overview
01 highlights
02 at the heart of ﬁnancial services
06 global reach
10 relationships that matter
14 leading technology and innovation
business review
18 chairman’s statement
20 chief executive’s review
24 key performance indicators
26 misys sophis
28 treasury  capital markets
30 banking
32 open source
34 global services
36 people
38 social and environmental responsibility
40 financial review
corporate governance
48 board of directors
50 corporate governance report
62 directors’ remuneration report
financial statements
74 statement of directors’ responsibilities
75 audit opinion for the misys plc group
76 consolidated income statement
76  consolidated statement of 
comprehensive income
77 consolidated statement of cash ﬂows
78 consolidated balance sheet
79  consolidated statement of changes  
in equity
80 accounting policies
87 notes to the ﬁnancial statements
119  audit opinion for the misys plc  
parent company only
120 company balance sheet
121  notes to the company ﬁnancial 
statements
130 five year ﬁnancial record
131 investor information
misys leading technology and innovation  performance highlights
  revenue £370m – up 4 for the full year 
accelerating to 8 in the 2nd half
  order intake £213m – up 3
  adjusted operating proﬁt £72m – up 12 
  adjusted basic eps up 22 proforma 
for the share count reduction following 
return of capital to shareholders
  misys sophis revenue for the 4th quarter 
its ﬁrst in the group up 32 on the 
prior year quarter sophis integration 
successful – cost and revenue synergies 
on track 
  banking returned to growth with revenue 
of £167m – up 3 including a 10 
increase in the 2nd half bankfusion 
adoption accelerated with 27 sales 
in the period and 40 customers in total 
  treasury  capital markets tcm 
revenue £185m – up 3 tcm’s market 
position continued to strengthen with  
25 new name wins 

see ﬁnancial review for a reconciliation 
to as reported measures
i

revenue

proforma adjusted eps growth

adjusted operating proﬁt

bankfusion customers

new name wins in tcm
overview
annual report 2011 01
misys leading technology and innovation 50 of the top 50 banks rely on misys

capital markets solutions provider
overview
misys leading technology and innovation 
02 annual report 2011 with over 1300 customers in 120 countries relying on our solutions  
misys is truly at the heart of the ﬁnancial services industry in capital  
markets the acquisition of sophis catapulted misys to a leadership position 
with the broadest asset class coverage in the industry and over a third of  
the installed base in our market place in banking we are delivering much 
needed innovation in the core banking systems space with our bankfusion 
solutions and are at the forefront of transaction banking with our portal 
solutions for payments cash management and trade ﬁnance


syndicated loan book runners use misys
overview
misys leading technology and innovation
annual report 2011 03 financial services is changing
the ﬁnancial services market is  
changing rapidly financial institutions  
of all shapes and sizes need to keep 
abreast of regulatory requirements 
respond to changing customer 
expectations manage risk and take 
advantage of opportunities in new  
growth areas subject to a higher level of 
scrutiny than ever before they also need 
to ensure transparency across all areas  
of their business financial technology  
is playing a critical role by delivering the 
functionality and agility needed to keep 
up with the fast pace of change
misys is a pure play ﬁnancial services 
provider committed to innovation  
in ﬁnancial services technology we 
provide a broad range of solutions to 
help all types of ﬁnancial institutions  
run their businesses more efﬁciently  
and costeffectively our solutions help 
our customers to comply with industry 
regulations meet the changing 
requirements of their customers and 
retain competitive advantage many 
ﬁnancial institutions are using our 
solutions to help them to grow their 
business by expanding into new  
sectors and geographies
growth regions
misys has over 1300 customers  
in 120 countries around the globe  
financial institutions in the emerging 
markets of latin america and asia were 
less affected by the credit crisis and we 
are seeing continuing growth in demand 
from these regions we are partnering 
with many clients to help them adopt 
best practice processes to get the most 
from their software solutions as well as 
building additional functionality to meet 
local regulations and business 
requirements 
our global footprint and partner network 
means that we have the resources and 
expertise to service clients worldwide 
the importance of innovation
global institutions and those in the more 
mature markets of the usa and western 
europe are reengineering their existing 
systems to be able to cope with these 
changes in the growth markets of asia 
latin america and the middle east and 
africa many banks and other ﬁnancial 
institutions do not have complex legacy 
systems in place and can take more 
immediate advantage of packaged 
solutions 
we are engineering our solutions to make 
it as easy as possible for our clients to take 
advantage of the beneﬁts that we offer by 
championing the concept of ‘continuous 
migration’ with our bankfusion solutions 
we are enabling banks to renovate their 
existing systems with new functionality 
while minimising the impact on their 
daytoday operations 
we are integrating many of our  
solutions to provide endtoend support 
for a broad range of ﬁnancial activities 
and to enable our clients to access the 
full range of functionality available across 
our different products



