Turnover for the Group showed a slight 
increase on the prior year at £11.26 million 
(2012: £11.12 million). Our Food Intolerance 
division grew turnover by 13% with continued 
growth in Genarrayt
®
 revenue, with France 
becoming the largest market by sales. 
Food Detective
®
 also performed well, 
exceeding the £1m sales barrier for the 
ﬁrst time. As reported at the half-year 
stage, the Allergy and Autoimmune division, 
particularly in Germany, was affected by 
the weaker pollen season and Euro exchange 
rate. A part recovery in the second half meant 
that turnover reduced by 7% for the year. 
Infectious Disease turnover was broadly 
unchanged, showing a slight decline 
of 1%, due mainly to a loss of revenue 
(approximately £0.2 million) following 
a ban of blood-based TB tests by 
the Indian government.
Visitect
®
 CD4 remains 
a signiﬁcant near-term 
opportunity for the Group 
and continues to attract 
substantial interest from 
the wider HIV/AIDS 
healthcare community.
In summary
–  Pre-launch of Visitect
®
 CD4 in Washington, US 
and Cape Town, South Africa
–  Commencement of direct selling operations in 
India and exclusive distribution agreement for Food 
Detective
®
 signed with Super Religare Laboratories
– Registration of Food Detective
®
 in China
–  Increase in average revenue per Genarrayt
®
 system 
(excluding Spain) by 19% to £12,885
– Food Detective
®
 sales exceed £1m for the ﬁrst time
David Evans Non-executive Chairman Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
05
Overview Business Review Governance Financial Statements
Gross proﬁt
Gross proﬁt amounted to £7.05 million 
(2012: £7.00 million) and the gross margin 
was practically unchanged at 62.6% 
compared to 63.0% in the previous year. 
This level of gross proﬁt was in line with 
expectation as the Food Intolerance and 
Allergy/Autoimmune divisions generate 
similar levels of gross proﬁt.
Adjusted Proﬁt before Taxation
The Group generated an adjusted proﬁt 
before tax (“adjusted PBT”) of £0.78 million 
compared to £1.00 million in the previous 
year. The reduction was mainly due to 
two reasons; ﬁrstly, the effect of increased 
costs associated with the direct subsidiary 
operation in India occurring at the same 
time as the loss of revenue from TB tests 
referred to above; and secondly, due to 
a reduced contribution from the Omega 
GmbH allergy business in Germany, for 
the reasons referred to above. There is 
a reconciliation between adjusted PBT 
and statutory PBT below the income 
statement on page 31.
Taxation 
The Group continues to beneﬁt from 
an enhanced level of R&D tax allowances. 
Due to the increase in capitalised development 
expenditure, which qualiﬁes for the 
aforementioned tax allowances, there is a 
tax credit of £0.31 million in the year compared 
to £0.05 million in the previous year.
Adjusted EPS
Given the tax credit situation above, the Group 
achieved an adjusted proﬁt after tax of £1.09 
million (2012: £1.05 million) resulting in adjusted 
earnings per share of 1.3p (2012: 1.2p). 
Balance sheet
Assets
 Intangible assets increased to £10.35 million 
(2012: £9.14 million) reflecting the level of 
capitalised development expenditure, offset by 
amortisation of intangible assets. There have 
been no impairment charges against goodwill 
or intangible assets throughout the year.
 Inventory levels increased marginally to 
£1.83 million (2012: £1.69 million) and reﬂect 
the additional need to carry inventory within 
our Indian subsidiary.
 Cash at the year-end reduced to £0. 16 million 
(2012: £1.16 million) reﬂecting the level of 
investment in development activity and loan 
repayments collectively exceeding cash 
generated from operating activities.
Liabilities
 Trade and other payables increased 
to £1.68 million (2012: £1.45 million).
 Total borrowings and other ﬁnancial liabilities 
reduced to £1.35 million (2012: £1.43 million) 
due mainly to repayment of loans of £0.5m 
and settlement of an IDS-iSYS licence fee 
instalment of £0.13 million, offset by the 
creation in the year of the liability for the ﬁnal 
licence fee payment of £0.5 million due to IDS.
Funding
During the ﬁnancial year, the Company 
negotiated an increase to its overdraft facility 
from £0.7 million to £1.7 million, repayable 
on demand. The facility was renewed at the 
beginning of May for one year, prior to the 
institutional placing announced on 24 May 
2013. Further to the approval of shareholders 
given at the general meeting on 10 June, 
the Group raised £4 million before expenses 
through the issue of 23,529,412 new ordinary 
shares at 17p per share. The placing was 
oversubscribed and we are very grateful for 
the support of existing and new shareholders 
alike. The additional funds will enable us 
to implement our main strategies below.
Product strategy
Visitect
®
 CD4
Feedback from the global HIV/AIDS 
healthcare community continues to underpin 
the signiﬁcance of the opportunity represented 
by the Company’s Point-of-Care (“POC”) 
Visitect
®
 CD4 test. Subject to a successful 
completion of the technology transfer from the 
Burnet Institute to the Company, a large part of 
the placing proceeds (see Funding above) will 
be used both to scale up the manufacturing 
and inventory-build of CD4 to meet the 
potential demand that undoubtedly exists 
for a POC product solution and to undertake 
in-country ﬁeld evaluations that are planned 
with major organisations, active in the HIV/AIDS 
arena. The early feasibility work undertaken 
to develop a smartphone App reader is also 
promising in scope and applicability in parts 
of the world where Visitect
®
 CD4 is expected 
to have most impact. This remains the most 
signiﬁcant near-term opportunity for the Group 
to achieve growth in shareholder value and is 
expected to lead to a longer term strategy for 
POC product opportunities in emerging and 
developing world infectious diseases.
Allergy automation
The Group remains focused on launching 
a panel of approximately 40 allergy tests 
on the automated IDS-iSYS instrument 
by the end of March 2014 and the recently 
announced achievement of ﬁnalising the 
assay protocol on which all remaining 
development will take place, along with 
the intention to appoint IDS as distributor 
in their core markets of the UK, Germany, 
France, the Nordic regions and the US 
means we remain committed to building 
a signiﬁcant presence in the growing 
automated allergy testing market.
Market strategy – BRIC focus
The IVD industry as a whole has seen a 
slowdown in growth during 2012 as the 
major European, US and Japanese markets 
have experienced increased pressure on 
reimbursement levels and cuts in national 
health expenditure. By contrast, the emerging 
markets, particularly India and China, have 
continued to experience double-digit growth 
rates. The Group’s decision to set up its 
own subsidiary in India nearly two years ago 
appears prescient against this backdrop and 
is expected to achieve growth both with our 
existing Food Intolerance products and the 
recently launched Allergodip
®
 doctor’s ofﬁce 
test. Both China and Brazil are top-ﬁve 
markets, ranked by sales of Food Detective
®
 
and the relationship with HOB Biotech in 
China is expected to deliver further growth 
in this market.
Board and employees
I am very pleased that we have been able 
to attract and appoint Bill Rhodes as a 
non-executive director to the Board and 
look forward to working with him, given 
his knowledge and experience built up 
over many years, particularly with Becton 
Dickinson, as we implement our strategies 
outlined above. Mike Gurner has decided 
to retire and step down from the Board 
with immediate effect. I would like to thank 
Mike for his contribution over the many years 
since the Group became a public Company 
and I, on behalf of the Board, wish him all 
the best in his retirement.
Outlook
More than half of Group turnover is generated 
in the UK and Europe, predominantly through 
the Food Intolerance and Allergy/Autoimmune 
divisions. The economic uncertainty in this 
region has led to a slowdown in growth in 
European IVD markets and the ability to grow 
our own business is not immune from the 
broader landscape. In Germany in particular, 
the reimbursement picture remains uncertain 
and the early pollen season has once more 
suffered from some of the wettest weather 
seen in Northern Germany for many years. 
Sales in the Middle East have also got off to 
a slower start, in part, linked to the political 
situation. To counter risk in these areas, we 
have a strategy to focus on the emerging BRIC 
markets and our success in growing revenue 
in the year ahead will be dependent on 
whether sales into these higher growth 
territories can compensate for the pressures 
being experienced in Europe and elsewhere.
Beyond the immediate term, our ability to 
drive growth will be best delivered through the 
successful commercialisation of the CD4 test 
and automated allergy tests on the IDS-iSYS 
instrument. A signiﬁcant amount of progress 
has been made in the past year and it is now 
time to deliver on these strategies.
David Evans
Non-Executive Chairman
28 June 2013 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
06
Our Markets
Today, Omega is one of the UK’s leading companies in the fast 
growing area of immunoassay and has a global presence in over 
100 countries worldwide through directly controlled subsidiaries 
and a strong distribution network.
We provide millions of 
diagnostic tests to over 
100 countries
Our global markets
North America
South/Central America Africa and Middle East Asia and Far East
UK Europe
56% 9% 3%
13% 14% 5%
 Infectious Diseases 
 Allergy & Autoimmune 
 Food Intolerance
Group revenue share by geography Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
07
Overview Business Review Governance Financial Statements
The BRIC group of countries 
are our strategic market focus. 
We have further concentrated 
our efforts on expanding our 
business in these areas.
Our products can be found 
globally in:
– Hospitals
– Blood banks
– Laboratories
– General practitioners
– Nutritionists
– Outreach clinics
Russia India China Brazil
–  Strong growth in sales 
of Food Intolerance products 
 
 
–  Commencement of direct 
selling and exclusive distribution 
agreement for Food Detective 
signed with Super Religare 
Laboratories
–  Reduction of sales due to the 
timing of contract deliveries 
and introduction of competitive 
automated systems 
–  Food Detective
®
 formally 
approved by the State Food 
and Drug Administration 
of China and ﬁrst Genarrayt
®
 
installation
2012 2012
Brazil Russia India China Total
2012* 2012 2013 2013
103
176
285
400
247
150
118
259
Sales (£’000)
2013 2013
Performance in 2013
Our focus on BRIC markets
2011 estimated IVD market
$1.0bn
$0.3bn
$0.5bn
$2.5bn
$4.3bn
Our customers
*  Note 2012 excludes blood-based 
TB tests to show like-for-like with 2013. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
08
Strategy and KPIs
Omega aims to deliver organic growth from recently acquired 
products, markets and technologies. Omega will also continue 
to pursue acquisition opportunities that are earnings enhancing 
or strategically placed in major growth markets.
A robust strategy for 
tackling worldwide 
health issues
Group strategy
acquisitions
global 
partnerships
signiﬁcant  
growth
The acquisition of the business and certain 
assets of the in vitro allergy diagnostics 
business of Allergopharma Joachim Ganzer 
KG in December 2010 provided the Group 
with access to the high value allergy 
testing market.
In March 2011 the Group entered into an 
exclusive Patent Licence Agreement with 
a subsidiary of Immunodiagnostic Systems 
Group plc (IDS) enabling Omega to develop 
a range of allergy immunoassays on 
IDS’s automated system (IDS-iSYS). 
Combined with Omega’s experience in 
assay development, this forms a strong 
platform for allergy testing.
The global allergy market is currently 
estimated at $0.5 billion per year with 
a compound annual growth rate of 8%. 
The acquisition and partnership represent 
a signiﬁcant opportunity for revenue 
generation in this area.
+ = Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
09
Overview Business Review Governance Financial Statements
Key Performance Indicators
Sales
2013
£11.3m
+1%
£11.1m
+41%
£7.9m
+27%
£6.2m
+14%
£5.4m
+56%
2012 2011 2010 2009
£11.3m  
1%
Progress made in 2013
Solid performance with margin maintained.
Strategy for 2014
Commercialise iSYS and CD4 and continue 
to grow sales in India.
Gross Margin
2013
63%
–
63%
+3.4%
59.6%
+1.3%
58.3%
-3.2%
61.5%
+7.1%
2012 2011 2010 2009
63%  
 
no change
Progress made in 2013
Margin maintained.
Strategy for 2014
Improved margin through the introduction 
of new products.
Adjusted Profit Before Tax
2013
£0.8m
-22%
£1m
+36%
£736k
+25%
£589k
+8%
£540k
+81%
2012 2011 2010 2009
£0.8m 
22%
Progress made in 2013
Reduced by 22% on prior year.
Strategy for 2014
Manage cost base through ﬁnal development phase 
of new products.
Food Intolerance – Genarrayt
®
 Reagent Sales
2013
£1.84m
+18%
£1.56m
+5%
£1.49m
+80%
£720k
+44%
£547k
+35%
2012 2011 2010 2009
£1.84m  
18%
Progress made in 2013
France became largest market by revenue.
Strategy for 2014
To continue to grow revenue per instrument.
Food Detective Sales
2013
£1.25m
+27%
£980k
+27%
£772k
-2%
£790k
+152%
£314k
+44%
2012 2011 2010 2009
£1.25m  
27%
Progress made in 2013
Sales exceeded £1 million for the ﬁrst time.
Strategy for 2014
To replicate success of top ﬁve markets. 10
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Chief Executive’s review
The Group has seen a marginal increase 
in revenue for the year to £11.26 million, 
slightly ahead of last year’s ﬁgure 
(2012: £11.12 million). 
It is pleasing to have managed to retain 
proﬁtability in turbulent economic times. 
Our decision to go direct in the Indian 
market has been vindicated with a strong 
performance from the new team. With 
Visitect
® 
CD4, we have been making steady 
progress, with the technology transfer process 
nearing completion and the latest results 
looking very encouraging. In addition, our 
allergy test development programme with 
the IDS-iSYS instrument has also made 
good progress.
Food Intolerance
The Food Intolerance market has 
continued to grow despite the obvious 
pressures on consumer spending in 
Europe and the segment has continued 
to perform very well with sales growing 
by 13% to £4.39 million for the year ended 
31 March 2013 (2012: £3.90 million).
Sales of Food Detective
®
 grew by 
27% to £1.25 million (2012: £0.98 million) 
with Poland continuing to remain as the 
Group’s largest market for this product. 
The number of countries where we have 
now sold product has continued to increase 
to 72 (2012: 68) with an increase in volumes 
to 85,214 kits (2012: 60,782). The top ﬁve 
markets account for just over 50% of sales 
with good growth in China and Brazil which 
ﬁts with the Group’s strategic focus on 
BRIC countries. Product registration in 
China ﬁnally concluded in December 2012 
and as a result, we expect sales in China 
to increase. The signing of an exclusive 
distribution agreement with Super Religare 
Laboratories, India’s largest independent 
laboratory chain, should also lead to 
good sales growth going forward.
Sales of Genarrayt
®
 reagents have 
increased by 18% to £1.84 million (2012: 
£1.56 million) with France overtaking Spain 
to become the largest single market by 
sales. Revenue per instrument (excluding 
Spain) increased by 19% to £12,885 
(2012: £10,783) and 11 Genarrayt
®
 systems 
(2012: 13 systems) were sold in the year 
bringing the total global placements to 
119 systems.
Sales of Foodprint
®
 tests through the 
CNS testing laboratory have grown to 
£0.61 million (2012: £0.48 million). The 
testing services for food intolerance and 
The ‘game changing’ growth 
potential of the Visitect
®
 CD4 
product is expected to make 
a major impact in Global 
Health markets as this test 
satisﬁes a current unmet 
clinical need.
In summary
–  CD4 technology transfer nearing completion
 –  iSYS Allergy programme on track to launch 
40 allergen test menu by end of March 2014
 –  Appointment of Bill Rhodes as a 
Non-Executive Director
 –  Oversubscribed Fundraising to raise £4 million 
in cash before expenses
Andrew Shepherd Chief Executive 11
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
other related tests have shown an increase 
in business to £0.65 million (2012: £0.62 million). 
The progress with registration of Food 
Detective
®
 in the United States has 
continued to be slow and the FDA has 
recently conﬁrmed that they will require 
either a 510(k) or PMA application to be 
ﬁled. The 510(k) route is considered to be 
the more unlikely option due to the lack of 
a suitable predicate device. As such, the 
timeline to registration remains uncertain. 
The whole business area of Food Intolerance 
testing in the US is under review and other 
additional routes to market are being 
explored, particularly for the Genarrayt
®
 
laboratory testing system which we believe 
has good potential and could be subject to 
a less onerous regulatory environment.
Allergy and Autoimmune
This segment has seen a reduction in sales 
of 7% to £4.16 million (2012: £4.48 million).
Sales for Omega Diagnostics GmbH 
(‘Omega GmbH’), our German subsidiary, 
fell by 7% to £3.59 million (2012: £3.86 
million). As reported at the interim results, 
the ﬁrst half saw a weaker pollen season 
due to unseasonably wet weather. A weaker 
Euro also contributed to the lower result. 
This segment performed better in the 
second half, helped by the launch of an 
Indian version of Allergodip
®
. The Company 
has also launched a new liquid format of 
the Allergozyme
®
 product range which is 
expected to contribute to Omega GmbH’s 
export performance in the new ﬁnancial year.
Sales of autoimmune tests reduced by 7% 
to £0.57 million (2012: £0.62 million). We 
previously reported that the current range 
of autoimmune test kits were limited to small 
labs with manual test systems. Continued 
consolidation in developed country laboratory 
markets mean that they require even more 
automation and menu driven solutions which 
has outpaced our own ability to invest in 
developing revised kit formats. Therefore 
the decision was taken to direct resources 
to the IDS-iSYS project. However, in India, 
a market dominated by many small, manual 
testing laboratories with less dependency 
on automated systems, we have seen an 
increase in business and we expect to see 
further growth in the new ﬁnancial year.
Infectious Disease/Other
Sales of infectious disease products fell 
slightly by 1% to £2.71 million (2012: £2.75 
million). This is despite the loss of annual 
sales of approximately £0.2 million in India 
due to a Government ban on the import 
of blood-based TB tests. The market 
for the current range still remains highly 
competitive but we believe that the 
CD4 opportunity will be the step change 
in activity and focus required to transform 
this segment.
CD4
The CD4 test, branded as Visitect
®
 CD4, was 
pre-launched at the 19th International AIDS 
Conference, AIDS 2012, in Washington DC, 
US on 22-27 July 2012 and the response 
to the product was extremely encouraging 
with a high level of interest being shown by 
various Governments, Non-Governmental 
Organisations (NGOs) and large multinational 
diagnostics companies. From the responses 
received we believe that we are closest to 
bringing a CD4 Point-of-Care test to market 
amongst other groups working in this area. 
This ﬁrst to market advantage will add extra 
impetus to the introduction of the commercial 
product when it becomes available.
The project to transfer the technology from 
the Burnet Institute to Omega is in its ﬁnal 
stages and, despite it taking longer than we 
ﬁrst envisaged, we are now in the process 
of selecting the ﬁnal, highly scalable 
manufacturing protocol. Evaluation sites in 
HIV Reference Laboratories in the UK, US 
and India are already established as well as 
a ﬁeld trial site in Mozambique and other 
countries through various NGOs.
Visitect
® 
CD4 was also showcased at the 
African Society for Laboratory Medicine 
meeting in Cape Town, South Africa in 
December 2012 and the response to 
the product mirrored that in Washington. 
This meeting also gave us the opportunity 
to gain further intelligence as to the market 
potential for the product. The global CD4 
need is expected to grow substantially over 
the next 8 years as countries scale up their 
HIV/AIDS treatment programmes. The number 
of tests is expected to rise from current 2012 
levels of just over 30 million to nearly 60 million 
tests by 2020.
The recent grant of a US Patent for the CD4 
technology also underlines the strong IP 
position for the test which extends the 
current patent protection in South Africa 
and the member states of the African 
Intellectual Property Organisation, with 
patents pending in many other territories.
We have also been looking to enhance the 
value of our Visitect
®
 CD4 product offering 
by responding to requests from Key Opinion 
Leaders to provide a ‘connectivity solution’ so 
that results can be transmitted from rural test 
sites to city-based Ministry locations. Although 
the test does not need an instrument to read 
the result, we have recently completed a 
feasibility study in using a smartphone camera 
to capture the result and then to transmit the 
result to management centres. While removing 
any operator subjectivity in interpreting the 
results, it could also provide additional beneﬁts 
such as disease demographic studies and 
supply chain logistics, a common problem 
found in resource-poor countries.
Distribution network 
Sales growth has been recorded in most 
geographic regions of the world with the 
exception of Europe which reduced by 1% 
to £6.41 million (2012: £6.48 million) and the 
Africa/Middle East region which dropped 
by 4% to £1.56 million (2012: £1.63 million). 