for more information  
go to page 16  
for more information  
go to page 12  

overview
misys leading technology and innovation 
04 annual report 2011 focus on leadership
leading in capital markets
the acquisition of sophis has catapulted 
misys into a leadership position in the 
capital markets sector we now generate 
more than 60 of our revenue from our 
capital markets business units – treasury 
 capital markets and misys sophis  
our capital markets solutions address 
requirements across four major areas  
of business sellside buyside lending 
and risk management
leading in banking
transaction banking is becoming more 
important as banks return to feeearning 
activities after the credit crisis in many 
cases their underlying systems are in 
need of modernisation misys is the 
leading provider in the transaction banking 
space and is the only organisation that 
can offer banks a fully integrated solution 
for payments cash management and 
trade ﬁnance via our portal solutions 
the ability to have a single view of cash 
and trade transactions is leading many 
banks to look at how they can increase 
their efﬁciency by consolidating their 
systems in these areas
misys is leading the way in innovating core 
banking systems with the bankfusion 
platform bankfusion is the newest core 
banking system available in the market  
– embracing the latest technology 
developments and offering a completely 
new approach to delivering implementing 
and upgrading a core banking system
 
misys provides a comprehensive  
suite of solutions to help ﬁnancial 
institutions run their businesses more 
efﬁciently and cost effectively
customer geography
misys solution portfolio
 – opics
– summit
– loan iq
–  bankfusion 
universal 
banking
–  bankfusion 
equation
–  bankfusion 
midas
– risque
– life
– value
– isophis
core
–  payment 
manager
–  online 
mobile  
portal
–  trade 
innovation
transaction misys sophis
capital markets banking
tcm
risk
americas 
250 customers
19 of total
europe
500 customers
38 of total
middle east  
and africa
230 customers
18 of total
asia paciﬁc 
320 customers
25 of total

misys serves customers  
in over 120 countries
for more information  
go to wwwmisyscom
i
misys
overview
misys leading technology and innovation
annual report 2011 05 misys is a truly global organisation providing software solutions to ﬁnancial 
institutions across the world from the recognised ﬁnancial centres of london 
new york hong kong and singapore to the growth regions of africa latin 
america and asia we have aligned our resources to these geographical 
growth opportunities and are committed to providing the best software 
services and support to our customers regardless of their location our 
global footprint and diverse pools of talent in different locations enable us  
to meet these objectives

overview
misys leading technology and innovation 
06 annual report 2011 staff in over 35 ofﬁces worldwide
 six global development centres 
providing centres of excellence for 
rd and 247 customer support

customers across 120 countries
overview
misys leading technology and innovation
annual report 2011 07 relocating leadership roles
misys has viewed globalisation very 
pragmatically and moved ownership  
and accountability of work rather than 
just focusing on traditional labour 
arbitrage instead of centralising all 
leadership roles in the head ofﬁce we 
have multiple global leadership roles  
in our development locations based in 
emerging economies this shows the 
strategic shift in our capacity planning 
and approach to global sourcing
building a globally distributed 
development model
at misys our strategy has been to  
develop a globally distributed development 
model to minimise the risk of having all of 
our development expertise housed in a  
single location and to introduce different 
perspectives to our development process 
it also provides us access to skills and 
resources around the world as and when 
required our goal is to have development 
capabilities for each product line in at  
least two locations this strategy is on 
track following the successful migration  
of our development capacity to the east  
with four global development centres 
based in bangalore india bucharest 
romania manila the philippines  
and beijing china 
each of these locations is a centre of 
excellence for different technical skills  
so that we can continue to support our 
existing solutions while also developing 
new solutions based on the latest 
technical innovations
as these locations are experiencing 
unprecedented growth our challenge is to 
keep pace with the competition and attract 
and retain talent we have devised many 
innovative ways to manage attrition and 
create a culture of high performance we 
run very successful graduate programmes 
in these locations attracting engineering 
students from some of the best universities
during the year we also added 
development centres in paris and  
dublin with the acquisition of sophis
bangalore
1200 employees 20 growth 265 people hired during the year centre of excellence for bankfusion bangalore is our primary development 
centre a multifunction multidivisional 
hub covering every solution in the misys 
portfolio with the exception of misys 
sophis 75 of staff are focused on 
development and together constitute  
our centre of excellence for java and  
net solutions bangalore is also the 
global centre for innovations in open 
source solutions for misys we have 
doubled in size over the past four years 
achieving the critical mass that we need 
to service our clients’ development 
requirements 
bangalore is host to a huge ecosystem of 
domain expertise in both it and ﬁnancial 
services providing us with access to 
leading talent with the right skills for our 
business the competitive environment 
means that we need to stay sharp and 
provide our employees with exciting and 
technically challenging work misys has  
a strong reputation with the major 
universities and is able to attract top 
graduates to work in our organisation 
in addition to acting as a main rd hub 
for misys bangalore also hosts customer 
support and professional services teams  
it is a global solutions centre gsc for 
customisations and a shared services 
centre for ﬁnance

distribution of misys rd professionals
bangalore – 32
manila – 19
partners – 18
western europe – 10
bucharest – 8
new york – 7
london – 6

overview
misys leading technology and innovation 
08 annual report 2011 misys has introduced an innovative 
programme called ‘excellence through 
education’ where selected employees 
are sponsored for higher education in 
software engineering in collaboration 
with a university flexible hours allow our 
staff to pursue advanced education and 
converge their academic learning with 
industry experience
beijing
newly established opics  development team
doublebyte expertise to support north asia
global solutions centre for customisations
the growth regions of asia and china  
in particular are of increasing importance 
to misys’ continued growth to meet 
current and anticipated demand from  
the region we are scaling beijing as a 
strategic development centre to support 
north asia including the development  
of doublebyte versions of our solutions 
this year we established an opics 
development team in beijing to assist  
with the large number of opportunities in 
china and to accelerate the development 
of generic product functionality for 
chinese clients the team will deliver  
both strategic and funded developments 
for the region we will add other product 
lines over time starting with summit  
and our intention is to have bankfusion 
development facilities in beijing which  
will supplement the bangalore and  
manila development centres
 “ the main areas of focus across all 
our global development centres  
are on quality and productivity our 
ultimate goal is for these centres to 
deliver endtoend worldclass 
software solutions”
manoj kumar 
vice president solution management 
and development
manila
650 employees 115 people hired during the year 247 global call centre centre of excellence for midas  and equation
manila is the home of misys’ global call 
centre which provides 247 level 1 and 2 
support to clients across the globe the 
language skills that manila offers make it 
the perfect location to consolidate our 
customer support teams we are actively 
rotating employees between support and 
services roles to encourage knowledge 
transfer and to provide our support staff 
with a 360° view of the customer it is 
also our centre of excellence for our midas 
and equation banking solutions we have 
recently started bankfusion shared 
application development in manila 
alongside bangalore
bucharest
235 employees 83 people hired during the year centre of excellence for csummit bucharest provides an excellent pool  
of good quality engineering skills 
accompanied by high levels of 
productivity and quality bucharest 
provides time zone and travel advantages 
for servicing the needs of our european 
clients we are expanding the footprint in 
bucharest from just being an rd centre 
to evolve into a resource pool of experts 
for delivering professional services to our 
european customers 
misys sophis development centres
148 employees 29 people hired during the year centre of excellence for c  c and quality assurance
we have two further development 
centres in paris and dublin that support 
our misys sophis solutions they provide 
a pool of highly skilled engineers including 
talented ﬁnancial engineers skilled in 
developing and integrating cuttingedge 
mathematical models for pricing we 
focus on maintaining the right balance  
of expertise between technical skills and 
business knowledge as such we are 
able to attract toplevel graduates and 
experienced people to work on 
developing and maintaining our solutions 
they are responsible for all buyside 
and asset class functionality quantitative 
models and server and technical 
architecturerelated developments
these bases also provide quality 
assurance qa documentation and 
global it second level support they  
host the backofﬁce development team 
focusing on operations and accounting 
as well as the team in charge of security 
ﬁnance developments the qa team is  
in charge of testing and validating all 
misys sophis solutions the documentation 
team is responsible for the technical 
documentation that is delivered with  
our products and the support team 
helps our consultants to solve technical 
issues for our clients
overview
misys leading technology and innovation
annual report 2011 09 percentage points yearonyear 
increase in customer satisfaction

overview
misys leading technology and innovation 
10 annual report 2011 by strengthening relationships between our customers our partners 
and our people misys is able to grow its business expand into new 
markets and gain market share
we have built a global partner network of more than 100 partners that provide 
us with the scalability and expertise to expand our coverage extend our scale 
and drive deeper customer relationships together we create compelling 
solutions enabling our customers to differentiate themselves and drive a 
competitive edge fostering close relationships with our customers and 
partners provides valuable insight to misys so that we can deliver the best 
solutions in an evergrowing and changing market