These reductions were more than offset by 
good growth in the Asia/Far East markets 
with sales rising by 9% to £1.44 million 
(2012: £1.32 million) and in the North 
American market by sales rising 6% to 
£0.35 million (2012: £0.33 million). Sales 
to South/Central America rose by 16% 
to £0.51 million (2012: £0.44 million).
BRIC Strategy
In the year, we have further concentrated 
our efforts on expanding our business in 
the BRIC group of countries and we have 
met with some success. In Brazil we 
increased sales by 10% to £0.29 million 
(2012: £0.26 million); in China we increased 
sales by 49% to £0.18 million (2012: £0.12 
million) but in Russia sales decreased by 
31% to £0.10 million (2012: £0.15 million) 
which was due to the timing of contract 
deliveries and the introduction of 
competitive automated systems.
Direct sales in India commenced at the end 
of July last year and the team has achieved 
an impressive sales performance which, 
when aggregated with the ﬁnal sales made 
by the old distributor in the three months of 
April-June 2012, meant total Indian sales 
of approximately £0.40m for the year. This 
compares to a prior year like-for-like sales 
ﬁgure of approximately £0.20 million (which 
excludes the TB product sales noted earlier).
Discussions have also been taking place 
with other IVD companies with a view to 
representing them in the Indian market 
and two distribution agreements have 
already been signed with others in 
early stage discussions.  12
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Growth has been recorded 
in most geographic regions 
of the world.
“
Research and development
IDS-iSYS
During the year, our development efforts 
have focussed on a core set of assays with 
the ﬁrst group of 10 allergens completing 
optimisation. However, during that process, 
certain imprecision issues were identiﬁed 
with the assay protocol which, whilst taking 
longer to resolve than ﬁrst anticipated, have 
now been resolved. This protocol will now 
be used throughout the remaining 
development programme and the claim 
support phase with the ﬁrst 10 allergens 
has now commenced. The previous 
problem with the sourcing of sufﬁcient 
patient serum samples has now been 
resolved with enough material in stock 
to undertake the optimisation and claim 
support work for a further 30 allergens. 
Therefore, with the reproducibility of the 
chosen protocol, overall, we now anticipate 
launching a panel of 40 allergens by the 
end of March 2014.
In our last Annual Report we commented 
on efforts to either source or develop a 
multiplex testing platform for allergen 
speciﬁc IgE testing. Whilst those initial tests 
were encouraging, no further efforts have 
been made on this project as we decided 
to concentrate our development resources 
on the iSYS programme. 
Infectious Disease
At the same time as we licensed the 
CD4 test from the Burnet Institute we also 
licensed a second test technology for 
a POC test for detecting active Syphilis 
infection which is a major public health 
problem in developing countries. Progress 
with the technology transfer of this product 
has not advanced due to the time, effort 
and concentration being expended on CD4. 
We expect to renew our efforts with this test 
upon completion of the technology transfer 
of the CD4 test.
Enhancing the value of our Visitect
®
 CD4 product offering by 
responding to requests from Key Opinion Leaders to provide a 
‘mHealth solution’ so that results can be transmitted from rural 
test sites to city-based ministry locations.
VISITECT
®
 CD4 App
Results from remote village to Ministry of Health
Remote location
1
Download app
2
Run tests
3
VISITECT
®
CD4 Test
Chief Executive’s review continued 13
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Outlook
The new ﬁnancial year presents some 
challenges for the management team 
in terms of market and overall economic 
conditions. With new product introductions 
into key markets such as India and further 
growth in Food Intolerance in China and 
Brazil we expect to be able to respond 
positively to these challenges. The ‘game 
changing’ growth potential of the Visitect
®
 
CD4 product is expected to make a major 
impact in global health markets as this 
test satisﬁes a current unmet clinical need.
Over the last year, we have been given 
deep insight into the NGO/Aid-related business 
sector which is where the Visitect
®
 CD4 test 
is targeted. Until now, this sector has not been 
at the forefront of our commercial focus but 
we are reviewing this part of our strategy with 
a view to identifying other opportunities that 
would ﬁt into this sector. One such opportunity 
that may exist is in the area of HIV Viral Load 
testing, an area which is highly complementary 
to CD4 testing.
We have been delighted at the support 
received from existing shareholders and 
new investors for our recent oversubscribed 
fundraising and while there are challenges 
in the Eurozone countries, we believe our 
continued focus on new products such as 
CD4 and the BRIC markets should result 
in further proﬁtable growth.
Andrew Shepherd
Chief Executive
28 June 2013
–  Feasibility study completed in using a smartphone camera to capture the 
result and then to transmit the result to management centres
–  Feasibility work is promising in scope and applicability in parts of the world 
where Visitect
®
 CD4 is expected to have most impact
–  Removes any operator subjectivity in interpreting results
–  Additional beneﬁts such as disease demographic studies and supply 
chain logistics
–  Further differentiates Omega’s product offering from the competition
Scan results
4
Sync to server
5
Global access to secure 
results and data
6
mHealth technology Cloud database
www.cd4counts.com 14
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Segmental Review: Infectious Diseases
The Company is pursuing an exciting new opportunity represented 
by its new Point-Of-Care (POC) Visitect
®
 CD4 test. POC testing for 
CD4 could transform the way that care and treatment are provided 
to HIV-positive patients particularly in developing countries.
Infectious Diseases: 
a change in activity 
and market focus
Turnover in the Infectious Disease division 
was effectively ﬂat with sales of £2.71 million, 
compared to £2.75 million in the prior year. 
This result is despite the loss of TB sales in 
India due to a government ban on the import 
of all blood-based TB tests and which, in 
the prior year, accounted for approximately 
£0.2 million of the Company’s revenue. 
The market for the current range still remains 
highly competitive but we believe that the 
CD4 opportunity will be the step change 
in activity and focus required to transform 
this segment. The increased level of 
administration costs incurred through the 
Indian subsidiary has resulted in adjusted 
PBT falling to £0.17 million from £0.32 million 
the year before.
The CD4 test, branded as Visitect
®
 CD4, was 
pre-launched at the 19th International AIDS 
Conference, AIDS 2012, in Washington DC, 
US on 22–27 July 2012 and the response 
to the product was extremely encouraging 
with a high level of interest being shown by 
various governments, non-governmental 
organisations (NGOs) and large multinational 
diagnostics companies. From the responses 
received we believe that we are closest to 
bringing a CD4 Point-Of-Care test to market 
amongst other groups working in this area. 
The project to transfer the technology 
from the Burnet Institute to Omega is in 
its ﬁnal stages and, despite it taking longer 
than we ﬁrst envisaged, we are now in the 
process of selecting the ﬁnal, highly scalable 
manufacturing protocol. Evaluation sites 
in HIV Reference Laboratories in the UK, 
US and India are already established as well 
as a ﬁeld trial site in Mozambique and other 
countries through various NGOs.
Visitect
® 
CD4 was also showcased at the 
African Society for Laboratory Medicine 
meeting in Cape Town, South Africa in 
December 2012 and the response to 
the product mirrored the experience of 
Washington. This meeting also gave us 
the opportunity to gain further intelligence 
as to the market potential for the product. 
The global CD4 need is expected to grow 
substantially over the next eight years as 
countries scale up their HIV/AIDS treatment 
programmes with the number of tests 
rising from current 2012 levels of just over 
30 million to nearly 60 million tests by 2020.
The recent grant of a US Patent for the 
CD4 technology also underlines the strong 
intellectual property position for the test 
which extends the current patent protection 
in South Africa and the member states of 
the African Intellectual Property Organisation, 
with patents pending in many other territories.
£2.71m
1%
Revenue
Main products:
– Immutrep Syphilis
– Micropath Bacterial tests
– Dengue Elisa 15
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Product focus 
Visitect
®
 CD4: Point-Of-Care HIV testing
HIV is a major global health challenge affecting 
approximately 33 million people with ﬁve million 
new cases per year, mainly in the emerging 
and developing world, and is the primary 
cause of disease burden in twelve countries, 
including South Africa and India where we 
have people present. 
The Burnet Institute has developed a test that provides an 
affordable solution, using a format similar to a home pregnancy test. 
Implementation of the Visitect
®
 CD4 will directly increase the availability, 
access, scope and coverage of CD4 testing beyond the urban centres 
to reach the rural majority in emerging and developing countries. 
Substantially increasing the number of people with access to CD4 
testing will reduce morbidity and mortality, decrease hospitalisation 
and loss to treatment.
What are the challenges 
presented by HIV?
How does Visitect
®
 CD4 
provide a solution?
Although HIV is 
easy to diagnose, 
identifying who 
needs treatment 
is difﬁcult
Visual 
results from 
a ﬁnger-prick 
blood sample 
are achievable 
in around 
40 minutes
HIV primarily 
affects those in 
developing countries 
who might not have 
access to tests
CD4 is portable 
and instrument-free 
and therefore is easy 
to access
Tests are typically 
expensive – over 
US$10
Low cost – at just 
US$5 per test
34.2m
Potential number of CD4 tests 
performed per year based on world 
health organisation guideline of 
two tests per annum
17.1%
Infected people in developing countries 
with no access to treatment
33m
HIV-infected people globally
U
U
U
V
V 16
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Segmental Review: Allergy & Autoimmune and Food Intolerance
A competitive 
automated allergy 
system and the ﬁfth 
year of consecutive 
growth in Food 
Intolerance sales
Segmental review: Allergy 
and Autoimmune
Turnover in the Allergy and Autoimmune 
division fell by 7%, with sales of £4.16 million 
compared to £4.48 million in the prior year. 
Sales in Germany fell by 2% in constant 
currency terms due to a weaker pollen 
season, with a further 5% reduction due 
to a weaker euro, on average throughout 
the year, against sterling as compared with 
the year before. Therefore, sales through 
Omega GmbH were £3.59 million compared 
to £3.86 million a year earlier. Sales of 
autoimmune products also fell by 7% 
to £0.57 million (2012: £0.62 million). 
Approximately £50k of restructuring costs 
related to this division and, alongside the 
reduced sales, led to an adjusted loss before 
tax of £20k (2012: proﬁt of £134k). This 
segment performed better in the second 
half, helped by the launch of an Indian 
version of Allergodip
®
. The Company has 
also launched a new liquid format of the 
Allergozyme
®
 product range which is 
expected to contribute to Omega GmbH’s 
export performance in the new ﬁnancial year.
Segmental review: Food Intolerance
The Food Intolerance division continued 
to perform well with growth in turnover of 
13% to £4.39 million (2012: £3.90 million). 
Genarrayt
®
 reagent sales continued to rise 
across the installed instrument base with 
a 19% increase in average revenue per 
instrument to £12,885 in all markets 
excluding Spain. A further eleven systems 
were installed in the year increasing total 
placements to 119. Total reagent sales grew 
to £1.84 million with France becoming the 
number one market, ranked by sales, ahead 
of Spain. Sales of Food Detective
®
 performed 
strongly with an increase in turnover of 27% to 
£1.25 million (2012: £0.98 million) with another 
exceptional performance in Poland where 
sales grew by a further £0. 1 million to 
£0.3 million. The overall average price per kit 
(excluding China) also increased to £22.01 
from £21.64 the year before, showing a level 
of resilience in a consumer market environment. 
The Foodprint
®
 laboratory recorded another 
year of revenue growth of 26% with sales up to 
£0.61 million (2012: £0.48 million). The adjusted 
PBT for this division grew to £1.23 million from 
£1. 14 million the year before.
£4.16m 
 7%
£4.39m 
 13%
Revenue: Allergy & Autoimmune
Revenue: Food Intolerance 17
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Product focus 
IDS-iSYS: automated allergy testing
Allergy areas:
The assay protocol has been ﬁnalised on 
representative allergens from the groups below.
Foods
Dust mites
Pollens
Nuts
Pets
IDS-iSYS update
Since the beginning of April 2012 (when six allergens had been 
optimised), a further four allergens were optimised by the end of 
November 2012, at which point, it was decided to concentrate on 
ﬁnalising the assay protocol, whilst building up sufﬁcient quantities 
of patient serum samples for the next 30+ allergens to be optimised. 
The assay protocol has now been ﬁnalised and sufﬁcient stocks of 
patient sera now exist. The work still to be done includes claim 
support of the ﬁrst group of ten allergens followed by optimisation/
claim support of the remaining allergens groups to meet the 
planned target of launching a panel of 40+ tests by March 2014.
The main revenue stream will be from allergy test sales to new and 
already installed analyser customer base, either directly or through 
appropriate distribution channels. The fundamental change in strategy 
is the amendment of the IDS licence agreement which now allows 
Omega to appoint IDS as an exclusive distributor in IDS core markets 
(UK, Germany, France, Nordic countries and US). This will allow 
access to a pre-installed base of approximately 340 instruments 
and an established service engineer’s base. This agreement with 
IDS will allow accelerated market penetration.
Product focus 
Genarrayt
® 
food intolerance testing
The Group provides a range of diagnostic laboratory tests and 
instrumentation associated with food intolerance and gut health. Based 
on quantifying total IgG reactions to over 220 different foods these tests 
are designed to support both health professionals and individuals who 
wish to make informed decisions when managing their health.
Genarrayt
®
 is a laboratory-based system developed and 
manufactured by the Group, which utilises an innovative, colorimetric 
microarray-based ELISA technology for the measurement of 
food-speciﬁc IgG antibodies in human serum, plasma or whole blood. 
The ﬂexibility of the system permits a wide range of food panels to be 
offered, including 40, 60, 120 and 200+ foods, together with vegan, 
vegetarian and herbs/spices options.
Genarrayt
®
 reagent sales continued to rise across the installed 
instrument base with a 19% increase in average revenue per instrument 
to £12,885 in all markets excluding Spain. A further eleven systems were 
installed in the year increasing total global placements to 1 19.
Total reagent sales grew to £1.84 million with France becoming the 
number one market, ranked by sales, ahead of Spain.
The whole business area of Food Intolerance testing in the US is 
under review and other additional routes to market are being explored, 
particularly for the Genarrayt
®
 system which we believe has good 
potential and could be subject to a less onerous regulatory environment. 18
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Financial performance
Turnover for the Group increased marginally 
by 1% to £1 1.26 million (2012: £1 1. 12 million). 
The Food Intolerance division increased 
turnover to £4.39 million (2012: £3.90 million) 
with Genarrayt
®
 reagent sales per instrument 
of £12,885, compared to £10,783 in the 
previous year and Food Detective
®
 kits 
generating revenue of £1.25 million (2012: 
£0.98 million). Allergy and Autoimmune 
turnover fell to £4. 16 million (2012: £4.48 million) 
due mainly to a weaker euro against sterling, 
as compared to the prior year, but also due 
to wet weather, as reported at the half-year, 
affecting the pollen season resulting in fewer 
patient visits to doctors. Turnover in the 
Infectious Disease division reduced slightly 
to £2.71 million from £2.75 million in the 
year before.
Gross proﬁt has remained fairly constant at 
£7.05 million (2012: £7.0 million) and similarly, 
gross margin has been maintained at 62.6% 
(2012: 63.0%).
Administration costs have reduced 
marginally by £22k to £4.45 million (2012: 
£4.47 million). An increase of £0.15 million 
relating to costs incurred in being fully 
operational through Omega Dx (Asia) in 
India has been offset by a reduction, mainly 
relating to uncapitalised development/
technical expenditure of approximately 
£0.27 million. One-off restructuring costs 
of approximately £0.1 million were incurred 
during the ﬁrst half of the year. 
Sales and marketing costs have increased 
by £0.28 million to £2.30 million (2012: £2.02 
million). £0.26 million of this increase reﬂects 
a full year’s charge in the current year for four 
UK-based headcount positions recruited at 
varying stages in the prior year; one at Director 
level, one at Business Development director 
level and two product manager positions. The 
remaining increase of £18k reﬂects additional 
sales force costs incurred in India.
Adjusted proﬁt before tax reduced by 
22.5%, to £0.78 million (2012: £1.0 million). 
A reconciliation between statutory proﬁt 
before tax and adjusted proﬁt before tax is 
shown at the foot of the income statement.
Taxation
There has been a signiﬁcant increase in 
the tax credit position resulting in a credit 
of £306k (2012: £48k) in the year. Of this credit, 
£16k relates to HMRC rebates and the majority, 
of £290k, relates to movements in deferred tax. 
The deferred tax asset has grown signiﬁcantly, 
mainly reﬂecting an increase in tax losses 
carried forward as a result of enhanced tax 
credits available on development expenditure. 
The deferred liability has increased during the 
year as a result of a timing difference arising on 
capitalised development expenditure. Prior year 
adjustments to the tax charge arise when there 
are differences between estimated ﬁgures 
chargeable to tax and ﬁnal tax computations.
Our recent equity placing 
to raise £4m was completed 
very successfully and was 
signiﬁcantly over-subscribed.
In summary
–  Successful equity placing to raise £4m completed 
and over-subscribed
–  Growth of 13% in Food Intolerance sales
 –  Increase in average revenue per Genarrayt
®
 
system (excluding Spain) by 19% to £12,885
–  Food Detective sales of £1.2m
Kieron Harbinson Finance Director
Financial review 19
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Earnings per share
Adjusted proﬁt after tax (“PAT”) of £1.08 million 
(2012: £1.05 million) is arrived at by taking 
adjusted proﬁt before tax of £0.78 million 
(2012: £1.0 million) plus the tax credit of 
£0.30 million (2012: £48k). 
Adjusted earnings per share amounted to 
1.3p (2012: 1.2p) and is arrived at by taking 
the adjusted PAT of £1,085k and dividing 
by 85,268,960 (2012: 85,238,7 46) being the 
weighted average number of shares in issue 
for the year. Statutory proﬁt for the year 
amounted to £582k (2012: £527k) which 
resulted in earnings per share of 0.7p 
versus earnings per share of 0.6p in the 
previous year. 
Operational performance
Food Intolerance
The Food Intolerance division continued to 
perform well with growth in turnover of 13% to 
£4.39 million (2012: £3.90 million). Genarrayt
®
 
reagent sales continued to rise across the 
installed instrument base with a 19% increase 
in average revenue per instrument to £12,885 
(2012: £10,783) in all markets excluding Spain. 
A further 1 1 systems were installed in the year 
increasing total placements to 119. Total 
reagent sales grew to £1.84 million (2012: 
£1.56 million) with France becoming the 
number one market, ranked by sales, 
ahead of Spain.
Sales of Food Detective
®
 performed 
strongly with an increase in turnover of 
27% to £1.25 million (2012: £0.98 million) 
with another exceptional performance 
in Poland where sales grew by a further 
£0.1 million to £0.3 million. The overall 
average price per kit (excluding China) 
also increased to £22.01 from £21.64 the 
year before, showing a level of resilience 
in a consumer market environment.
The Foodprint
®
 laboratory recorded another 
year of revenue growth of 26% with sales 
up to £0.61 million (2012: £0.48 million).
The adjusted PBT for this division grew to 
£1.23 million from £1. 14 million the year before.
Allergy and Autoimmune
Turnover in the Allergy and Autoimmune 
division fell by 7%, with sales of £4.16 million 
(2012: £4.48 million). Sales in Germany fell 
by 2% in constant currency terms due to 
a weaker pollen season, with a further 5% 
reduction due to a weaker euro, on average 
throughout the year, against sterling as 
compared with the year before. Therefore, 
sales through Omega GmbH were £3.59 
million compared to £3.86 million a year 
earlier. Sales of autoimmune products also 
fell by 7% to £0.57 million (2012: £0.62 million). 
Approximately half of the restructuring costs 
referred to earlier (so approx. £50k) related 
to this division and, alongside the reduced 
sales, led to an adjusted loss before tax of 
£20k (2012: proﬁt of £134k).
Infectious Disease/Other
Turnover in the Infectious Disease division 
was effectively ﬂat with sales of £2.71 million, 
compared to £2.75 million in the prior year. 
This result is despite the loss of TB sales 
in India due to a government ban on the 
import of all blood-based TB tests and 
which, in the prior year, accounted for 
approximately £0.2 million of the Company’s 
revenue. The increased level of administration 
costs incurred through the Indian subsidiary 
has resulted in adjusted PBT falling to £0.17 
million from £0.32 million the year before.
Corporate costs
Net centralised costs include costs not 
allocated to any speciﬁc division and, where 
the Group makes internal arrangements 
to fund divisions via intercompany loans, 
interest is charged to the speciﬁc division 
and the corresponding interest income is 
netted off through Corporate costs. Net 
centralised corporate costs for the year 
of £0.60 million were in line with last year 
(2012: £0.58 million).
Treasury operations
Currency management
The Group continues to transact operations 
in three main currencies being sterling, euros 
and US dollars. In the case of transactions 
in euros and US dollars, the Group may 
be exposed to ﬂuctuations in the rates of 
exchange against sterling. Where possible, 
the Group operates a natural hedge by 
entering into transactions of both a buying 
and selling nature that limits the risk of 
adverse exchange rate losses. The Company 
generates a net surplus of US dollars from 
its trading activities. The exchange rate 
between sterling and the US dollar has 
been relatively stable throughout the year 
such that a translation loss of £1k (2012: 
£1k) was recorded on US dollar borrowings 
held throughout the ﬁrst half of the year 
but now repaid in full, along with a loss 
on trading operations of £2k (2012: £22k) 
included within Administration costs.
The Group’s net investment in and funding 
of Omega GmbH is in euros, which will give 
rise to foreign exchange variations from 
one period to another. In the year, a foreign 
exchange gain of £27k (2012: loss of £271k), 
which has arisen due to a stronger euro 
(as measured at year-end rates), has been 
included within other comprehensive income.
Interest rate management
During the ﬁrst half of the year, the Group 
operated certain derivative ﬁnancial 
instruments for its sterling and US dollar 
borrowings. In the case of its sterling loan, 
the Group operated an instrument to cap 
interest at 5.5% and in the case of the US 
dollar loan, the Group operated instruments 
to cap the interest rate based on US Libor at 
5% and one to operate a ﬂoor rate on US 
Libor of 2.25%. These instruments terminated 
on repayment of the associated borrowings. 
During the year, there was a fair value 
adjustment gain through the income 
statement of £1k (2012: £3k). 
Cash ﬂow and net debt
Net cash ﬂow generated from operations 
improved signiﬁcantly to £1.01 million (2012: 
£0.69 million), despite a reduction in operating 
proﬁt, through a more efﬁcient handling 
of working capital. The Group spent a net 
£1.49 million (2012: £1.20 million) on investing 
activities, of which £1.18 million (2012: £0.75 
million) was on intangible assets and £0.31 
million (2012: £0.45 million) was on property, 
plant and equipment. Loan repayments 
included the ﬁnal repayments of the bank 
loans taken out in 2007 and a ﬁrst instalment 
of £0.36 million was repaid in September 2012 
on the vendor loan note. Cash balances at 
the year-end amounted to £0.16 million 
(2012: £1.16 million) and the net debt position 
was £0.69 million (2012: £0.14 million).
Financing
Just after the year-end, the Company 
renewed its £1.7 million overdraft facility 
on the same terms as before and it remains 
annually renewable and repayable on 
demand. In June, approval was received 
in General Meeting for the allotment of 
23,529,412 new ordinary shares at 17p 
per share which were admitted to trading 
on AIM. This follows a successful equity 
placing to existing and new institutional 
shareholders to raise £4 million (before 
expenses of approximately £0.24 million). 
The placing was oversubscribed and we 
are grateful for the good level of support 
shown for the Group’s strategy. This leaves 
the Group with a very strong cash position.
Capital management
The ﬁnancial performance of the Group 
is measured and monitored on a monthly 
basis through a combination of management 
reporting and KPIs. The Group manages its 
working capital requirements to ensure it 
continues to operate within the covenant limits 
applicable to any borrowing facilities whilst 
safeguarding the ability to continue to operate 
as a going concern. The Group funds its 
operations with a mixture of short and 
long-term borrowings or equity as appropriate 
with a view to maximising returns for 
shareholders and maintaining investor, creditor 
and market conﬁdence. The use of funds for 
acquisitions is closely monitored by the Board 
so that existing funds are not adversely 
impacted by such activity and the Board 
reviews and approves an annual budget to 
help ensure it has adequate facilities to meet 
all its operational needs and to support future 
growth in the business.
Kieron Harbinson
Group Finance Director
28 June 2013 20
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
David Evans
Non-executive Chairman
David joined Omega in 2000 as Non-executive 
Chairman. He has considerable experience 
within the diagnostics industry. As Financial 
Director he was a key member of the team 
that ﬂoated Shield Diagnostics Limited in 1993. 
He became Chief Executive Ofﬁcer responsible 
for the merger of Shield Diagnostics Group plc 
with Axis Biochemicals ASA of Norway in 
1999 to create Axis-Shield plc. In addition to 
his role as Non-executive Chairman of Omega, 
he holds Non-executive Directorships in a 
number of other companies.
Andrew Shepherd
Chief Executive
Andrew is the Founder and Chief Executive 
of Omega. He has worked in the medical 
diagnostics industry for 36 years. In 1986 
he moved to Scotland to join Bioscot Limited 
and shortly afterwards, established Omega. 
He has used his technical experience and 
knowledge of exporting to oversee the 
signiﬁcant growth of the export of Omega 
products. He is an active member of a 
number of relevant trade associations, 
and was a member of the Bill and Melinda 
Gates Foundation’s (BMGF) Global Health 
Diagnostics Forum, which provided guidance 
to BMGF in advising on technology and 
future investments in worldwide diagnostics 
programmes for developing countries.
Kieron Harbinson
Finance Director
Kieron joined Omega in August 2002 as 
Finance Director. He has a broad experience 
in technology and related businesses. 
He started his career with Scotia Holdings 
PLC in 1984 and remained with the company 
for 14 years, occupying various senior ﬁnance 
roles. These roles enabled him to acquire 
experience in corporate acquisitions, 
disposals and intellectual property matters. 
In addition he gained experience in various 
debt and equity transactions, and was 
involved in raising over £100 million for the 
company. He then joined Kymata Limited, 
a start-up optoelectronics company, as 
Finance Director. Over a period of 18 months, 
he was involved in raising approximately 
US$85 million of venture capital funding. 
Jag Grewal
Sales and Marketing Director
Jag joined Omega in June 2011 as Group 
Sales and Marketing Director. He has worked 
in the medical diagnostics industry for 20 years 
having started out as a Clinical Biochemist 
in the NHS. In 1995 he joined Beckman 
Instruments where he developed a career 
spanning 15 years in sales and marketing 
holding a variety of positions in sales, product 
management and marketing management. 
In 2009 he left as Northern Europe Marketing 
Manager to join Serco Health where he 
helped create the ﬁrst joint venture within 
UK pathology between Serco and Guys 
and St Thomas’ Hospital. He is also past 
Chairman and current treasurer of the British 
In Vitro Diagnostics Association (BIVDA). 
Michael Gurner (resigned 1 July 2013)
Non-executive Director
Michael led the ﬂotation of the Company 
on AIM in 2006. He qualiﬁed as a Chartered 
Accountant in 1967, before embarking on 
a career in merchant banking with Keyser 
Ullmann, including M&A activities with the 
Ryan Group of Companies and holding 
senior management positions, including 
Managing Director of a fully listed company, 
Continuous Stationery plc, an acquisitive 
business forms manufacturer between 
1986 and 1991. Thereafter he focused on 
turning around under-performing and ailing 
businesses, in association with Postern 
Executive Group Limited (“Postern”), 
a leading UK turnaround specialist 
which provided management teams 
for troubled companies. 
William Rhodes (appointed 1 May 2013)
Non-executive Director
During his fourteen year career with Becton, 
Dickinson and Co., one of the world’s 
leading suppliers of medical, diagnostic 
and life science research products, Bill held 
a number of senior leadership positions, and 
until the end of 2012, was BD’s Senior 
Vice President, Corporate Strategy and 
Development, being responsible for BD’s 
worldwide mergers and acquisitions and 
corporate strategies. Previously, he was 
Worldwide President of BD Biosciences, 
a business segment with turnover of over 
US$1.0 billion, including the provision 
of ﬂow cytometry instruments and their 
associated reagents for CD4 testing used 
in a wide range of laboratory settings. Prior 
to working for BD, Bill held senior business 
development positions with Pﬁzer Inc. and 
Johnson and Johnson.
Board of Directors 21
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Senior Management Team
Dr Edward Valente
Group Research and 
Development Director
Edward joined Omega in March 2011 as 
Allergy Systems Director. He has worked in 
the medical diagnostics industry for 29 years. 
He started his career with Amersham 
International in 1983 where he held scientiﬁc 
and managerial positions in clinical diagnostics 
research and development. He then joined 
Shield Diagnostics in 1988 and held managerial 
positions in R&D and marketing. Latterly, 
he was responsible for market development 
of new markers, including clinical studies, and 
design and development of immunoassay 
products on automated platforms for 
industry majors.
Mike Gordon
Group Operations Director
Mike joined Omega in October 2011 as Group 
Operations Director. He has worked in the 
Medical diagnostics industry for 28 years. 
He started his career with Inveresk Research 
International as a Development Scientist. 
He then joined Bioscot Ltd working through 
its transition to Cogent Diagnostics Ltd and 
onwards to Hycor Biomedical Ltd. During 
this time he has held the positions of Quality 
Manager, Production Director and latterly 
as Production and Logistics Manager for its 
last corporate owners. During this period he 
was responsible for the implementation of 
ISO 9001 and for successfully navigating 
the company through the process of US 
FDA registration and inspection.
Iain Logan
Group Financial Controller
Iain joined Omega in November 2010 as 
Group Financial Controller. He qualiﬁed 
as a Chartered Accountant in 2002 with 
PricewaterhouseCoopers in Edinburgh. 
He then worked at Murray International 
Holdings Limited in the head ofﬁce ﬁnance 
team for three years performing a variety of 
ﬁnancial accounting roles. He then moved 
on to Murray Capital Limited, the investment 
management company of Murray International 
Holdings Limited, gaining experience in 
all aspects of acquisitions, disposals and 
investment portfolio company analysis and 
management. His current role primarily covers 
responsibility for the ﬁnancial reporting of 
the Group and management of the Group 
ﬁnance team.
Prashant Maniar
Managing Director – 
Omega Dx (Asia) Pvt Limited
Prashant joined Omega Dx (Asia) in October 
2011 as Managing Director. He has worked 
in the diagnostics industry for 22 years. 
He started his career as Production Head 
in Cadila Laboratories. He then spent 
15 years working for GlaxoSmithKline and 
ThermoFisher Scientiﬁc in various roles 
establishing their diagnostic business in India 
with 14 collaborations with national and 
multinational companies. In his most recent 
role he established the Microbial Control 
business for Lonza India. He has been 
responsible for the commercial set up 
of Omega Dx (Asia) Pvt Ltd and has 
transitioned the Group’s business 
in India from distributor to wholly 
owned subsidiary.
Jamie Yexley
Site Manager – 
Genesis Diagnostics Limited, 
Cambridge Nutritional Sciences Limited
Jamie joined Genesis and CNS in June 1999 
as a Production Laboratory Assistant. He was 
promoted to Production Manager in 2005 
and Operations Manager in 2009. He has 
been instrumental in seeing the Company 
through a sustained period of rapid growth 
and change. In 2012 he moved to the role of 
Site Manager. He has 20 years manufacturing 
experience with 13 years speciﬁcally in the 
medical diagnostics industry. Educated in 
Cambridge he has spent his professional 
career working in the manufacturing industry 
starting in an FMCG environment. Throughout 
his time with the Company he has been 
responsible for ICT where he is recognised 
as the Group’s foremost expert.
Karsten Brenzke
Site Manager –  
Omega Diagnostics GmbH
Karsten joined Omega GmbH in November 
2010 as a consultant to facilitate the acquisition 
of the IVD business from Allergopharma. 
He was then appointed on a permanent 
basis initially as Finance Manager before 
being appointed as Site Manager in May 
2012. He has worked for different industry 
companies in the ﬁnance control function with 
his longest stay of seven years at Zeppelin 
Power Systems where he gained experience 
in mergers and post-merger integration. 22
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Advisers
Nominated adviser and broker
ﬁnnCap Limited
60 New Broad Street
London EC2M 1JJ
Auditors
Ernst & Young LLP
G1
5 George Square
Glasgow G2 1DY
Solicitors
Brodies LLP
15 Atholl Crescent
Edinburgh EH3 8HA
Registrar
Share Registrars Limited
Suite E
First Floor, 9 Lion and Lamb Yard
Farnham
Surrey GU9 7LL
PR
Walbrook PR Limited
4 Lombard Street
London EC3V 9HD
Country of incorporation 
England & Wales
Omega Diagnostics Group PLC
Registered number: 5017761 23
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
The Directors present their Annual Report and Group ﬁnancial statements for the year ended 31 March 2013.
Principal activities
The principal activity of the Company is as a holding company. The principal activity of the Group is the manufacture, development 
and distribution of medical diagnostics products.
Results and dividends
The result for the year is a proﬁt of £582,266 (2012: £526,983) which has been taken to reserves. The Directors do not propose to pay 
a dividend. The results are disclosed in more detail in the Chairman’s Statement on pages 4 and 5 and the Financial Review on pages 
18 and 19.
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented 
its own income statement in these ﬁnancial statements. The Company proﬁt for the year ended 31 March 2013 is £59,896 (2012: loss 
of £89,416).
Business review and future development
A review of business and future development is discussed in more detail in the Chairman’s Statement, Chief Executive’s Review and 
Financial Review commencing on pages 4, 10 and 18 respectively. Key performance indicators are disclosed and discussed on page 9. 
Research and development
Research and development activity has increased in the year. Details of research and development activity are contained in the 
Chief Executive’s Review on pages 10 to 13. Costs in the year amounted to £1,167,274 (2012: £785,390). Costs of £140,810 in relation to 
research activities (2012: £486,584) were expensed through the statement of comprehensive income and costs of £1,026,464 in relation 
to product development (2012: £298,806) were capitalised and included within intangible assets as detailed in Note 8.
Directors
The names of the Directors who have served the Group throughout the year are:
David Evans
Michael Gurner (resigned 1 July 2013)
Kieron Harbinson
Andrew Shepherd
Jag Grewal
William Rhodes (appointed 1 May 2013)
Biographies of all Directors serving at the year end are on page 20.
Directors’ interests
The beneﬁcial interests of Directors who have served throughout the year are listed in the Directors’ Remuneration Report on pages 25 and 26. 
There are no non-beneﬁcial interests held by Directors. Directors’ interests in the shares of the Group between 31 March 2013 and the date 
of this report have changed as certain of the Directors participated in the June 2013 fundraising. New ordinary shares purchased:
Andrew Shepherd  — 41,176
Kieron Harbinson  — 29,412
Michael Gurner  — 147,059
Jag Grewal  — 29,412
Major interests in shares
As at 11 June 2013 the following shareholders held more than 3% of the Group’s issued ordinary share capital:
Number 
of 4 pence 
ordinary 
shares Percentage
Legal & General Investment Management 19,476,471 17 .91%
Octopus Investments Limited 9,946,870 9.15%
Mobeus Equity Partners LLP 8,333,250 7.66%
Killik & Co LLP 6,629,358 6.10%
Unicorn Asset Management 4,266,650 3.92%
Liontrust Investment Partners LLP 4,117 ,647 3.79%
JM Finn & Co 3,994,946 3.67%
Supplier payment policy
It is the Group’s policy to agree the terms of payment with its suppliers, to ensure its suppliers are made aware of those terms and to pay 
in accordance with them.
Trade creditors of the Group at 31 March 2013 were equivalent to 66 days (2012: 60 days) based on the average daily amount invoiced 
by suppliers during the year.
Directors’ Report 24
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Employees
The Group encourages communication with its employees and favours an environment where staff can put forward their ideas, 
suggestions and concerns on any matter that involves them. The Group gives full and fair consideration to applications for employment 
made by disabled people, having regard to their particular aptitudes and abilities. Where an employee becomes disabled in the course 
of their employment, where possible, arrangements will be made for appropriate retraining to match their abilities with their duties.
Principal risks and uncertainties
The Board meets regularly to review operations and to discuss risk areas. The Corporate Governance Report contains details 
of the Group’s system of internal control. Note 22 to the ﬁnancial statements contains details of ﬁnancial risks faced by the Group.
The Board considers the following to be the non-ﬁnancial risks:
General economic conditions
The Group may be faced with changes in the general economic climate in each territory in which it operates that may adversely affect the 
ﬁnancial performance of the Group. Factors which may contribute include the level of direct and indirect competition against the Group, 
industrial disruption, rate of growth of the Group’s sectors and interest rates. The Group seeks to mitigate this risk by conducting 
operations on a broad geographic basis and by introducing new technologies to remain innovative.
Regulatory risk
The manufacturing, marketing and use of the Group’s products are subject to regulation by government and regulatory agencies in many 
countries. Of particular importance is the requirement to obtain and maintain approval for a product from the applicable regulatory agencies 
to enable the Group’s products to be marketed. Approvals can require clinical evaluation of data relating to safety, quality and efﬁcacy 
of a product. The Group seeks to mitigate regulatory risk by conducting its operations within recognised quality assurance systems and 
undergoes external assessment to ensure compliance with these systems.
Acquisition risk
The success of the Group depends upon the ability of the Directors to assimilate and integrate the operations, personnel, technologies 
and products of acquired companies. The Group seeks to mitigate this risk by selecting companies that meet certain selection criteria 
and by conducting a detailed due diligence review.
Eurozone risk
Recent turmoil in the economic conditions in Europe increases the risk of one or more countries exiting the eurozone. This could lead to 
currency devaluation in those countries which could lead to adverse economic impacts elsewhere. Approximately one third of the Group’s 
revenue is derived in Germany where the euro is the functional reporting currency. The Group does not currently have operations located 
in any other European country. However, in the event of a country’s exit from the eurozone, potentially higher volatility of the euro could 
lead to a reduction in the reported trading results of our German operation when translated into sterling. The Group mitigates risk in 
countries such as Spain and Italy, where it has trading relationships, with tighter credit control procedures and credit limits where 
necessary.
Development risk
The Group is undertaking an increased level of development activity than in the past with the aim of launching new products in the future. 
There is no guarantee that development activity will lead to the future launch of products. Such development activity can meet technical 
hurdles that are unable to be overcome and market and competition activity can render the output from development activities as obsolete. 
The Group seeks to mitigate the risk around development activities by ensuring that development programmes are planned in accordance 
with recognised industry quality standards, managed by people with the requisite skills. The Company also continues to monitor industry 
trends and customer needs to ensure its development targets remain relevant.
Donations
The Group made no charitable donations in the year (2012: £Nil) nor any political donations (2012: £Nil).
Auditors
The auditors, Ernst & Young LLP, have indicated their willingness to continue in ofﬁce and a resolution for their re-appointment will 
be proposed at the forthcoming Annual General Meeting.
Directors’ statement as to disclosure of information to auditors
The Directors who were members of the Board at the time of approving the Directors’ Report are listed on page 23. Having made 
enquiries of fellow Directors and of the Company’s auditors, each of these Directors conﬁrms that:
 − to the best of each Director’s knowledge and belief, there is no information (that is, information needed by the Group’s auditors 
in connection with preparing their report) of which the Group’s auditors are unaware; and
 − each Director has taken all the steps a Director might reasonably be expected to have taken to be aware of relevant audit information 
and to establish that the Group’s auditors are aware of that information.
By order of the Board
Kieron Harbinson
Company Secretary
28 June 2013
Directors’ Report continued 25
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
As an AIM-quoted company, the Group is not required to produce a remuneration report that satisﬁes all the requirements of the 
Companies Act. However, the Directors are committed to providing information on an open basis and present their Remuneration Report 
as follows:
Remuneration Committee
The Remuneration Committee is comprised of Michael Gurner, as Chairman, and David Evans. The committee meets as and when required 
to determine and agree with the Board the policy for the remuneration of the Group’s Chief Executive, Chairman, Executive Directors and 
Company Secretary. The objective of this policy shall be to ensure that members of the executive management of the Group are provided 
with appropriate incentives to encourage enhanced performance and are, in a fair and reasonable manner, rewarded for their individual 
contributions to the success of the Group. No Director or manager shall be involved in any decisions as to their own remuneration.
Remuneration policy
The Group’s policy is that the remuneration arrangements, including pensions, for subsequent ﬁnancial years should be sufﬁciently 
competitive to attract, retain and motivate high quality executives capable of achieving the Group’s objectives, thereby enhancing 
shareholder value.
Incentive schemes/share option schemes
Andrew Shepherd was issued with an option over 600,000 ordinary shares of the Group, Kieron Harbinson was issued with an option 
over 300,000 ordinary shares of the Group and Jag Grewal was issued with an option over 200,000 ordinary shares of the Group. 
All of the options were granted on 5 July 2012 and were under the Company’s EMI Share Option Scheme.