 partners

of new name business won in 
conjunction with partners
overview
misys leading technology and innovation
annual report 2011 11 evolving the partner model
we work as ‘one team’ with our partners 
to be fully aligned in front of customers  
in some regions we have implemented 
partnerled coverage strategies – localising 
our products addressing local issues and 
resolutions and driving high value solutions 
while increasing customer satisfaction 
our ability to partner more effectively  
has enabled us to provide more 
comprehensive costeffective solutions 
that drive greater customer value 
partnerships are essential in helping 
misys to scale our business we have 
built a partner value net that enables  
us to execute with more speed scope 
and scale in turn our partners provide 
misys with greater reach into the 
marketplace greater scale to execute  
on customer requirements and their 
complementary skills and solutions 
deliver greater depth of value to our 
customers 
we bring together the collective talent  
of the best information technology 
companies systems integrators 
consultancy practices and local partners 
– empowering an entire community  
to beneﬁt from a strong collaboration  
of knowledge relationships and skills 
they offer a broad range of value added 
services around misys solutions working 
on design implementation and delivery 
of them
partners are an extension of our sales 
force and delivery teams incountry 
specialists are key to extending our reach 
and helping us cover new territories 
enabling us to extend farther and faster 
than we could do on our own 
teaming for customer value 
no one company can provide all the 
solutions to meet the diverse needs  
of ﬁnancial institutions in today’s 
marketplace our partner value net 
comprises global regional and incountry 
partnerships across all our business  
lines and market segments we align as 
one team to drive and support business 
opportunities that lead to incremental 
revenue the depth and breadth of our 
network ensures better alignment to  
our customers’ demands for integrated 
endtoend solutions and provides the 
skills and services they require 
by tapping into our partner value net  
we increase our market presence learn 
about new opportunities and can fast 
track the sales cycle resulting in increased 
market penetration and higher revenues
with regular governance and execution 
on our joint business plans we consistently 
grow our revenues together this year  
we closed 35 of new name business in 
conjunction with our partners and expect 
to increase this rate further over the 
coming 12 months 


global partner footprint
 regional gtm partners
misys has more than 100 partners across the world including more than  
40 solution and technology partners our strategic partners include everis 
hcl technologies ibm and microsoft

overview
misys leading technology and innovation 
12 annual report 2011 longstanding relationships
our customer base is one of our biggest 
assets we have an impressive installed 
base worldwide and enjoy longstanding 
relationships with many of our customers 
we are actively engaged in strengthening 
our customerfacing resources so that we 
can deepen these relationships further 
helping our customers to address their 
pain points expand their businesses and 
gain competitive advantage with our 
technology solutions
enabling our customers to compete
we are investing heavily in technology  
and innovation to deliver worldclass 
solutions to our customers in many 
ﬁnancial institutions the decision to invest 
in software and systems is based on cost 
and efﬁciency considerations the need to 
meet changing customer and regulatory 
requirements and the need to achieve  
or retain competitive advantage 
we are developing new solutions such  
as bankfusion utilising portal technology 
to provide integrated transaction banking 
solutions and unlocking the value of our 
capital markets solutions to meet the 
evolving needs of our customers 
creating bespoke solutions
packaged software solutions are easier  
to upgrade and maintain and have a lower 
total cost of ownership this being said 
we appreciate that our customers have 
requirements speciﬁc to their business  
or the regions in which they operate we 
work with our customers to understand 
their needs where appropriate we 
incorporate bespoke developments into 
our product roadmaps so that all of our 
customers can take advantage of them 
this symbiotic relationship is hugely 
beneﬁcial to our customer base
improving customer satisfaction
achieving continuous improvements in 
customer satisfaction rates is a priority  
for all misys employees and is included  
as a key measure in each employee’s 
performance plan misys uses net 
promoter
®
 from satmetrix
®
 to support  
its customer loyalty programme effectively 
capturing customer feedback identifying 
actions to improve and distributing relevant 
information to employees so they can 
follow up with customers
great relationships  shared success
we value all of our relationships and 
invest in them to ensure shared success 
our strong management team and 
values are geared towards client focus 
and delivering results 
our strategic partners include
hcl technologies is a leading global it services company 
focusing on ‘transformational outsourcing’ underlined by 
innovation and value creation it offers an integrated portfolio  
of services including softwareled it solutions remote 
infrastructure management services engineering and rd 
services and bpo we work together with hcl for offshore 
development it support professional services and global 
gotomarket coverage to open new markets this extends  
our reach in fast growing economies to gain market share  
and is delivering growth and value for customers 
for a century only ibm has created technology around the  
world to invent and integrate hardware software and services  
to enable the financial services industry to work smarter we 
partner with ibm at many levels from hardware and middleware 
technology and services to developing complete customer  
value propositions for our joint customers 
 