Bill Rhodes is entitled to be granted an option over 2,130,406 ordinary shares of the Company at the prevailing market price at the earliest 
opportunity in accordance with Rule 21 of the AIM Rules. The option will be granted under the Company’s third Unapproved Option Scheme.
Directors’ service contracts
Andrew Shepherd entered into a service contract with the Group on 23 August 2006, under which he was appointed as Chief Executive 
on an annual salary of £85,000. His salary was increased to £131,250 per annum from 1 April 2009 and then further increased to £145,000 
per annum from 1 April 2011. The agreement will continue until terminated by either party giving to the other not less than twelve months’ 
notice in writing.
Kieron Harbinson entered into a service contract with the Group on 23 August 2006, under which he was appointed as Finance Director 
and Company Secretary on an annual salary of £72,500. His salary was increased to £94,500 per annum from 1 April 2009 and then further 
increased to £115,000 per annum from 1 April 2011. The agreement will continue until terminated by either party giving to the other not 
less than three months’ notice in writing.
David Evans was appointed a Non-executive Director of the Group on 19 September 2006 and was entitled to an annual fee of £25,000 
from 1 April 2008. The agreement will continue until terminated by either party giving to the other not less than one month’s notice in writing.
Michael Gurner was appointed a Non-executive Director of the Group on 19 September 2006 and he was entitled to an annual fee of 
£15,000. This fee was increased to £20,000 per annum from 1 January 2009. The agreement will continue until terminated by either party 
giving to the other not less than one month’s notice in writing.
Jag Grewal entered into a service contract with the Group on 30 June 2011, under which he was appointed as an Executive Director on 
an annual salary of £110,000. The agreement will continue until terminated by either party giving to the other not less than three months’ 
notice in writing. 
Bill Rhodes was appointed a Non-executive Director of the Group on 1 May 2013 and is entitled to an annual fee of £40,000. 
The agreement will continue until terminated by either party giving to the other not less than one month’s notice in writing.
Andrew Shepherd, Kieron Harbinson and Geoff Gower received bonuses in the prior year of £13,125, £9,450 and £16,000 respectively. 
These were non-contractual and calculated at 10%, 10% and 20% of their basic annual salaries at 31 March 2011 based on the 
ﬁnancial results achieved for the year ended 31 March 2011.
Directors’ emoluments
 Fees/basic Beneﬁts Total Total
 salary Bonuses in kind 2013 2012
Consolidated £££ £ £
Executive
Andrew Shepherd 145,000 — — 145,000 158,125
Kieron Harbinson 115,000 — 1,506 116,506 125,688
Jag Grewal 110,000 — — 110,000 82,500
Geoff Gower (resigned 31 March 2012) — — — — 111,516
Non-executive
David Evans 25,000 — — 25,000 25,000
Michael Gurner 20,000 — — 20,000 20,000
Directors’ Remuneration Report 26
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
The amounts paid in the year towards Directors’ pension contributions were as follows:
Directors’ pension contributions
2013 2012
£ £
Andrew Shepherd 7,250 7,250
Kieron Harbinson 5,750 5,750
Jag Grewal 5,500 —
Geoff Gower — 13,500
Directors’ interests in the 4 pence ordinary shares of Omega Diagnostics Group PLC.
31 March 31 March
2013 2012
David Evans 2,870,134 2,870, 134
Michael Gurner 271,671 246,671
Kieron Harbinson 294,150 294,150
Andrew Shepherd 2,618,030 1,955,530
Jag Grewal — —
Geoff Gower — 500,000
The Directors have no interest in the shares of subsidiary companies.
Directors’ share options
At Granted Lapsed Exercised At Option Earliest
1 April during during during 31 March price Date of exercise Expiry
2012 the year the year the year 2013 pence grant date date
David Evans 390,822 — — — 390,822 19.0p 10/12/08 10/12/09 10/12/18
Andrew Shepherd 703,480 — — — 703,480 19.0p 10/12/08 10/12/09 10/12/18
— 600,000 — — 600,000 14.5p 05/07/12 05/07/15 05/07/22
Kieron Harbinson 468,987 — — — 468,987 19.0p 10/12/08 10/12/09 10/12/18
— 300,000 — — 300,000 14.5p 05/07/12 05/07/15 05/07/22
Jag Grewal 100,000 — — — 100,000 13.25p 12/08/11 12/08/12 12/08/21
— 200,000 — — 200,000 14.5p 05/07/12 05/07/15 05/07/22
During the year Andrew Shepherd, Kieron Harbinson and Jag Grewal were issued with options under the Company’s EMI Option Scheme.
The share price at 31 March 2013 was 13.88 pence. The highest and lowest share price during the year was 18 pence and 10.5 pence respectively.
Approved by the Board
Michael Gurner
Non-executive Director
28 June 2013
Directors’ Remuneration Report continued 27
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
As an AIM-quoted company, the Group is not required to produce a corporate governance report nor comply with the requirements 
of the UK Corporate Governance Code. However, the Directors are committed to providing information on an open basis and present 
their Corporate Governance Report as follows:
The Board of Directors
The Board currently comprises: one Non-executive Chairman; two Non-executive Directors; and three Executive Directors, who are the 
Chief Executive, the Finance Director and the Sales and Marketing Director. David Evans, Non-executive Chairman, and Michael Gurner 
and Bill Rhodes, both Non-executive Directors, are considered by the Board to be independent in character and judgement. Michael Gurner 
is the senior independent Non-executive Director. The Board meets at regular intervals and is responsible for setting corporate strategy, 
approving the annual budget, reviewing ﬁnancial performance, agreeing the renewal of and any new banking/treasury facilities and approving 
major items of capital expenditure. The Board is provided with appropriate information in advance of Board meetings to enable it to discharge 
its duties effectively. Bill Rhodes was appointed to the Board as a Non-executive Director on 1 May 2013. 
During the ﬁnancial year, the Board met on ten occasions. Of the ten meetings David Evans and Jag Grewal attended eight, Michael Gurner 
attended nine and Andrew Shepherd and Kieron Harbinson attended all ten.
The Chairman has additional non-executive directorships of the following companies:
 − Epistem Holdings plc
 − Momentum Biosciences Limited
 − Scancell Holdings plc
 − EKF Diagnostics plc
 −Cytox Limited
 − Venn Life Sciences plc
 − Diagnostic Capital Limited
 − Lochglen Whisky Limited
 − St Andrews Golf Art Limited
 − Horizon Discovery Limited
 − Spectrum Limited (Rainbow Seed Fund)
 − OptiBiotix Health Limited
 − Marine Biotech Limited
 − Collbio Limited
 − Integrated Magnetic Systems Limited
 − Healthcare Opportunity Investments plc
The Audit Committee
The Audit Committee has met on two occasions during the year and once since the year end. The Committee is comprised of David Evans, 
as Chairman, and Michael Gurner and has primary responsibility for monitoring the quality of internal controls, ensuring that the ﬁnancial 
performance of the Group is properly measured and reported on, and for reviewing reports from the Group’s auditors relating to the 
Group’s accounting and ﬁnancial reporting, in all cases having due regard to the interests of shareholders. The Committee shall also 
review preliminary results announcements, summary ﬁnancial statements, signiﬁcant ﬁnancial returns to regulators and any ﬁnancial 
information contained in certain other documents, such as announcements of a price-sensitive nature. Bill Rhodes has been appointed 
to the Audit Committee and will replace Michael Gurner who is stepping down from the Board on 1 July 2013.
The Committee considers and makes recommendations to the Board, to be put to shareholders for approval at the Annual General 
Meeting, in relation to the appointment, re-appointment and removal of the Group’s external auditors. The Committee also oversees the 
relationship with the external auditors including approval of remuneration levels, approval of terms of engagement and assessment of their 
independence and objectivity. In so doing, they take into account relevant UK professional and regulatory requirements and the relationship 
with the auditors as a whole, including the provision of any non-audit services. Ernst & Young LLP have been auditors to Omega Diagnostics 
Limited (ODL) since 2000 and were appointed as auditors to the Group following completion of the reverse takeover of ODL in September 2006.
The Committee has reviewed the effectiveness of the Group’s system of internal controls and has considered the need for an internal 
audit function. At this stage of the Group’s size and development, the Committee has decided that an internal audit function is not required, 
as the Group’s internal controls system in place is appropriate for its size. The Committee will review this position on an annual basis.
The Committee also reviews the Group’s arrangements for its employees raising concerns, in conﬁdence, about possible wrongdoing in 
ﬁnancial reporting or other matters. The Committee ensures that such arrangements allow for independent investigation and follow-up action.
The Remuneration Committee
The Remuneration Committee has met on three occasions during the year. The Committee is comprised of Michael Gurner, as Chairman, 
and David Evans and has primary responsibility for determining and agreeing with the Board the remuneration of the Company’s Chief Executive, 
Chairman, Executive Directors, Company Secretary and such other members of the Executive management as it is designated to 
consider. The remuneration of the Non-executive Directors shall be a matter for the Chairman and the Executive Directors of the Board. 
No Director or manager shall be involved in any decisions regarding their own remuneration. Bill Rhodes has been appointed to the 
Remuneration Committee and will replace Michael Gurner.
Corporate Governance Report 28
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Internal control
The Board is responsible for the Group’s system of internal control and for reviewing its effectiveness throughout the year. Such a system 
can only provide reasonable assurance against misstatement or loss.
The Board monitors ﬁnancial controls through the setting and approval of an annual budget and the regular review of monthly 
management accounts. Management accounts contain a number of indicators that are designed to reduce the possibility of misstatement 
in ﬁnancial statements.
Where the management of operational risk requires outside advice, this is sought from expert consultants, and the Group receives 
this in the areas of employment law and health and safety management.
The Group is compliant with industry standard quality assurance measures and undergoes regular external audits to ensure that 
accreditation is maintained.
Communication with shareholders
The Board recognises the importance of communication with its shareholders. The Group maintains informative websites for Omega 
Diagnostics Limited, Cambridge Nutritional Sciences Limited and Omega GmbH containing information likely to be of interest to existing 
and new investors. In addition, the Group retains the services of ﬁnancial PR consultants, providing an additional contact point for investors. 
The Board encourages shareholder participation at its Annual General Meeting, where shareholders can be updated on the Group’s 
activities and plans.
Going concern
The Group’s business activities, together with the factors likely to affect its future development, performance and position are set out in 
the Business Review, which runs on pages 4 to 5 and pages 10 to 13 and pages 18 and 19. The ﬁnancial position of the Group, its cash 
ﬂows, liquidity position and borrowing facilities are described in the Financial Review on pages 18 and 19. In addition, Note 22 to the 
ﬁnancial statements includes the Group’s objectives, policies and processes for its ﬁnancial risk management objectives; details of its 
ﬁnancial instruments and hedging activities; and its exposures to credit risk and liquidity risk. The recent renewal of overdraft facilities as 
well as the successful fundraising of £4 million means that the Group has signiﬁcant ﬁnancial resources together with long-term relationships 
with a number of customers and suppliers across different geographic areas and industries.
As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully and fully capitalise on the 
new product opportunities despite the current uncertain economic outlook. 
The Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable 
future. Accordingly, they continue to adopt the going concern basis of accounting in preparing the annual ﬁnancial statements.
By order of the Board
Kieron Harbinson
Company Secretary
28 June 2013
Corporate Governance Report continued 29
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
The Directors are responsible for preparing the Annual Report and the Group and Company ﬁnancial statements in accordance with 
applicable United Kingdom law and those International Financial Reporting Standards (IFRSs) as adopted by the European Union.
The Directors are required to prepare Group and Company ﬁnancial statements for each ﬁnancial year end. Under company law, the 
Directors must not approve the ﬁnancial statements unless they are satisﬁed that they present fairly the ﬁnancial position of the Group 
and Company, ﬁnancial performance of the Group and cash ﬂows of the Group and Company for that period. In preparing the Group 
and Company ﬁnancial statements, the Directors are required to:
 − select suitable accounting policies in accordance with IAS 8 – Accounting Policies, Changes in Accounting Estimates and Errors 
and then apply them consistently;
 − present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
 − provide additional disclosures when compliance with the speciﬁc requirements in IFRSs is insufﬁcient to enable users to understand 
the impact of particular transactions, other events and conditions on the Group’s ﬁnancial position and ﬁnancial performance;
 − state that the Group and Company has complied with IFRSs, subject to any material departures disclosed and explained in the ﬁnancial 
statements; and
 − make judgements and estimates that are reasonable.
The Directors are responsible for keeping adequate accounting records that are sufﬁcient to show and explain the Group’s and Company’s 
transactions and disclose, with reasonable accuracy at any time, the ﬁnancial position of the Group and Company and enable them to ensure 
that the Group and Company ﬁnancial statements comply with the Companies Act 2006. They are also responsible for safeguarding assets 
of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of Directors’ Responsibilities 30
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
We have audited the ﬁnancial statements of Omega Diagnostics Group PLC for the year ended 31 March 2013 which comprise the 
Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Consolidated Statement of Changes in Equity, 
Consolidated Cash Flow Statement, Company Balance Sheet, Company Statement of Changes in Equity, Company Cash Flow Statement 
and the related Notes 1 to 23. The ﬁnancial reporting framework that has been applied in their preparation is applicable law and 
International Financial Reporting Standards (IFRSs) as adopted by the European Union and, as regards the parent Company ﬁnancial 
statements, as applied in accordance with the provisions of the Companies Act 2006.
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. 
Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them 
in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone 
other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. 
Respective responsibilities of Directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities on page 29, the Directors are responsible for the preparation of the 
ﬁnancial statements and for being satisﬁed that they give a true and fair view. Our responsibility is to audit and express an opinion on 
the ﬁnancial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards 
require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.
Scope of the audit of the ﬁnancial statements
An audit involves obtaining evidence about the amounts and disclosures in the ﬁnancial statements sufﬁcient to give reasonable assurance 
that the ﬁnancial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of whether 
the accounting policies are appropriate to the Group’s and the parent Company’s circumstances and have been consistently applied 
and adequately disclosed; the reasonableness of signiﬁcant accounting estimates made by the Directors; and the overall presentation 
of the ﬁnancial statements. In addition we read all the ﬁnancial and non-ﬁnancial information in the Annual Report and Group Financial 
Statements to identify material inconsistencies with the audited ﬁnancial statements. If we become aware of any apparent material 
misstatements or inconsistencies we consider the implications for our report.
Opinion on ﬁnancial statements
In our opinion:
 − the ﬁnancial statements give a true and fair view of the state of the Group’s and of the parent Company’s affairs as at 31 March 2013 
and of the Group’s proﬁt for the year then ended;
 − the Group ﬁnancial statements have been properly prepared in accordance with IFRSs as adopted by the European Union; 
 − the parent Company ﬁnancial statements have been properly prepared in accordance with IFRSs as adopted by the European Union 
and as applied in accordance with the provisions of the Companies Act 2006; and
 − the ﬁnancial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Directors’ Report for the ﬁnancial year for which the ﬁnancial statements are prepared 
is consistent with the ﬁnancial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: 
 − adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received 
from branches not visited by us; or 
 − the parent Company ﬁnancial statements are not in agreement with the accounting records and returns; or 
 − certain disclosures of Directors’ remuneration speciﬁed by law are not made; or
 − we have not received all the information and explanations we require for our audit. 
Annie Graham (Senior Statutory Auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditors
Glasgow
28 June 2013
Independent Auditors’ Report
to the members of Omega Diagnostics Group PLC 31
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
 2013 2012
Note £ £
Continuing operations
Revenue 7 11,262,898 11,124,053
Cost of sales (4,209,905) (4,120,259)
Gross proﬁt 7,052,993 7,003,794
Administration costs (4,448,646) (4,471,381)
Selling and marketing costs (2,297,702) (2,015,300)
Operating proﬁt 7 306,645 517 ,113
Finance costs 5 (32,914) (48,542)
Finance income – interest receivable 7 2,493 10,856
Proﬁt before taxation 276,224 479,427
Tax credit 6 306,042 47 ,556
Proﬁt for the year 582,266 526,983
Other comprehensive income
Exchange differences on translation of foreign operations 26,970 (271,130)
Actuarial (loss)/gain on deﬁned beneﬁt pensions (50,439) 56,000
Tax credit 7,978 16,585
Other comprehensive income for the year (15,491) (198,545)
Total comprehensive income for the year 566,775 328,438
Earnings per share (EPS)
Basic and diluted EPS on proﬁt for the year 21 0.7p 0.6p
 2013 2012
£ £
Proﬁt before taxation 276,224 479,427
IFRS-related discount charges (included within Finance costs) 25,046 45,225
Fair value adjustments to ﬁnancial derivatives (included within Finance costs) (454) (2,981)
Amortisation of intangible assets (included within Administration costs) 406,553 415,419
Share-based payment charges (included within Administration costs) 71,193 29,716
Acquisition related costs (included within Administration costs) — 37,461
Adjusted proﬁt before taxation 778,562 1,004,267
Earnings per share (EPS)
Adjusted EPS on proﬁt for the year 1.3p 1.2p
Adjusted proﬁt before taxation is derived by taking statutory proﬁt before taxation and adding back IFRS-related discount charges, 
amortisation of intangible assets, share-based payment charges, acquisition costs and fair value adjustments to ﬁnancial derivatives. 
This is not a primary statement.
Consolidated Statement of Comprehensive Income
for the year ended 31 March 2013
Adjusted Proﬁt Before Taxation
for the year ended 31 March 2013 32
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2013 2012
Note £ £
ASSETS
Non-current assets
Intangibles 8 10,347,876 9,136,072
Property, plant and equipment 9 2,116,286 2,068,509
Deferred taxation 14 553,647 150,332
Retirement beneﬁt surplus 18 31,886 85,639
13,049,695 11,440,552
Current assets
Inventories 10 1,833,887 1,689,549
Trade and other receivables 11 2,556,762 2,417,500
Income tax receivable 7,106 4,054
Cash and cash equivalents 160,693 1,159,132
4,558,448 5,270,235
Total assets 17,608,143 16,710,787
EQUITY AND LIABILITIES
Equity
Issued capital 12,977,107 12,977 ,107
Retained earnings 985,371 347,403
Total equity 13,962,478 13,324,510
Liabilities
Non-current liabilities
Long-term borrowings 12 484,472 794,389
Deferred taxation 14 609,395 503,728
Derivative ﬁnancial instruments 22 — 454
Total non-current liabilities 1,093,867 1,298,571
Current liabilities
Short-term borrowings 12 367,649 509,811
Trade and other payables 13 1,684,149 1,453,018
Other ﬁnancial liabilities 19 500,000 124,877
Total current liabilities 2,551,798 2,087,706
Total liabilities 3,645,665 3,386,277
Total equity and liabilities 17,608,143 16,710,787
David Evans     Kieron Harbinson
Non-executive Chairman    Finance Director
28 June 2013     28 June 2013
Omega Diagnostics Group PLC
Registered number: 5017761
Consolidated Balance Sheet
as at 31 March 2013 33
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Share Share Retained
capital premium earnings Total
£££ £
Balance at 31 March 2011 4,145,580 8,831,527 (10,751) 12,966,356
Proﬁt for the year ended 31 March 2012 — — 526,983 526,983
Other comprehensive income – net exchange adjustments — — (271,130) (271,130)
Other comprehensive income – actuarial gain on deﬁned beneﬁt pensions — — 56,000 56,000
Other comprehensive income – tax credit — — 16,585 16,585
Total comprehensive income for the year — — 328,438 328,438
Share-based payments — — 29,716 29,716
Balance at 31 March 2012 4,145,580 8,831,527 347,403 13,324,510
Proﬁt for the year ended 31 March 2013 — — 582,266 582,266
Other comprehensive income – net exchange adjustments — — 26,970 26,970
Other comprehensive income – actuarial loss on deﬁned beneﬁt pensions — — (50,439) (50,439)
Other comprehensive income – tax credit — — 7,978 7,978
Total comprehensive income for the year — — 566,775 566,775
Share-based payments — — 71,193 71,193
Balance at 31 March 2013 4,145,580 8,831,527 985,371 13,962,478
Consolidated Statement of Changes in Equity
for the year ended 31 March 2013 34
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2013 2012
Note £ £
Cash ﬂows generated from operations
Proﬁt for the year 582,266 526,983
Adjustments for:
Taxation (306,042) (47,556)
Finance costs 32,914 48,542
Finance income (2,493) (10,856)
Operating proﬁt before working capital movement 306,645 517 ,113
Increase in trade and other receivables (139,262) (47,799)
Increase in inventories (144,338) (186,890)
Increase/(decrease) in trade and other payables 231,132 (37,697)
Loss/(gain) on sale of property, plant and equipment 1,010 (283)
Depreciation 9 268,699 264,710
Amortisation of intangible assets 8 406,553 415,419
Share-based payments 71,193 29,716
Taxation received/(paid) 13,321 (143,306)
Cash ﬂow from operating activities 1,014,953 810,983
Settlement of acquisition related liability — (125,000)
Cash ﬂow from operating activities 1,014,953 685,983
Investing activities
Finance income 2,493 10,856
Purchase of property, plant and equipment 9 (308,876) (454,179)
Purchase of intangible assets (1,185,133) (768,968)
Sale of property, plant and equipment — 13,681
Net cash used in investing activities (1,491,516) (1,198,610)
Financing activities
Finance costs (6,107) (12,563)
Loan repayments (497,377) (272,832)
Finance lease repayments (18,759) (60,030)
Net cash used in ﬁnancing activities (522,243) (345,425)
Net decrease in cash and cash equivalents (998,806) (858,052)
Effects of exchange rate movements 367 (37,693)
Cash and cash equivalents at beginning of year 1,159,132 2,054,877
Cash and cash equivalents at end of year 160,693 1,159,132
Consolidated Cash Flow Statement
for the year ended 31 March 2013 35
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2013 2012
Note £ £
ASSETS
Non-current assets
Investments 20 10,928,927 10,774,918
Intangible assets 8 1,506,765 984,663
12,435,692 11,759,581
Current assets
Trade and other receivables 11 4,127,911 4,344,833
Cash and cash equivalents — 18,869
4,127,911 4,363,702
Total assets 16,563,603 16,123,283
EQUITY AND LIABILITIES
Equity
Issued capital 13,966,782 13,966,782
Retained earnings 364,028 232,939
Total equity 14,330,810 14,199,721
Liabilities
Non-current liabilities
Long-term borrowings 12 455,608 794,389
Derivative ﬁnancial instruments 22 — 454
Total non-current liabilities 455,608 794,843
Current liabilities
Short-term borrowings 12 360,000 496,450
Trade and other payables 13 660,865 507,382
Other ﬁnancial liabilities 19 500,000 124,887
Bank overdraft 256,320 —
Total current liabilities 1,777,185 1,128,719
Total liabilities 2,232,793 1,923,562
Total equity and liabilities 16,563,603 16,123,283
David Evans     Kieron Harbinson
Non-executive Chairman    Finance Director
28 June 2013     28 June 2013
Omega Diagnostics Group PLC 
Registered number: 5017761
Company Balance Sheet
as at March 2013 36
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Share Share Retained 
capital premium earnings Total 
£££ £
Balance at 31 March 2011 4,517,862 9,448,920 292,639 14,259,421
Loss for the year ended 31 March 2012 — — (89,416) (89,416)
Total comprehensive income for the year — — (89,416) (89,416)
Share-based payments — — 29,716 29,716
Balance at 31 March 2012 4,517,862 9,448,920 232,939 14,199,721
Proﬁt for the year ended 31 March 2013 — — 59,896 59,896
Total comprehensive income for the year — — 59,896 59,896
Share-based payments — — 71,193 71,193
Balance at 31 March 2013 4,517,862 9,448,920 364,028 14,330,810
Company Statement of Changes in Equity
for the year ended 31 March 2013 37
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
 2013 2012
£ £
Cash ﬂows generated from operations
Proﬁt/(loss) for the year 59,896 (89,416)
Adjustments for:
Taxation (13,322) 7,528
Finance costs 27,830 45,338
Finance income (74,026) (79,944)
Operating proﬁt/(loss) before working capital movement 378 (116,494)
Decrease in trade and other receivables 216,922 605,150
Increase/(decrease) in trade and other payables 153,483 (182,630)
Taxation received/(paid) 13,321 (112,768)
Share-based payments 71,193 29,716
Net cash ﬂow from operating activities 455,297 222,974
Investing activities
Finance income 74,026 79,944
Purchase of intangible assets (152,102) (435,000)
Investment in subsidiaries (154,009) (119,557)
Net cash used in investing activities (232,085) (474,613)
Financing activities
Finance costs (1,024) (9,362)
Loan repayments (497,377) (272,832)
Net cash used in ﬁnancing activities (498,401) (282,194)
Net decrease in cash and cash equivalents (275,189) (533,833)
Cash and cash equivalents at beginning of year 18,869 552,702
(Overdraft)/cash and cash equivalents at end of year (256,320) 18,869
Company Cash Flow Statement
for the year ended 31 March 2013 38
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
1 Authorisation of ﬁnancial statements
The ﬁnancial statements of Omega Diagnostics Group PLC for the year ended 31 March 2013 were authorised for issue by the Board of Directors 
on 28 June 2013, and the balance sheets were signed on the Board’s behalf by David Evans and Kieron Harbinson. Omega Diagnostics 
Group PLC is a public limited company incorporated in England. The Company’s ordinary shares are traded on AIM.
2 Accounting policies
Basis of preparation
The accounting policies which follow set out those policies which have been applied consistently to all periods presented in these ﬁnancial 
statements. These ﬁnancial statements are presented in sterling and have been prepared in accordance with IFRS as adopted by the EU 
and applied in accordance with the provisions of the Companies Act 2006.
In relation to IFRS 8 – Operating Segments, the Group has identiﬁed the Executive Board as the chief operating decision maker with 
responsibility for decisions over the allocation of resources to operating segments and for the monitoring of their performance. The Group 
reports performance of the following three segments:
 − Allergy and Autoimmune
 − Food Intolerance
 − Infectious Disease and Other
Basis of consolidation
The Group ﬁnancial statements consolidate the ﬁnancial statements of Omega Diagnostics Group PLC and the entities it controls 
(its subsidiaries). Control comprises the power to govern the ﬁnancial and operating policies of the investee so as to obtain beneﬁt from its 
activities and is achieved through direct or indirect ownership of voting rights. Subsidiaries are consolidated from the date of acquisition, 
being the date on which the Group obtains control, and continue to be consolidated until the date that such control ceases. The ﬁnancial 
statements of the subsidiaries used in the preparation of the consolidated ﬁnancial statements are based on consistent accounting 
policies. All intercompany balances and transactions, including unrealised proﬁts arising from them, are eliminated.
Intangible assets
Goodwill
Business combinations are accounted for under IFRS 3 using the acquisition method. Goodwill represents the excess of the cost of the 
business combination over the Group’s interest in the net fair value of the identiﬁable assets, liabilities and contingent liabilities. Goodwill is 
not amortised but is subject to an annual impairment review and whenever events or changes in circumstances indicate that the carrying 
value may be impaired a charge is made to the income statement. After initial recognition, goodwill is stated at cost less any accumulated 
impairment losses.
For the purpose of impairment testing, goodwill is allocated to the related cash-generating units monitored by management, usually 
at business segment level or statutory Company level as the case may be. Where the recoverable amount of the cash-generating unit 
is less than its carrying amount, including goodwill, an impairment loss is recognised in the income statement.
Other intangible assets
Intangible assets acquired as part of a business combination are recognised outside goodwill if the asset is separable or arises from contractual 
or other legal rights and its fair value can be measured reliably. Following initial recognition at fair value at the acquisition date, the historic 
cost model is applied, with intangible assets being carried at cost less accumulated amortisation and accumulated impairment losses. 
Intangible assets with a ﬁnite life have no residual value and are amortised on a straight line basis over the expected useful lives, with 
charges included in administration costs, as follows:
Technology assets – 5–20 years
Customer relationships – 5–10 years
Supply agreements – 5 years
Other intangibles – 5 years
Software – 5 years
The carrying value of intangible assets is reviewed for impairment whenever events or changes in circumstances indicate the carrying 
value may not be recoverable.
Research and development costs
Expenditure on research and initial feasibility work is written off through the income statement as incurred. Thereafter, expenditure on 
product development which meets certain criteria is capitalised and amortised over its useful life. The stage at when it is probable that the 
product will generate future economic beneﬁts is when the following criteria have been met: technical feasibility; intention and ability to sell 
the product; availability of resources to complete the development of the product; and the ability to measure the expenditure attributable 
to the product. The useful life of the intangible asset is determined on a product-by-product basis, taking into consideration a number 
of factors. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.
Notes to the Financial Statements
for the year ended 31 March 2013 39
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2 Accounting policies continued
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is 
charged so as to write off the cost of assets to their estimated residual values over their estimated useful lives, on a straight line basis as follows:
Land and property – 33 years, straight line with no residual value
Leasehold improvements – 10 years, straight line with no residual value
Plant and machinery – 8 to 10 years, straight line with no residual value
Motor vehicles – 5 years, straight line with no residual value
The carrying values of property, plant and equipment are reviewed for impairment if events or changes in circumstances indicate the 
carrying value may not be recoverable, and are written down immediately to their recoverable amount. Useful lives are reviewed annually 
and, where adjustments are required, these are made prospectively.
Impairment of assets
The Group and Company assess at each reporting date whether there is an indication that an asset may be impaired. If any such indication 
exists, the Group and Company makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an 
asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset 
does not generate cash inﬂows that are largely independent of those from other assets or groups of assets. Where the carrying amount 
of an asset exceeds its recoverable amount, the asset is considered to be impaired and is written down to its recoverable amount. 
In assessing value in use, the estimated future cash ﬂows are discounted to their net present value, using a pre-tax discount rate that 
reﬂects current market assessments of the time value of money and the risks speciﬁc to that asset. Impairment losses on continuing 
operations are recognised in the income statement in those expense categories consistent with the function of the impaired asset.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is deﬁned as standard cost or purchase price and includes all 
direct costs incurred in bringing each product to its present location and condition. Net realisable value is based on estimated selling 
price less any further costs expected to be incurred prior to completion and disposal. 
Trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at the lower of original invoice amount and recoverable 
amount. A provision for doubtful amounts is made when there is objective evidence that collection of the full amount is no longer probable. 
Signiﬁcant ﬁnancial difﬁculty or signiﬁcantly extended settlement periods are considered to be indicators of impairment. Normal average 
payment terms vary from payment in advance to 90 days. Balances are written off when the probability of recovery is assessed as remote. 
Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at banks and in hand and short-term deposits with an original maturity 
of three months or less.
Financial instruments
Under IAS 39, ﬁnancial assets, liabilities and equity instruments are classiﬁed according to the substance of the contractual arrangements 
entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Financial assets are classiﬁed as either:
 − ﬁnancial assets at fair value through proﬁt or loss; or
 − loans and receivables.
Financial assets at fair value through proﬁt or loss
The Group uses derivative ﬁnancial instruments to reduce its exposure to ﬂuctuations in interest rates, both in sterling and US dollars. 
The Group does not hold or issue derivatives for speculative or trading purposes. Derivative ﬁnancial instruments with positive fair values 
are recognised as assets measured at their fair values at the balance sheet date. The fair value of interest rate contracts is determined 
by reference to market values for similar instruments that have similar maturities. Changes in fair value are recognised in the income 
statement included in ﬁnance costs, due to the fact that hedge accounting has not been applied.
Loans and receivables
Trade receivables that do not carry any interest and have ﬁxed or determinable payment amounts that are not quoted in an active market 
are classiﬁed as loans and receivables. Loans and receivables with a maturity of less than twelve months are included in current assets and 
are measured at amortised cost using the effective interest method as reduced by appropriate allowances for estimated irrecoverable amounts. 
Financial liabilities are classiﬁed as either:
 − ﬁnancial liabilities at fair value through proﬁt or loss; or
 − other liabilities. 40
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2 Accounting policies continued
Financial instruments continued
Financial liabilities at fair value through proﬁt or loss
The Group uses derivative ﬁnancial instruments to reduce its exposure to ﬂuctuations in interest rates, both in sterling and US dollars. 
The Group does not hold or issue derivatives for speculative or trading purposes. Derivative ﬁnancial instruments with negative fair values 
are recognised as liabilities measured at their fair values at the balance sheet date. The fair value of interest rate contracts is determined 
by reference to market values for similar instruments that have similar maturities. Changes in fair value are recognised in the income 
statement included in ﬁnance costs, due to the fact that hedge accounting has not been applied.
Other ﬁnancial liabilities, whether used as part of the consideration for acquisitions which include deferred consideration or not, are designated 
by the Group as ﬁnancial liabilities at fair value through proﬁt and loss. They are measured at the present value of the consideration expected 
to be payable by discounting the expected future cash ﬂows at prevailing interest rates. At initial recognition, the quantum of liability to be 
recognised will depend upon management’s expectation, at that date, of the amount that would ultimately be payable. Where there is 
a change in the expectation of future cash ﬂows or interest rates, the change is reﬂected through the income statement.
Other liabilities
Trade payables are not interest bearing and are recognised initially at fair value and subsequently measured at amortised cost using 
the effective interest method.
Bank borrowings are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. 
For long-term bank borrowings stated at amortised cost, transaction costs that are directly attributable to the borrowing instrument are 
recognised as an interest expense over the life of the instrument.
A ﬁnancial asset or liability is generally derecognised when the contract that gives rise to it is settled, sold, cancelled or expires. Where an 
existing ﬁnancial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability 
are substantially modiﬁed, such an exchange or modiﬁcation is treated as a derecognition of the original liability and recognition of the 
new liability, such that the difference in the respective carrying amounts together with any costs or fees incurred are recognised.
Financial assets and liabilities that are held for trading and other assets and liabilities designated as such on inception are included at fair 
value through proﬁt and loss. Financial assets and liabilities are classiﬁed as held for trading if they are acquired for sale in the short term. 
Derivatives are also classiﬁed as held for trading unless they are designated as hedge instruments. Assets are carried in the balance sheet 
at fair value with gains or losses recognised in the income statement. 
Company’s investments in subsidiaries 
The Company recognises its investments in subsidiaries at cost. The carrying value of investments is reviewed for impairment whenever 
events or changes in circumstances indicate the carrying value may not be recoverable.
Presentation currency
The ﬁnancial statements are presented in UK pounds sterling. Transactions in currencies other than sterling are recorded at the prevailing 
rate of exchange at the date of the transaction. At each balance sheet date, monetary assets and liabilities that are denominated in foreign 
currencies are retranslated at the rates prevailing on the balance sheet date. 
Foreign currencies
Non-monetary assets and liabilities that are denominated in foreign currencies are translated at the rates prevailing at the date of the transaction. 
Gains and losses arising on retranslation are included in the net proﬁt or loss for the year. The trading results of the overseas subsidiaries 
are translated at the average exchange rate ruling during the year, with the exchange difference between the average rates and the rates 
ruling at the balance sheet date being taken to reserves. Any difference arising on the translation of the opening net investment, in the 
overseas subsidiaries, and of applicable foreign currency loans are dealt with as adjustments to reserves. 
Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable and net of discounts and sales-related taxes. Sales of 
goods are recognised when the signiﬁcant risks and rewards of ownership are transferred to the customer. This will be when goods have 
been dispatched and the collection of the related receivable is reasonably assured. Revenue relates to the sale of medical diagnostic kits.
Government grants
Government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be met, 
usually on submission of a valid claim for payment. Government grants in respect of capital expenditure are credited to a deferred income 
account and are released to the income statement over the expected useful lives of the relevant assets by equal annual instalments.
Leasing and hire purchase commitments
Assets held under ﬁnance leases and hire purchase contracts are capitalised in the balance sheet and are depreciated over the shorter 
of their lease period and useful life. The corresponding lease or hire purchase obligation is capitalised in the balance sheet as a liability. 
The interest element of the rental obligation is charged to the income statement over the period of the lease and represents a constant 
proportion of the balance of capital repayments outstanding.
Rentals applicable to operating leases, where substantially all the beneﬁts and risks remain with the lessor, are charged against proﬁts 
on a straight line basis over the period of the lease.
Notes to the Financial Statements continued
for the year ended 31 March 2013 41
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2 Accounting policies continued
Share-based payments
Equity-settled transactions
For equity-settled transactions, the Group measures the award by reference to the fair value at the date at which they are granted and it is 
recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the award. 
Fair value is determined using an appropriate pricing model. In valuing equity-settled transactions, no account is taken of any service and 
performance (vesting conditions), other than conditions linked to the price of the shares of the Company (market conditions). 
Any other conditions which are required to be met in order for an employee to become fully entitled to an award are considered to be 
non-vesting conditions. Like market performance conditions, non-vesting conditions are taken into account in determining grant date fair 
value. No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market or 
non-vesting condition, which are treated as vesting irrespective of whether or not the market or non-vesting condition is satisﬁed, provided 
that all other performance conditions are satisﬁed.
At each balance sheet date before vesting, the cumulative expense is calculated, representing the extent to which the vesting period has 
expired and management’s best estimate of the achievement or otherwise of vesting conditions and of the number of equity instruments 
that will ultimately vest or, in the case of an instrument subject to a market or non-vesting condition, be treated as vesting as described above. 
This includes any award where non-vesting conditions within the control of the Group or the employee are not met. The movement in 
cumulative expense since the previous balance sheet date is recognised in the income statement, with a corresponding entry in equity.
Where the terms of an equity-settled award are modiﬁed or a new award is designated as replacing a cancelled or settled award, the cost 
based on the original award terms continues to be recognised over the original vesting period. In addition, an expense is recognised over 
the remainder of the new vesting period for the incremental fair value of any modiﬁcation, based on the difference between the fair value 
of the original award and the fair value of the modiﬁed award, both as measured on the date of the modiﬁcation. No reduction is 
recognised if this difference is negative.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any cost not yet recognised in 
the income statement for the award is expensed immediately. Any compensation paid up to the fair value of the award at the cancellation 
or settlement date is deducted from equity, with any excess over fair value being treated as an expense in the income statement.
Pension contributions
Contributions to personal pension plans of employees on a deﬁned contribution basis are charged to the income statement in the year 
in which they are payable.
The Group also operates two deﬁned beneﬁt plans in Germany, which are closed to new members. Obligations under deﬁned beneﬁt 
plans are measured at discounted present values by actuaries, while plan assets are recorded at fair value. The operating and ﬁnancing 
costs of pensions are charged to the income statement in the period in which they arise and are recognised separately. The difference 
between actual and expected returns on assets during the year, including changes in actuarial assumptions, are recognised in the 
statement of comprehensive income.
Income taxes
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based 
on tax rates and laws that are enacted or substantively enacted by the balance sheet date.
Deferred income tax is recognised on all temporary differences arising between the tax bases of assets and liabilities and their carrying 
amounts in the ﬁnancial statements, with the following exceptions:
 − where the temporary difference arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business 
combination that at the time of the transaction affects neither accounting nor taxable proﬁt or loss;
 − in respect of taxable temporary differences associated with investments in subsidiaries, associates and joint ventures, where the timing 
of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the 
foreseeable future; and
 − deferred income tax assets are recognised only to the extent that it is probable that taxable proﬁt will be available against which 
the deductible temporary differences, carried forward tax credits or tax losses can be utilised.
Deferred income tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the 
related asset is realised or the liability is settled, based on tax rates and laws enacted or substantively enacted at the balance sheet date.
Income tax and deferred tax is charged or credited in other comprehensive income or directly to equity if it relates to items that are credited 
or charged in other comprehensive income or directly to equity. Otherwise, income tax and deferred tax is recognised in proﬁt or loss.
Use of estimates and judgements
The preparation of these ﬁnancial statements requires management to make judgements, estimates and assumptions that affect 
the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ 
from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period 
in which the estimate is revised and in any future periods affected.
The signiﬁcant areas of estimation and uncertainty and critical judgements in applying the accounting policies that have the most 
signiﬁcant effect on the amounts recognised in the ﬁnancial information are discussed overleaf. Further judgements, assumptions 
and estimates are set out in the Group ﬁnancial statements. 42
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
2 Accounting policies continued
Use of estimates and judgements continued
Valuation of intangible assets
Management judgement is required to estimate the useful lives of intangible assets, having reference to future economic beneﬁts 
expected to be derived from use of the asset. Economic beneﬁts are based on the fair values of estimated future cash ﬂows.
Impairment of goodwill
Goodwill is tested annually for impairment. The test considers future cash ﬂow projections of cash-generating units that give rise to the 
goodwill. Where the discounted cash ﬂows are less than the carrying value of goodwill, an impairment charge is recognised for the difference. 
Further analysis of the estimates and judgements is disclosed in Note 8.
Deferred tax assets
Management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing 
and level of future taxable proﬁts together with an assessment of the effect of future tax planning strategies. The carrying value of the 
deferred tax asset at 31 March 2013 is £553,647 (2012: £150,332). Further details are contained in Note 14.
New standards and interpretations not applied 
IASB and IFRIC have issued the following standards and interpretations, which are considered relevant to the Group, with an effective 
date after the date of these ﬁnancial statements.
International Accounting Standards (IAS/IFRSs) Effective date
IAS 19 Employee Beneﬁts (Amendment) 1 January 2013
IFRS 9 Financial Instruments 1 January 2015
IFRS 10 Consolidated Financial Statements 1 January 2014
IFRS 11 Joint Arrangements 1 January 2014
IFRS 12 Disclosure of Interests in Other Entities 1 January 2014
IFRS 13 Fair Value Measurement 1 January 2013
The above standards and interpretations will be adopted in accordance with their effective dates and have not been adopted in these 
ﬁnancial statements. The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact 
on the Group’s ﬁnancial statements in the period of initial application.
3 Adoption of new international ﬁnancial reporting standards 
The accounting policies adopted are consistent with those of the previous ﬁnancial year.
4 Segment information
For management purposes the Group is organised into three operating divisions: Allergy and Autoimmune, Food Intolerance, 
and Infectious Disease and Other. 
The Allergy and Autoimmune division specialises in the research, development, production and marketing of in vitro allergy 
and autoimmune tests used by doctors to diagnose patients with allergies and autoimmune diseases.
The Food Intolerance division specialises in the research, development and production of kits to aid the detection of immune reactions 
to food. It also provides clinical analysis to the general public, clinics and health professionals as well as supplying the consumer Food 
Detective
®
 test.
The Infectious Disease division specialises in the research, development and production and marketing of kits to aid the diagnosis 
of infectious diseases.
Corporate consists of centralised corporate costs which are not allocated across the three business divisions.
Inter-segment transfers or transactions are entered into under the normal commercial conditions that would be available to unrelated 
third parties.
Notes to the Financial Statements continued
for the year ended 31 March 2013 43
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
4 Segment information continued
Business segment information
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2013 ££££ £
Statutory presentation
Revenue 4,254,313 5,222,919 2,869,053 — 12,346,285
Inter-segment revenue (93,304) (833,232) (156,851) — (1,083,387)
Total revenue 4,161,009 4,389,687 2,712,202 — 11,262,898
Operating costs (4,391,981) (3,258,964) (2,559,475) (745,833) (10,956,253)
Operating proﬁt/(loss) (230,972) 1,130,723 152,727 (745,833) 306,645
Net ﬁnance (costs)/income (72,362) 513 (4,868) 46,296 (30,421)
Proﬁt/(loss) before taxation (303,334) 1,131,236 147,859 (699,537) 276,224
Adjusted proﬁt before taxation
Proﬁt/(loss) before taxation (303,334) 1,131,236 147,859 (699,537) 276,224
IFRS-related discount charges — — — 25,046 25,046
Fair value adjustments to ﬁnancial derivatives — — — (454) (454)
Amortisation of intangible assets 282,412 98,866 25,275 — 406,553
Share-based payment charges — — — 71,193 71,193
Adjusted proﬁt/(loss) before taxation (20,922) 1,230,102 173,134 (603,752) 778,562
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2012 ££££ £
Statutory presentation
Revenue 4,488,210 4,456,689 2,762,572 — 11,707 ,471
Inter-segment revenue (11,436) (555,984) (15,998) — (583,418)
Total revenue 4,476,774 3,900,705 2,746,574 — 11,124,053
Operating costs (4,616,762) (2,863,458) (2,450,586) (676,134) (10,606,940)
Operating proﬁt/(loss) (139,988) 1,037,247 295,988 (676,134) 517 ,113
Net ﬁnance (costs)/income (72,095) (197) — 34,606 (37,686)
Proﬁt/(loss) before taxation (212,083) 1,037,050 295,988 (641,528) 479,427
Adjusted proﬁt before taxation
Proﬁt/(loss) before taxation (212,083) 1,037,050 295,988 (641,528) 479,427
IFRS-related discount charges 12,344 — — 32,881 45,225
Fair value adjustments to ﬁnancial derivatives — — — (2,981) (2,981)
Amortisation of intangible assets 296,667 98,748 20,004 — 415,419
Acquisition costs 37,461 — — — 37,461
Share-based payment charges — — — 29,716 29,716 
Adjusted proﬁt/(loss) before taxation 134,389 1,135,798 315,992 (581,912) 1,004,267
The segment assets and liabilities are as follows:
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2013 ££££ £
Segment assets 9,019,799 5,551,814 2,298,462 16,622 16,886,697
Unallocated assets ———— 721,446
Total assets 9,019,799 5,551,814 2,298,462 16,622 17,608,143
Segment liabilities 337,982 355,997 849,050 141,121 1,684,150
Unallocated liabilities ———— 1,961,515
Total liabilities 337,982 355,997 849,050 141,121 3,645,665 44
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
4 Segment information continued
Business segment information continued
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2012 ££££ £
Segment assets 7,784,700 5,800,726 1,791,682 20,161 15,397 ,269
Unallocated assets — — — — 1,313,518
Total assets 7 ,784,700 5,800,726 1,791,682 20,161 16,710,787
Segment liabilities 259,121 306,478 618,849 268,570 1,453,018
Unallocated liabilities — — — — 1,933,259
Total liabilities 259,121 306,478 618,849 268,570 3,386,277
Unallocated assets comprise cash, income tax receivable, deferred taxation and derivative ﬁnancial instruments. Unallocated liabilities comprise 
interest-bearing loans, borrowings, other ﬁnancial liabilities, derivative ﬁnancial instruments, deferred taxation and income tax payable.
Information about major customers
No single customer accounts for 10% or more of Group revenues.
Geographical information
The Group’s geographical information is based on the location of its markets and customers. Sales to external customers disclosed in the 
geographical information are based on the geographical location of its customers. The analysis of segment assets and capital expenditure 
is based on the geographical location of the assets.
 2013 2012
£ £
Revenues
UK 991,513 933,164
Germany 3,654,701 3,875,905
Rest of Europe 2,752,442 2,604,134
North America 348,984 327,505
South/Central America 511,968 441,347
India 399,775 401,799
Asia and Far East 1,041,788 913,494
Africa and Middle East 1,561,727 1,626,705
11,262,898 11,124,053
 Property, Retirement Trade
plant and beneﬁt and other
Intangibles equipment surplus Inventories receivables Total
2013 £££££ £
Assets
UK 7,443,646995,942 —899,494 2,073,849 11,412,931
Germany 2,900,341 1,090,479 31,886 849,865 381,648 5,254,219
India 3,889 29,865 — 84,528 101,265 219,547
Unallocated assets ————— 721,446
Total assets 10,347,876 2,116,286 31,886 1,833,887 2,556,762 17,608,143
 Property, Retirement Trade
plant and beneﬁt and other
Intangibles equipment surplus Inventories receivables Total
2012 £££££ £
Assets
UK 6,142,429 867,105 — 852,810 2,071,704 9,934,048
Germany 2,990,422 1,174,008 85,639 836,739 339,591 5,426,399
India 3,221 27,396 — — 6,205 36,822
Unallocated assets ————— 1,313,518
Total assets 9,136,072 2,068,509 85,639 1,689,549 2,417,500 16,710,787
Notes to the Financial Statements continued
for the year ended 31 March 2013 45
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
4 Segment information continued
Geographical information continued
2013 2012
£ £
Liabilities
UK 1,365,434 1,234,205
Germany 256,346 328,379
India 62,370 15,311
Unallocated liabilities 1,961,515 1,808,382
Total liabilities 3,645,665 3,386,277
Capital expenditure
UK 256,568 310,208
Germany 42,318 113,638
India 9,990 30,333
Total capital expenditure 308,876 454,179
5 Finance costs
2013 2012
Consolidated £ £
Interest payable on loans and bank overdrafts 6,471 14,862
Exchange difference on loans 927 577
Unwinding of discounts 21,732 32,880
Fair value adjustment to ﬁnancial derivatives (454) (2,981)
Finance leases 4,238 3,204
32,914 48,542
6 Taxation
2013 2012
Consolidated £ £
(a) Tax credited in the income statement
Current tax – current year — —
Current tax – prior year adjustment 16,373 (18,158)
Deferred tax – current year 163,462 66,583
Deferred tax – prior year adjustment 126,207 (869)
306,042 47 ,556
(b) Tax relating to items charged or credited to other comprehensive income 
Deferred tax on actuarial loss/(gain) on retirement beneﬁt obligations 12,900 (21,393)
Deferred tax on net exchange adjustments (4,922) 37,978
Total tax credit 7,978 16,585
2013 2012
Consolidated £ £
(c) Reconciliation of total tax credit
Factors affecting the tax charge for the year:
Proﬁt before tax 276,224 479,427
Effective rate of taxation 24% 26%
Proﬁt before tax multiplied by the effective rate of tax 66,294 124,651
Effects of:
Expenses not deductible for tax purposes and permanent differences 21,423 6,815
Research and development tax credits (227,422) (151,954)
Tax (over)/under-provided in prior years (142,580) 19,027
Adjustment due to different overseas tax rate (9,372) (1,015)
Impact of UK rate change on deferred tax (14,385) (45,080)
Tax credit for the year (306,042) (47,556)
In his Budget speech on 20 March 2013, the Chancellor announced that the main UK corporation tax rate would be reduced from 
the current rate of 24% to 20% by 2015. The rate of corporation tax reduced from 28% to 26% on 1 April 2011 and a reduction to 24%, 
effective from 1 April 2012, was included in the Finance Bill that was enacted on 17 July 2012. A further reduction in the corporation 
tax rate to 23%, effective from 1 April 2013, was also included in the Finance Bill.
As the reduction in the rate to 23% was enacted at the balance sheet date, this is the rate at which deferred tax has been provided. 
The further rate reductions are to be incorporated within future legislative acts and so will not be substantively enacted until later 
periods. The estimated impact of the proposed further rate reduction to 20% would be to reduce the deferred tax liability by £7,272. 46
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
7 Revenue and expenses
2013 2012
Consolidated £ £
Revenues
Revenue – sales of goods 11,262,898 11,124,053
Finance income 2,493 10,856
Total revenue 11,265,391 11,134,909
2013 2012
Consolidated £ £
Operating proﬁt is stated after charging/crediting: 
Material costs 3,053,462 2,978,393
Depreciation 268,699 264,710
Amortisation of intangibles 406,553 415,419
Net foreign exchange (gains)/losses (4,863) 21,722
Research and development costs 140,810 486,584
Operating lease rentals 249,931 193,822
Share-based payments 71,193 29,716
Auditors’ remuneration
Fees payable to the Company’s auditors for the audit of the annual accounts 20,000 23,300
– Local statutory audit of subsidiaries 50,000 50,000
– Local statutory audit of the parent Company 5,000 5,000
Fees payable to the Company’s auditors for other services
– Taxation 14,500 14,550
All research and development costs noted above were charged directly to administration costs in the income statement.
Staff costs
The average monthly number of employees (including Directors) was:
 2013 2012
Consolidated number number
Operations 74 70
Management and administration 52 37
Employee numbers 126 107
Their aggregate remuneration comprised:
2013 2012
£ £
Wages and salaries 3,967,856 3,647,364
Social security costs 490,079 477,883
Pension costs 238,344 207,620
Share-based payments 71,193 29,716
4,767,472 4,362,583
Equity-settled share-based payments
Consolidated and Company
The share-based payment plans are described below. 
EMI Option Scheme and Unapproved Option Scheme
The plans are equity-settled plans and the fair value is measured at the grant date. Under the above plans, share options are granted to 
Directors and employees of the Company. The exercise price of the option is equal to the market price of the shares on the date of grant. 
The options vest one year after the date of grant and are not subject to any performance criteria.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model taking into account the terms and conditions 
upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Notes to the Financial Statements continued
for the year ended 31 March 2013 47
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
7 Revenue and expenses continued
Equity-settled share-based payments continued
Second Unapproved Option Scheme (SUOS)
The plan is an equity-settled plan and the fair value is measured at the grant date. Under the above plan, share options may be granted 
to third parties for provision of services to the Company. The exercise price of the option is equal to the market price of the shares 
on the date of grant. The options vest three years after the date of grant and are not subject to any performance criteria.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model taking into account the terms 
and conditions upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Under the EMI Option Scheme 135,000 options lapsed during the year and a further 1,450,000 were granted.
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year:
2013 2013 2012 2012
number WAEP number WAEP
Outstanding 1 April 2,283,289 19.0p 1,923,289 19.0p
Granted during the year under the EMI Option Scheme 1,450,000 14.5p 450,000 12.6p
Granted during the year under the SUOS —— — —
Exercised during the year —— — —
Lapsed during the year under the EMI Option Scheme (135,000) — (90,000) —
Outstanding at 31 March 3,598,289 — 2,283,289 —
Exercisable at 31 March 2,148,289 — 1,833,289 —
The following table lists the inputs to the model used for the years ended 31 March 2013 and 31 March 2012:
EMI Option Scheme and 
Unapproved Option Scheme
2013 2012
Dividend yield 0% 0%
Expected volatility 47% 52%
Risk-free interest rate 5.00% 3.42%
Weighted average remaining contractual life 7.4 6.7
Weighted average share price 14.5p 12.6p
Exercise price 14.5p 12.6p
Model used Black-Scholes Black-Scholes
The expected life of the options is based on management’s assumption of the options’ life due to the lack of any historical data on the 
exercise period of these options. The assumption takes into account the experience of employees and Directors and is not necessarily 
indicative of exercise patterns that may occur.
The expected volatility reﬂects the assumption that historical volatility over a period similar to the life of the option is indicative of future trends, 
which may not necessarily be the actual outcome. 
Directors’ remuneration
2013 2012
Consolidated £ £
Fees 45,000 45,000
Emoluments 371,506 477,829
416,506 522,829
Contributions to personal pension 18,500 26,500
435,006 549,329
Members of a deﬁned contribution pension scheme at the year end 3 3
Information in respect of individual Directors’ emoluments is provided in the Directors’ Remuneration Report on pages 25 and 26. 48
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
8 Intangibles
 Licences/ Supply Technology Customer Development
Goodwill software arrangements assets relationships costs Total
££££££ £
Cost 
At 31 March 2011 4,745,302 1,113,492 549,248 2,147,521 1,280,349 — 9,835,912
Additions — 26,424 — 8,338 — — 34,762
Additions internally generated — — — — — 299,206 299,206
Currency translation (72,361) (3,500) (27,334) (9,054) (60,409) (400) (173,058)
At 31 March 2012 4,672,941 1,136,416 521,914 2,146,805 1,219,940 298,806 9,996,822
Additions — 570,582 — — — — 570,582
Additions internally generated — — — — — 1,026,464 1,026,464
Currency translation 11,837 1,925 4,669 1,538 10,018 4,480 34,467
At 31 March 2013 4,684,778 1,708,923 526,583 2,148,343 1,229,958 1,329,750 11,628,335
Accumulated amortisation 
At 31 March 2011 — 9,989 27,438 362,473 59,441 — 459,341
Amortisation charge in the year — 37,528 108,243 132,753 136,895 — 415,419
Currency translation — (1,570) (5,202) (1,634) (5,604) — (14,010)
At 31 March 2012 — 45,947 130,479 493,592 190,732 — 860,750
Amortisation charge in the year — 44,948 101,739 130,710 129,156 — 406,553
Currency translation — 1,824 4,745 1,490 5,097 — 13,156
At 31 March 2013 — 92,719 236,963 625,792 324,985 — 1,280,459
Net book value 
31 March 2013 4,684,778 1,616,204 289,620 1,522,551 904,973 1,329,750 10,347,876
31 March 2012 4,672,941 1,090,469 391,435 1,653,213 1,029,208 298,806 9,136,072
31 March 2011 4,745,302 1,103,503 521,810 1,785,048 1,220,908 — 9,376,571
Of the licenses/software balance above, £1,506,765 (2012: 984,663) is held on the balance sheet of the Company and relates to the IDS 
and CD4 licenses. Additional costs of £522,102 were capitalised in the year in relation to these licenses.
Impairment testing of goodwill
The Group tests goodwill annually for impairment or more frequently if there are indicators of impairment. The carrying amount of goodwill 
is indicated in the table above. The net book value of goodwill above for Genesis-CNS amounts to £3,016,892 (2012: £3,016,892), Co-Tek 
£332,986 (2012: £332,986) and Omega GmbH £1,334,900 (2012: £1,323,063).
The recoverable amount of Genesis-CNS, Co-Tek and Omega GmbH has been determined based on a value in use calculation using 
cash ﬂow projections based on the actual results for the year ended 31 March 2013 and the ﬁnancial budget approved by the Board covering 
the period to 31 March 2014, with projected cash ﬂows thereafter through to March 2017 based on a growth rate of 3% per annum. The key 
assumptions used in the budget for Genesis-CNS are the sales projections which are predicated on the continued success of the Genarrayt
®
 
and Food Detective
®
 assays being commercialised on an international basis and the gross margins which can be achieved from the sales of 
these products. The key assumption used in the budget for Co-Tek is the growth in sales of the Company’s Micropath™ range of products 
where increased volumes are dependent upon having accessed a lower manufacturing cost through the acquisition of Co-Tek itself. The 
budget for Omega GmbH assumes continued organic growth in sales in the German market as well as achieving an increase in export sales 
through the existing Omega international distribution network. The Omega GmbH forecast also includes revenues in years two to ﬁve from 
the IDS-iSYS platform which will allow more rapid processing of higher volume tests.
In all three cases, the Company also makes assumptions in regard to having sufﬁcient production personnel to cope with increased volumes. 
The discount rate applied to cash ﬂows is 12.5% for the Group which takes account of other risks speciﬁc to each segment such as currency 
risk, geography and price risk. The discount rate is the weighted average cost of pre-tax cost of debt ﬁnancing and the pre-tax cost of 
equity ﬁnancing. Cash ﬂows beyond the budget period are extrapolated for Genesis-CNS, Co-Tek and Omega GmbH over the next four 
years using a growth rate of 3% that equates to the current growth rate in the IVD industry. Thereafter, a nil growth rate has been assumed 
for prudence. As a result, there has been no impairment to the carrying value of goodwill.
Sensitivity analysis
Base forecasts show headroom of £4.7 million above carrying value for Genesis-CNS, headroom of £410,000 above carrying value for 
Co-Tek and headroom of £800,000 for Omega GmbH. Sensitivity analysis has been undertaken to assess the impact of any reasonably 
possible change in key assumptions. If the growth rate were to drop from 3% to 1% this would have the effect of reducing the headroom 
in Genesis-CNS by £191,000 over ﬁve years, in Co-Tek by £29,000 over ﬁve years and in Omega GmbH by £45,000 over ﬁve years.
For Genesis-CNS, the discount rate would have to increase to 48% or the growth rate would have to be a decline of 81% for the headroom 
to reduce to £Nil.
For Co-Tek, the discount rate would have to increase to 55% or the growth rate would have to be a decline of 37% for the headroom 
to reduce to £Nil.
For Omega GmbH, the discount rate would have to increase to 22% or the growth rate would have to be a decline of 44% for the headroom 
to reduce to £Nil.
Notes to the Financial Statements continued
for the year ended 31 March 2013 49
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
9 Property, plant and equipment
Land and Leasehold Plant and Motor
property improvements machinery vehicles Total
Consolidated ££££ £
Cost
At 31 March 2011 713,332 181,625 2,169,420 75,411 3,139,788
Additions 10,281 40,953 402,945 — 454,179
Disposals — — (38,585) (22,438) (61,023)
Currency translation (35,800) (696) (28,475) (3,764) (68,735)
At 31 March 2012 687,813 221,882 2,505,305 49,209 3,464,209
Additions — 19,958 288,918 — 308,876
Disposals — — (4,907) — (4,907)
Currency translation 6,152 85 8,394 441 15,072
At 31 March 2013 693,965 241,925 2,797,710 49,650 3,783,250
Accumulated depreciation
At 31 March 2011 4,877 95,783 1,078,356 6,288 1,185,304
Charge in the year 19,513 23,055 202,253 19,889 264,710
Disposals — — (38,476) (9,199) (47,675)
Currency translation (940) (109) (4,446) (1,144) (6,639)
At 31 March 2012 23,450 118,729 1,237,687 15,834 1,395,700
Charge in the year 18,348 27,605 212,818 9,928 268,699
Disposals — — (3,897) — (3,897)
Currency translation 853 282 4,837 490 6,462
At 31 March 2013 42,651 146,616 1,451,445 26,252 1,666,964
Net book value
31 March 2013 651,314 95,309 1,346,265 23,398 2,116,286
31 March 2012 664,363 103,153 1,267,618 33,375 2,068,509
31 March 2011 708,455 85,842 1,091,064 69,123 1,954,484
The net book value of plant and machinery held under ﬁnance leases at 31 March 2013 is £24,636 (2012: £38,073).
10 Inventories
2013 2012
£ £
Raw materials 993,354 896,810
Work in progress 121,667 139,803
Finished goods and goods for resale 718,866 652,936
1,833,887 1,689,549
11 Trade and other receivables
2013 2012
Consolidated £ £
Trade receivables 2,309,765 2,237,309
Less provision for impairment of receivables (14,117) (14,117)
Trade receivables – net 2,295,648 2,223,192
Prepayments and other receivables 261,114 194,308
2,556,762 2,417,500
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
2013 2012
Company £ £
Prepayments and other receivables 16,622 20,160
Due from subsidiary companies 4,111,289 4,324,673
4,127,911 4,344,833 50
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
11 Trade and other receivables continued
Analysis of trade receivables
2013 2012
Consolidated £ £
Neither impaired nor past due 1,857,402 1,543,940
Past due but not impaired 438,246 679,252
2013 2012
Company £ £
Neither impaired nor past due 4,111,289 4,324,673
Ageing of past due but not impaired trade receivables
2013 2012
£ £
Up to three months 295,148 503,826
Between three and six months 32,329 103,578
More than six months 110,769 71,848
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
The credit quality of trade receivables that are neither past due nor impaired is assessed internally with reference to historical information 
relating to counterparty default rates. The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable 
and no collateral is held as security.
12 Interest-bearing loans and borrowings and ﬁnancial instruments
2013 2012
Consolidated £ £
Current
Bank loans — 136,450
Other loans 360,000 360,000
Obligations under ﬁnance leases 7,649 13,361
367,649 509,811
Non-current
Obligations under ﬁnance leases 28,864 —
Other loans 455,608 794,389
484,472 794,389
Bank loans comprised the following:
£136,450 variable rate loans 2013 (base rate + 2.0%) (2012: base rate + 2.0%) — 136,450
— 136,450
Less current instalments — (136,450)
— —
The Group uses ﬁnance leases and hire purchase contracts to acquire plant and machinery. These leases have terms of renewal but no 
purchase options and escalation clauses. Renewals are at the option of the lessee. Future minimum payments under ﬁnance leases and 
hire purchase contracts are as follows:
2013 2012
£ £
Future minimum payments due:
Not later than one year 10,007 13,667
After one year but not more than ﬁve years 32,524 —
42,531 13,667
Less ﬁnance charges allocated to future periods 6,018 306
Present value of minimum lease payments 36,513 13,361
The present value of minimum lease payments is analysed as follows:
Not later than one year 7,649 13,361
After one year but not more than ﬁve years 28,864 —
36,513 13,361
Notes to the Financial Statements continued
for the year ended 31 March 2013 51
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
12 Interest-bearing loans and borrowings and ﬁnancial instruments continued
2013 2012
Consolidated £ £
Other loans comprise the following:
Vendor loan – 2014 (base rate) 815,608 1,154,389
815,608 1,154,389
The two Bank of Scotland term loans were repaid in full on 4 September 2012. 
The term loans were secured by a ﬂoating charge over the assets of the Group. Cross-guarantees between Omega Diagnostics Group PLC, 
Omega Diagnostics Limited, Genesis Diagnostics Limited and Cambridge Nutritional Sciences Limited are in place, and Omega 
Diagnostics Group PLC has given the Bank of Scotland a debenture secured over the assets of the Company. Kieron Harbinson and 
Andrew Shepherd also provided personal guarantees of £100,000 in support of the term loans. The security above remains in place 
against the £1.7 million bank overdraft currently available to the Group. 
2013 2012
Company £ £
Current
Bank loans — 136,450
Other loans 360,000 360,000
360,000 496,450
Non-current 
Other loans 455,608 794,389
Bank loans comprised the following:
£136,450 variable rate loan 2013 (base rate + 2.0%) (2012: base rate + 2.0%) — 136,450
— 136,450
Less current instalments — (136,450)
— —
2013 2012
Company £ £
Other loans comprise the following:
Vendor loan – 2014 (base rate) 815,608 1,154,389
815,608 1,154,389
13 Trade and other payables
2013 2012
Consolidated £ £
Trade payables 1,231,405 962,115
Social security costs 135,292 101,118
Accruals and other payables 317,452 389,785
1,684,149 1,453,018
Trade payables and other payables comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider 
that the carrying amount of trade payables approximates their fair value.
2013 2012
Company £ £
Trade payables 42,527 47 ,428
Accruals and other payables 98,594 96,255
Due to subsidiary companies 519,744 363,699
660,865 507,382
Trade payables and other payables comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider 
that the carrying amount of trade payables approximates their fair value. 52
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
14 Deferred taxation
The deferred tax asset is made up as follows:
2013 2012
Consolidated £ £
Decelerated capital allowances 2,676 32,107
Temporary differences 46,261 9,287
Tax losses carried forward 504,710 108,938
553,647 150,332
A deferred tax asset has been recognised for the carry forward of unused tax losses to the extent that it is probable that future taxable 
proﬁts will be available against which the unused tax losses can be utilised.
The deferred tax liability is made up as follows:
2013 2012
Consolidated £ £
Fair value adjustments on acquisition 400,163 446,062
Accelerated capital allowances 49,684 36,273
Other timing differences 151,056 —
Retirement beneﬁt obligations 8,492 21,393
609,395 503,728
15 Share capital
2013 2012
Company number number
Authorised share capital
Ordinary shares of 4 pence each 184,769,736 184,769,736
Deferred shares of 0.9 pence each 123,245,615 123,245,615
Issued and fully paid ordinary share capital
At the beginning of the year 85,216,257 85,216,257
Issued during the year — —
At the end of the year 85,216,257 85,216,257
During the year to 31 March 2013, the Company granted options over 1,450,000 ordinary shares at an exercise price of 14.5 pence per 
share. The options will expire if not exercised within ten years of the date of grant.
16 Commitments and contingencies
Operating lease commitments
Future minimum rentals payable under non-cancellable operating leases are as follows:
2013 2012
Consolidated £ £
Land and buildings:
Within one year 232,124 175,119
Within two to ﬁve years 828,157 399,456
Other:
Within one year 17,777 18,703
Within two to ﬁve years 21,668 30,150
Land and buildings leases in force for Omega Diagnostics Limited premises extend to 30 June 2021. The land and buildings leases 
in force for the premises of Genesis Diagnostics Limited and Cambridge Nutritional Sciences extend to March 2017.
Other leases are in force for ofﬁce equipment items and extend to time periods ranging from December 2013 to June 2021. The leases 
may be extended at the expiry of their term.
Performance bonds
The Group has performance bonds and guarantees in place amounting to £34,610 at 31 March 2013 (2012: £30,000).
Notes to the Financial Statements continued
for the year ended 31 March 2013 53
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
17 Related party transactions
Remuneration of key personnel
The remuneration of the key management personnel of Omega Diagnostics Group PLC is set out below in aggregate for each of the 
categories speciﬁed in IAS 24 – Related Party Disclosures:
2013 2012
£ £
Short-term employee beneﬁts 912,875 885,439
Share-based payments 45,934 8,020
Post-employment beneﬁts 40,375 31,679
999,184 925,138
Included within short-term employee beneﬁts are amounts paid to MBA Consultancy of £25,000 (2012: £25,000), a company controlled 
by David Evans, and £20,000 (2012: £20,000) to Holdmer Associates Limited, a company controlled by Michael Gurner.
Other related party transactions
During the year there have been transactions between the parent Company, Omega Diagnostics Limited (ODL), Genesis Diagnostics Limited 
(Genesis), Cambridge Nutritional Sciences (CNS), Co-Tek (South West) Limited (Co-Tek), Omega GmbH (GmbH) and Omega Dx (Asia) 
largely relating to payment of fees. The amounts outstanding at the year end are as follows:
 ODG ODL Genesis CNS Co-Tek GmbH Dx (Asia)
At 31 March 2013 £ £ £ £ £ £ £
Omega Diagnostics Group PLC — (1,362,530) 194,167 325,577 — (2,748,759) —
Omega Diagnostics Limited 1,362,530 — 131,508 240,498 15,424 — (59,727)
Genesis Diagnostics Limited (194,167) (131,508) — (183,891) (20,391) — (69,778)
Cambridge Nutritional 
Sciences Limited (325,577) (240,498) 183,891 — — — (6,054)
Co-Tek (South West) Limited — (15,424) 20,391——— —
Omega GmbH 2,748,759————— (18,132)
Omega Dx (Asia) — 59,727 69,778 6,054 — 18,132 —
 ODG ODL Genesis CNS Co-Tek GmbH
At 31 March 2012 £££££ £
Omega Diagnostics Group PLC — (1,466,926) 53,087 310,612 — (2,857,747)
Omega Diagnostics Limited 1,466,926 — (319,849) (142,722) — —
Genesis Diagnostics Limited (53,087) 319,849 — (66,098) — —
Cambridge Nutritional Sciences Limited (310,612) 142,722 66,098 — — —
Co-Tek (South West) Limited ————— —
Omega GmbH 2,857,747———— —
During the year there were transactions between the Company and its subsidiaries as follows:
2013 2012
£ £
Balance at 1 April 3,960,974 4,451,600
Charges to subsidiary companies 722,300 712,536
Transfers of cash from subsidiary companies (1,091,729) (1,203,162)
Balance at 31 March 2013 3,591,545 3,960,974
Note 12 discloses personal guarantees made by two of the Directors in support of the bank term loan.
18 Retirement beneﬁt obligations
The Group operates pension schemes for the beneﬁt of its UK and overseas employees.
Details of the deﬁned contribution schemes for the Group’s employees are given below in Note (a). Details of the deﬁned beneﬁt schemes 
for the Group’s German employees and details relating to these schemes are given below in Note (b). During the year Group accounted 
for these pension schemes under IAS 19 – Employee Beneﬁts.
a) Deﬁned contribution schemes
The Group makes contributions to personal plans of employees on a deﬁned contribution basis. The Group does not have ownership 
of the schemes, with individual plans being arrangements between the employee and pension provider. For new hires in Germany, post 
1 January 2011, the support fund (LV 1871 Unterstutzungskasse e.V) is the deﬁned contribution scheme used. The total Group contributions 
for the year amounted to £62,775 (2012: £57,713).  54
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
18 Retirement beneﬁt obligations continued
b) Deﬁned beneﬁt schemes
The Deutscher Pensionsfonds AG and the LV 1871 Unterstutzungskasse e.V schemes give the rights to deﬁned future beneﬁts. 
Of these beneﬁts the past service component is based on years of service and salary as of 1 January 2011 and are provided by the 
Deutscher Pensionsfonds AG. The remaining beneﬁts based on years of service after 1 January 2011 as well as salary increases are 
provided by the LV 1871 Unterstutzungskasse e.V scheme. These are mainly dependent on the number of earning years and salary level 
at pension age. The commitments are covered through an insurance company and are compliant with the requirements of German 
insurance laws. Pension costs relating to each scheme operating in Germany are charged in accordance with IAS 19 – Employee Beneﬁts. 
Formal valuations of each scheme have been carried out by Towers Watson (Reutlingen) GmbH, who are independent, professionally 
qualiﬁed actuaries, on 2 May 2013 using the following assumptions:
2013 2012
Discount rate at 31 March 3.82% 5.00%
Expected return on plan assets at 31 March 3.00% 4.20%
Future salary increases 2.50% 2.50%
Future pension increases 1.75% 1.75%
Turnover rate 2.00% 2.00%
(i) The amounts recognised in the balance sheet are as follows:
2013 2012
£ £
Present value of funded obligations 1,664,439 1,358,452
Fair value of plan assets 1,696,325 1,444,091
Net asset 31,886 85,639
(ii) The amounts recognised in the income statement are as follows:
2013 2012
£ £
Current service costs 162,569 150,513
Interest on obligation 68,530 61,456
Expected return on plan assets (64,450) (51,769)
Total included in employee beneﬁts expense 166,649 160,200
The current service costs for the year, £166,649 (2012: £160,200), have been included in administration costs.
(iii) The amounts recognised in the consolidated statement of comprehensive income are as follows:
2013 2012
£ £
Actuarial losses on deﬁned beneﬁt obligation (64,211) (29,087)
Actuarial gains on plan assets 13,772 85,087
Total actuarial (loss)/gain on pensions (50,439) 56,000
(iv) Changes in the present value of the deﬁned beneﬁt obligation are as follows:
2013 2012
£ £
Opening deﬁned beneﬁt obligation 1,358,452 1,174,883
Current service cost 162,569 150,513
Interest cost 68,530 61,456
Actuarial losses on plan liabilities 64,211 29,087
Exchange differences on foreign plans 10,677 (57,487)
Beneﬁts paid — —
Closing deﬁned beneﬁt obligation 1,664,439 1,358,452
(v) Changes in the fair value of plan assets are as follows:
2013 2012
£ £
Opening fair value of plan assets 1,444,091 1,216,867
Expected return 64,450 51,769
Actuarial gains 13,772 85,087
Contributions by employer 162,569 149,907
Exchange differences on foreign plans 11,443 (59,539)
Beneﬁts paid — —
Closing fair value of plan assets 1,696,325 1,444,091
Notes to the Financial Statements continued
for the year ended 31 March 2013 55
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
18 Retirement beneﬁt obligations continued
b) Deﬁned beneﬁt schemes continued
(vi) The major categories of plan assets as a percentage of total plan assets are as follows:
2013 2012
Equities 15% 18%
Bonds/debt instruments 68% 71%
Cash/other 17% 11%
The asset ﬁgures above are now weighted with the underlying assets.
The Group expects to contribute £165,000 to its deﬁned beneﬁt pension plans in the year ending 31 March 2014.
(vii) Mortality assumptions
Assumptions regarding future mortality experience are set based on advice in accordance with published statistics and experience in Germany. In 
the calculations, the mortality rate used is in accordance with Heubeck Richttafeln’s basis of calculation for group pension insurance, 2005G. Other 
assumptions have been set in accordance with Heubeck Richttafeln’s basis of calculation for group pension insurance, as set out in schedule 2005G.
(viii) History of experience adjustments:
2013 2012
£ £
Deﬁned beneﬁt obligation 1,664,439 1,358,452
Plan assets 1,696,325 1,444,091
Surplus 31,886 85,639
Experience adjustments gains on plan liabilities (230,708) (105,486)
Experience adjustments gains on plan assets (13,772) (85,087)
IAS 19 (Revised) – Employee Beneﬁts will become effective for the Group in the March 2014 accounts. Under IAS 19 (Revised), there will 
be no impact on the net deﬁned beneﬁt liability. The net charge to next year’s income statement will increase by approximately £6,300 
following the introduction of the concept of recognising net interest on the net deﬁned beneﬁt liability in place of the interest on the deﬁned 
beneﬁt obligation and the expected return on plan assets recognised under the current standard. This increase in the net charge to next 
year’s income statement would be offset by a decrease in the charge to other comprehensive income.
19 Other ﬁnancial liabilities
2013
Consolidated and Company £
As at 1 April 2012 124,887
Discount unwind in year 5,113
Payment in year to IDS (130,000)
Final instalment payable in March 2014 500,000
As at 31 March 2013 500,000
At 31 March 2012 other ﬁnancial liabilities comprised unconditional future commitments under the licence agreement with IDS. At 31 March 2013 
the liability relates to a ﬁnal payment due to IDS under the licence agreement and is payable on 28 March 2014 and is recorded on the 
balance sheet now that the Group has no intention of exercising its break clause under the agreement.
20 Investments
Company
The Company’s investments in subsidiaries, which are all 100% owned, are comprised of the following:
Country of 2013 2012
incorporation £ £
Investment in Omega Diagnostics Limited UK 1,752,884 1,752,884
Investment in Genesis Diagnostics Limited UK 1,815,623 1,815,623
Investment in Cambridge Nutritional Sciences Limited UK 4,063,553 4,063,553
Investment in Co-Tek (South West) Limited UK 480,978 480,978
Investment in Bealaw (692) Limited UK 1 1
Investment in Bealaw (693) Limited UK 1 1
Investment in Omega GmbH Germany 2,542,321 2,542,321
Investment in Omega Dx (Asia) India 273,566 119,557
10,928,927 10,774,918
The further investment in the year relates to continued funding of Omega Dx (Asia).
Bealaw (692) Limited and Bealaw (693) Limited are both dormant companies that have never traded. 56
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
21 Earnings per share
Basic earnings per share is calculated by dividing net proﬁt for the year attributable to ordinary equity holders of the Group by the weighted 
average number of ordinary shares outstanding during the year.
Diluted earnings per share is calculated by dividing the net proﬁt attributable to ordinary equity holders of the Group by the weighted 
average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued 
on the conversion of all the dilutive potential ordinary shares into ordinary shares. Diluting events are excluded from the calculation when 
the average market price of ordinary shares is lower than the exercise price.
2013 2012
£ £
Proﬁt attributable to equity holders of the Group 582,266 526,983
2013 2012
number number
Basic average number of shares 85,216,257 85,216,257
Share options 52,703 22,489
Diluted weighted average number of shares 85,268,960 85,238,746
Adjusted earnings per share on proﬁt for the year
The Group presents adjusted earnings per share, which is calculated by taking adjusted proﬁt before taxation and adding the tax credit 
or deducting the tax charge in order to allow shareholders to understand better the elements of ﬁnancial performance in the year, 
so as to facilitate comparison with prior periods and to better assess trends in ﬁnancial performance.
2013 2012
£ £
Adjusted proﬁt before taxation 778,562 1,004,267
Tax credit 306,042 47 ,556
Adjusted proﬁt attributable to equity holders of the Group 1,084,604 1,051,823
22 Financial instruments
The Group’s principal ﬁnancial instruments comprise loans, ﬁnance leases, ﬁnancial derivatives and cash. The main purpose of these ﬁnancial 
instruments is to manage the Group’s funding and liquidity requirements. The Group has other ﬁnancial instruments, such as trade receivables 
and trade payables, which arise directly from its operations. The categories of ﬁnancial instruments are summarised in the following tables:
Loans and
receivables Total
Assets as per the consolidated balance sheet £ £
2013
Trade receivables 2,295,648 2,295,648
Cash and cash equivalents 160,693 160,693
2,456,341 2,456,341
Loans and
receivables Total
Assets as per the consolidated balance sheet £ £
2012
Trade receivables 2,223,192 2,223,192
Cash and cash equivalents 1,159,132 1,159,132
3,382,324 3,382,324
Notes to the Financial Statements continued
for the year ended 31 March 2013 57
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
22 Financial instruments continued
Loans and
receivables Total
Assets as per the Company balance sheet £ £
2013
Due from subsidiary companies 4,111,289 4,111,289
Cash and cash equivalents — —
4,111,289 4,111,289
Loans and
receivables Total
Assets as per the Company balance sheet £ £
2012
Due from subsidiary companies 4,324,673 4,324,673
Cash and cash equivalents 18,869 18,869
4,343,542 4,343,542
Liabilities at fair
value through Amortised
proﬁt and loss cost Total
Liabilities as per the consolidated balance sheet ££ £
2013
Trade payables —1,231,405 1,231,405
Obligations under ﬁnance leases —36,515 36,515
Other loans (designated on initial recognition) 815,608 — 815,608
Other ﬁnancial liabilities — 500,000 500,000
815,608 1,767,920 2,583,528
Liabilities at fair
value through Amortised
proﬁt and loss cost Total
Liabilities as per the consolidated balance sheet ££ £
2012
Derivative ﬁnancial instruments (held for trading) 454 — 454
Trade payables — 962,115 962,115
Obligations under ﬁnance leases —13,361 13,361
Bank loans —136,450 136,450
Other loans (designated on initial recognition) 1,154,389 — 1,154,389
Other ﬁnancial liabilities —124,887 124,887
1,154,843 1,236,813 2,391,656
Liabilities at fair
value through Amortised
proﬁt and loss cost Total
Liabilities as per the Company balance sheet ££ £
2013
Trade payables and amounts due to subsidiary companies — 562,271 562,271
Other loans (designated upon initial recognition) 815,608 — 815,608
Other ﬁnancial liabilities — 500,000 500,000
815,608 1,062,271 1,877,879
Liabilities at fair
value through Amortised
proﬁt and loss cost Total
Liabilities as per the Company balance sheet ££ £
2012
Derivative ﬁnancial instruments (held for trading) 454 — 454
Trade payables and amounts due to subsidiary companies — 411,127 411,127
Bank loans —136,450 136,450
Other loans (designated upon initial recognition) 1,154,389 — 1,154,389
Other ﬁnancial liabilities —124,887 124,887
1,154,843 672,464 1,827 ,307 58
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
22 Financial instruments continued
Within other loans designated at fair value through proﬁt and loss is the vendor loan note of £1.1 million, which was issued in September 2007 . 
It carries a coupon of base rate only and is repayable in three equal instalments of £360,000 in September 2012, 2013 and 2014 and a ﬁnal 
capital payment of £20k in September 2015. The interest is rolled up and repayable with the ﬁnal capital payment. The fair value is calculated 
as the future cash ﬂows expected to result based on current estimates of interest rates. There has been no change in the year to the fair value 
of the loan due to changes in credit risk. The movement in the year of £338,781 (2012: £28,154) is due to the ﬁrst instalment being paid 
in September 2012 (£360,000) offset by the effect of unwinding discount factors (£21,219), which is included within ﬁnance charges 
in the income statement.
Financial risk management
The principal ﬁnancial risks to which the Group is exposed are those relating to foreign currency, credit, liquidity and interest rate. 
These risks are managed in accordance with Board-approved policies.
Foreign currency risk
The Group operates in more than one currency jurisdiction and is therefore exposed to currency risk on the retranslation of the income 
statement and the balance sheet of its overseas subsidiaries from euros and rupees into its functional currency of pounds sterling. 
The Company funds its subsidiaries by a mixture of equity and intercompany loan ﬁnancing and these balances are subject to exchange 
rate movements that can give rise to movements in equity. The Group also buys and sells goods and services in currencies other than the 
functional currency, principally in euros and US dollars. The Group has US dollar and euro-denominated bank accounts and, where possible, 
the Group will offset currency exposure where purchases and sales of goods and services can be made in these currencies. The Group’s 
non-sterling revenues, proﬁts, assets, liabilities and cash ﬂows can be affected by movements in exchange rates. It is currently Group policy 
not to engage in any speculative transaction of any kind but this will be monitored by the Board to determine whether it is appropriate 
to use additional currency management procedures to manage risk. At 31 March 2013 (and 31 March 2012) the Group has not entered 
into any hedge transactions.
The following table demonstrates the sensitivity to a possible change in currency rates on the Group’s proﬁt before tax and equity through 
the impact of sterling weakening against the US dollar, the euro and the Canadian dollar.
Effect on
Decrease proﬁt Effect on
in currency before tax equity
rate £ £
2013
Trade and other receivables 5% 61,271 —
Trade and other payables 5% (28,400) —
Cash and cash equivalents 5% 13,002 —
Bank loans 5% — —
Net investment in overseas subsidiary 5% — 75,310
2012
Trade and other receivables 5% 52,924 —
Trade and other payables 5% (30,360) —
Cash and cash equivalents 5% 16,589 —
Bank loans 5% (4,024) —
Net investment in overseas subsidiary 5% — 98,112
An increase in currency rate of 5% would have a similar but opposite effect. The sensitivity around bank loans above represents the entire 
impact on the Company’s proﬁt before tax and equity.
Credit risk
The Group’s credit risk is primarily attributable to its trade receivables. The Group conducts its operations in many countries, so there is 
no concentration of risk in any one area. In most cases, the Group grants credit without security to its customers. Creditworthiness checks 
are undertaken before entering into contracts with new customers, and credit limits are set as appropriate. The Group conducts most of 
its operations through distributors and is therefore able to maintain a fairly close relationship with its immediate customers. As such, the 
Group monitors payment proﬁles of customers on a regular basis and is able to spot deteriorations in payment times. An allowance for 
impairment is made that represents the potential loss in respect of individual receivables where there is an identiﬁable loss event which, 
based on previous experience, is evidence of a reduction in the recoverability of cash ﬂows. The amounts presented in the balance sheet 
are net of allowance for doubtful receivables. An analysis of trade receivables from various regions is analysed in the following table:
2013 2012
Trade Trade
receivables receivables
£ £
UK/Europe 1,368,012 1,238,068
North America 94,783 72,395
South/Central America 110,354 103,192
Asia and Far East 302,678 320,735
Africa and Middle East 419,821 488,802
2,295,648 2,223,192
Notes to the Financial Statements continued
for the year ended 31 March 2013 59
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
22 Financial instruments continued
Financial risk management continued
Capital management
An explanation of the Group’s capital management process and objectives is set out in the Capital management section on page 19 
of the Financial Review.
Liquidity risk
The Group’s objective is to maintain sufﬁcient headroom to meet its foreseeable ﬁnancing and working capital requirements. The Group 
has in place drawn loan facilities and, in the case of bank loans, regularly monitors performance to ensure compliance with all covenants. 
The Group also maintains a surplus balance of cash and cash equivalents to ensure ﬂexible liquidity to meet ﬁnancial liabilities as they fall due.
The table below summarises the maturity proﬁle of the Group’s ﬁnancial liabilities at 31 March 2013 based on the undiscounted cash ﬂows 
of liabilities which include both future interest and principal amounts outstanding based on the earliest date on which the Group can be 
required to pay. The amounts of future interest are not included in the carrying value of ﬁnancial liabilities on the balance sheet.
Less than 3 to 12 1 to 5
3 months months years Total 
Consolidated £££ £
2013
Trade payables 1,231,405 — — 1,231,405
Obligations under ﬁnance leases 2,502 7,505 32,524 42,531
Vendor loan — 360,000 480,318 840,318
1,233,907 367,505 512,842 2,114,254
2012
Trade payables 962,115 — — 962,115
Obligations under ﬁnance leases 6,614 7,053 — 13,667
Bank loans 68,779 68,271 — 137 ,050
Vendor loan — 360,000 840,168 1,200,168
1,037 ,508 435,324 840,168 2,313,000
The table below summarises the maturity proﬁle of the Company’s ﬁnancial liabilities at 31 March 2013 based on the undiscounted cash 
ﬂows of liabilities based on the earliest date on which the Company can be required to pay.
Less than 3 to 12 1 to 5
3 months months years Total 
Company £££ £
2013
Trade payables and amounts due to subsidiary companies 562,271 — — 562,271
Vendor loan — 360,000 480,318 840,318
562,271 360,000 480,318 1,402,589
2012
Trade payables and amounts due to subsidiary companies 411,127 — — 411,127
Bank loans 68,779 68,271 — 137 ,050
Vendor loan — 360,000 840,168 1,200,168
479,906 428,271 840,168 1,748,345
Interest rate risk
All of the Group’s borrowings are at variable rates of interest. 
The following table demonstrates the sensitivity to a possible change in interest rates on the Group’s proﬁt before tax through the impact 
on ﬂoating rate borrowings and cash balances.
Effect on proﬁt
before tax 
Increase in and equity
Consolidated basis points £
2013
Cash and cash equivalents 25 1,650
Vendor loan 25 (2,300)
2012
Cash and cash equivalents 25 4,018
Bank loans – pounds sterling 25 (300)
Bank loans – US dollars 25 (382)
Vendor loan 25 (2,750) 60
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
22 Financial instruments continued
Financial risk management continued
Interest rate risk continued
The following table demonstrates the sensitivity to a possible change in interest rates on the Company’s proﬁt before tax through the impact 
on ﬂoating rate borrowings and cash balances.
Effect on proﬁt
before tax 
Increase in and equity
Company basis points £
2013
Cash and cash equivalents 25 (297)
Vendor loan 25 (2,300)
2012
Cash and cash equivalents 25 714
Bank loans – pounds sterling 25 (300)
Bank loans – US dollars 25 (382)
Vendor loan 25 (2,750)
Fair values 
The carrying amount for all categories of ﬁnancial assets and liabilities disclosed on the balance sheet and in the related notes to the accounts 
is equal to the fair value of such assets and liabilities as at both 31 March 2013 and 31 March 2012. The monetary value attributable to 
these ﬁnancial assets and liabilities is the same value that has been disclosed in the related notes to the accounts.
The valuation methods used to fair value the ﬁnancial assets and liabilities have been disclosed in Note 2 to the ﬁnancial statements under 
the heading of Financial instruments.
The carrying amount recorded in the balance sheet of each ﬁnancial asset as at 31 March 2013 and 31 March 2012, including derivative 
ﬁnancial instruments, represents the Group’s maximum exposure to credit risk.
Derivative ﬁnancial instruments
The Group uses the following hierarchy for determining and disclosing the fair value of instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;
Level 2:  other techniques for which all inputs which have a signiﬁcant effect on the recorded fair value are observable, either directly 
or indirectly; and
Level 3:  techniques which use inputs which have a signiﬁcant effect on the recorded fair value that are not based on observable 
market data.
The fair value of the ﬁnancial derivatives, detailed below, have been valued using the hierarchy above and have been categorised as level 2.
2013 2012
Consolidated and Company £ £
Included in non-current assets
Interest rate instruments — —
Included in non-current liabilities
Interest rate instruments — 454
The derivative ﬁnancial instruments in the prior year comprised:
a) an interest rate cap of 5.5%, the ﬂoating rate option being Bank of England daily base rate; and
b) an interest cap and ﬂoor of 5.0% and 2.25% respectively, the ﬂoating option rate being USD Libor.
The Group does not hold or issue derivatives for speculative or trading purposes.
23 Post balance sheet event
On 11 June 2013 the Group completed the placing and subscription of 23,529,412 new ordinary shares of 4 pence each with new 
and existing shareholders at a price of 17 pence per new ordinary share. 
Notes to the Financial Statements continued
for the year ended 31 March 2013 61
Overview Business Review Governance Financial Statements
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Notice is hereby given that the Annual General Meeting of the Company will be held at Omega House, Hillfoots Business Village, 
Clackmannanshire FK12 5DQ on 28 August 2013 at 11am for the following purposes:
Ordinary business
1. To receive and adopt the reports of the Directors and the auditors and the audited accounts for the year ended 31 March 2013.
2.  To reappoint Ernst & Young LLP as auditors of the Company to hold ofﬁce until the conclusion of the next general meeting at which 
accounts are laid before the Company and that their remuneration be ﬁxed by the Directors.
3. To re-elect Mr Andrew Shepherd as a Director of the Company.
4. To elect Mr William Rhodes as a Director of the Company.
5.   That, in accordance with section 551 of the Companies Act 2006, the Directors be generally and unconditionally authorised to allot shares 
in the Company or grant rights to subscribe for or convert any security into shares in the Company (“Rights”) up to an aggregate nominal 
amount of £1,449,942.24 ordinary shares of 4p each (“Ordinary Shares”), provided that this authority shall, unless, renewed, varied or 
revoked by the Company, expire on the conclusion of the next annual general meeting of the Company or, if earlier, on 31 October 2014 
save that the Company may, before such expiry, make an offer or agreement which would or might require shares to be allotted or Rights to 
be granted and the Directors may allot shares or grant Rights in pursuance of any such offer or agreement notwithstanding that the authority 
conferred by this resolution has expired. This authority is in substitution for all previous authorities conferred on the Directors in accordance 
with section 551 of the Companies Act 2006, but without prejudice to any allotment already made or to be made pursuant to such authority.
Special business
Resolution 6 is proposed as a special resolution.
6.   That, conditional upon the passing of resolution 5 above, and in accordance with section 570 of the Companies Act the Directors 
be generally empowered to allot equity securities (as deﬁned in section 560 of the Companies Act 2006) pursuant to the authority 
conferred by resolution 5 as if section 561(1) of the Companies Act 2006 did not apply to any such allotment, provided that this power 
shall be limited to:
 6.1  the allotment of equity securities in connection with an issue in favour of the holders of Ordinary Shares where the equity 
securities respectively attributable to the interests of all holders of Ordinary Shares are proportionate (as nearly as may be) to 
the respective number of Ordinary Shares held by them but subject to such exclusions or arrangements as the Directors may 
deem necessary or expedient to deal with fractional entitlements arising or any legal or practical problems under the laws of 
any overseas territory or the requirements of any regulatory body or stock exchange; and
 6.2  the allotment of Ordinary Shares otherwise than pursuant to sub paragraph 6.1 above up to an aggregate nominal amount 
of £217,491.34, 
  and provided that this power shall, unless renewed, varied or revoked by the Company, expire on the conclusion of the next annual 
general meeting of the Company or, if earlier, 31 October 2014, save that the Company may, before such expiry, make an offer or 
agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities 
in pursuance of any such offer or agreement notwithstanding that the power conferred by this resolution has expired.
By order of the Board
Kieron Harbinson
Company Secretary
28 June 2013
Notice of Annual General Meeting 62
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2013
Notes to the Notice of Annual General Meeting
Entitlement to attend and vote
1.  Pursuant to Regulation 41 of the Uncertiﬁcated Securities Regulations 2001, 
the Company speciﬁes that only those members registered on the Company’s 
register of members at 6pm on 26 August 2013 shall be entitled to attend and 
vote at the Meeting.
Appointment of proxies
2.  If you are a member of the Company at the time set out in Note 1 above, you 
are entitled to appoint a proxy to exercise all or any of your rights to attend, 
speak and vote at the Meeting and you should have received a proxy form with 
this notice of meeting. You can only appoint a proxy using the procedures set 
out in these notes and the notes to the proxy form.
3.  A proxy does not need to be a member of the Company but must attend 
the Meeting to represent you. Details of how to appoint the Chairman of the 
Meeting or another person as your proxy using the proxy form are set out in the 
notes to the proxy form. If you wish your proxy to speak on your behalf at the 
Meeting you will need to appoint your own choice of proxy (not the Chairman) 
and give your instructions directly to them.
4.  You may appoint more than one proxy provided each proxy is appointed to 
exercise rights attached to different shares. You may not appoint more than 
one proxy to exercise rights attached to any one share. To appoint more than 
one proxy, please contact the registrars of the Company, Share Registrars 
Limited, on 01252 821 390.
5.  A vote withheld is not a vote in law, which means that the vote will not be 
counted in the calculation of votes for or against the resolution. If no voting 
indication is given, your proxy will vote or abstain from voting at his or her 
discretion. Your proxy will vote (or abstain from voting) as he or she thinks 
ﬁt in relation to any other matter which is put before the Meeting.
Appointment of proxy using hard-copy proxy form
6.  The notes to the proxy form explain how to direct your proxy how to vote 
on each resolution or withhold their vote.
To appoint a proxy using the proxy form, the form must be:


and Lamb Yard, Farnham, Surrey GU9 7LL or by facsimile transmission 
to 01252 719 232;

proxies@shareregistrars.uk.com;
and received by Share Registrars Limited no later than 11am on 26 August 2013.
In the case of a member which is a company, the proxy form must be executed 
under its common seal or signed on its behalf by an ofﬁcer of the company or 
an attorney for the company.
Any power of attorney or any other authority under which the proxy form is signed 
(or a duly certiﬁed copy of such power or authority) must be included with the 
proxy form.
Appointment of proxy by joint members
7.  In the case of joint holders, where more than one of the joint holders purports 
to appoint a proxy, only the appointment submitted by the most senior holder 
will be accepted. Seniority is determined by the order in which the names 
of the joint holders appear in the Company’s register of members in 
respect of the joint holding (the ﬁrst-named being the most senior).
Changing proxy instructions
8.  To change your proxy instructions simply submit a new proxy appointment 
using the methods set out above. Note that the cut-off time for receipt 
of proxy appointments (see above) also applies in relation to amended 
instructions; any amended proxy appointment received after the relevant 
cut-off time will be disregarded.
  Where you have appointed a proxy using the hard-copy proxy form and would 
like to change the instructions using another hard-copy proxy form, please 
contact Share Registrars Limited on 01252 821 390.
  If you submit more than one valid proxy appointment, the appointment received 
last before the latest time for the receipt of proxies will take precedence.
Termination of proxy appointments
9.  In order to revoke a proxy instruction you will need to inform the Company using 
one of the following methods:
  By sending a signed hard-copy notice clearly stating your intention to revoke 
your proxy appointment to Share Registrars Limited at Suite E, First Floor, 
9 Lion and Lamb Yard, Farnham, Surrey GU9 7LL or by facsimile transmission 
to 01252 719 232. In the case of a member which is a company, the revocation 
notice must be executed under its common seal or signed on its behalf by an 
ofﬁcer of the company or an attorney for the company. Any power of attorney 
or any other authority under which the revocation notice is signed (or a duly 
certiﬁed copy of such power of authority) must be included with the revocation notice.
  In either case, the revocation notice must be received by Share Registrars 
Limited no later than 11am on 26 August 2013.
  If you attempt to revoke your proxy appointment but the revocation is received 
after the time speciﬁed then, subject to the paragraph directly below, your proxy 
appointment will remain valid.
  Appointment of a proxy does not preclude you from attending the Meeting 
and voting in person. If you have appointed a proxy and attend the Meeting 
in person, your proxy appointment will automatically be terminated.
Corporate representing
10.  Corporate members are referred to the guidance issued by the Institute 
of Chartered Secretaries and Administrators on proxies and corporate 
representatives – www.icsa.org.uk – for further details of this procedure.
Issued shares and total voting rights
11.  As at the date of this Annual Report the Company’s issued voting share 
capital comprised 108,745,669 ordinary shares of 4p each. Each ordinary 
share carries the right to one vote at a general meeting of the Company and, 
therefore, the total number of voting rights in the Company is as at the date 
of this Annual Report.
Communications with the Company
12.  Except as provided above, members who have general queries about the 
Meeting should telephone Kieron Harbinson on +44(0)1259 763 030 (no other 
methods of communication will be accepted). You may not use any electronic 
address provided either in this notice of annual general meeting, or any related 
documents (including the proxy form), to communicate with the Company for 
any purposes other than those expressly stated.
Voting through CREST
CREST members who wish to appoint a proxy or proxies through the CREST 
electronic proxy appointment service may do so for the Annual General Meeting and 
any adjournment(s) thereof by using the procedures described in the CREST Manual. 
CREST Personal Members or other CREST sponsored members, and those 
CREST members who have appointed a voting service provider(s) should refer 
to their CREST sponsor or voting service provider(s), who will be able to take the 
appropriate action on their behalf. 
In order for a proxy appointment or instruction made using the CREST service to 
be valid, the appropriate CREST message (a “CREST Proxy Instruction”) must be 
properly authenticated in accordance with CRESTCo Limited’s speciﬁcations and 
must contain the information required for such instructions, as described in the 
CREST Manual.
The message, regardless of whether it relates to the appointment of a proxy or 
to an amendment to the instruction given to a previously appointed proxy must, 
in order to be valid, be transmitted so as to be received by the issuer’s agent 
(7RA36) by the latest time(s) for receipt of proxy appointments speciﬁed above. 
For this purpose, the time of receipt will be taken to be the time (as determined 
by the timestamp applied to the message by the CREST Applications Host) from 
which the issuer’s agent is able to retrieve the message by enquiry to CREST in 
the manner prescribed by CREST. After this time, any change of instructions to 
proxies appointed through CREST should be communicated to the appointee 
through other means.
CREST members and, where applicable, their CREST sponsors or voting service 
providers should note that CRESTCo Limited does not make available special 
procedures in CREST for any particular messages. Normal system timings and 
limitations will therefore apply in relation to the input of CREST Proxy Instructions. 
It is the responsibility of the CREST member concerned to take (or, if the CREST 
member is a CREST personal member or sponsored member or has appointed 
a voting service provider(s), to procure that his or her CREST sponsor or voting 
service provider(s) take(s)) such action as shall be necessary to ensure that 
a message is transmitted by means of CREST by any particular time. In this 
connection, CREST members and, where applicable, their CREST sponsors or 
voting service providers are referred, in particular, to those sections of the CREST 
Manual concerning practical limitations of the CREST system and timings.
The Company may treat as invalid a CREST Proxy instruction in the circumstances 
set out in Regulation 35(5) (a) of the Uncertiﬁcated Securities Regulations 2001.
Registered in England and Wales number 5017761
www.omegadiagnostics.com
Omega Diagnostics Group PLC 
Omega House 
Hillfoots Business Village 
Alva FK12 5DQ 
Scotland 
United Kingdom
Tel: +44 (0)1259 763030 
Fax: +44 (0)1259 761853  Omega Diagnostics Group PLC
Omega House 
Hillfoots Business Village 
Alva FK12 5DQ 
Scotland 
United Kingdom 
www.omegadiagnostics.com
Tel: +44 (0)1259 763030 
Fax: +44 (0)1259 761853