ibm is a registered trademark of international business machines corporation
everis is a multinational consulting company offering  
business development and strategy technological applications 
maintenance and outsourcing solutions everis has operations 
in europe latin america and the us with more than 10000 
consultants we work together with everis to increase our 
penetration in europe expand international markets jointly 
collaborate to implement a range of services to existing and 
new clients and deliver local customised solutions presence 
and support 
founded in 1975 microsoft is the worldwide leader in 
software services and internet technologies for personal  
and business computing microsoft offers a wide range of 
innovative products and services designed to help individuals 
and organisations realise their full potential we work with 
microsoft to develop new delivery mechanisms for our 
banking solutions and differentiated performance for our 
capital markets solutions
improving customer satisfaction with net promoter
®
 from satmetrix
® 
misys uses satmetrix
®
 to support its customer loyalty programme
0


tcm misys banking
2011 2010 2009 2008 2007
for more information on technology 
and innovation go to page 16
overview
misys leading technology and innovation
annual report 2011 13 solutions are driving our business
overview
misys leading technology and innovation 
14 annual report 2011 investment in technology and innovation has been at the heart of our 
turnaround strategy to deliver world class solutions to our customers 
we have shifted our rd spend so that the majority is invested in the 
development of new solutions which are now gaining signiﬁcant traction  
with our customers we are delivering innovation in all areas of our business 
from core banking to portal technology and componentisation projects that 
unlock the functionality within our different software solutions misys is also 
pioneering developments in the carbon and healthcare markets with our  
open source solutions

new bankfusion  
customers this year

of rd spend is on  
new solutions
overview
misys leading technology and innovation
annual report 2011 15 driving innovation
this year has been a turning point  
as many of our new solutions hit the 
marketplace and gained signiﬁcant 
traction we saw a big increase in  
licence orders from our new solutions 
which contributed 41 of our total 
licence revenues we are pleased to  
see that our hard work and commitment 
to bankfusion is starting to pay off 
our development teams are using the 
bankfusion architecture to unlock the 
depth and breadth of ﬁnancial services 
functionality that we have embedded 
within our different products and make  
it available to all our customers with 
bankfusion we can build a component  
or application once and reuse it many 
times – for example enabling the treasury 
capabilities within our opics solution  
to be made available within bankfusion 
universal banking this makes our 
development processes more efﬁcient  
and effective but more importantly it 
enables us to deliver more comprehensive 
integrated solutions to our customers  
and accelerate time to market
with clear development principles ﬁrmly 
in place we have been able to construct 
the building blocks for our new solutions 
and foster innovation within the ﬁnancial 
services technology sector
improving quality and service levels
this year we launched a major quality 
initiative to improve customer service 
levels and new code quality for all our 
new solutions as part of the programme 
we are introducing new improved 
service level agreements to give 
customers greater certainty over when 
they can expect problems to be resolved 
we are also committing resources to 
drive down customer defect backlogs 
thus ensuring that when customers raise 
problems they are dealt with quickly 
finally we are strengthening our testing 
practices to improve the quality of our 
new code releases speciﬁcally we  
are increasing the coverage of our test 
cases introducing continuous integration 
and automated testing we are also using 
customer test cases in our own testing 
this not only improves the coverage of 
our testing processes but it means that 
customers can shorten their own testing 
cycles
delivering the next generation of 
banking systems
we are delivering much needed 
innovation in the core banking systems 
space with our bankfusion solutions the 
foundation of which is the bankfusion 
platform – a processcentric graphical 
development environment that enables 
business processes to be created or 
reconﬁgured quickly and easily we 
used the bankfusion platform to build 
bankfusion universal banking ub –  
a completely new retail banking solution 
in addition we are building out a set  
of shared applications starting with  
teller loan origination and islamic 
banking to extend the functionality  
of bankfusion ub as well as other  
misys and third party banking systems 
we plan to make the bankfusion 
platform available to banks to extend 
their own banking systems utilising 
preconﬁgured common banking 
services and shared applications  
from misys as well as inhouse and 
thirdparty applications this is a 
completely new approach that enables 
banks to maximise the value of their 
existing assets
maximising functionality  
minimising disruption
many banks need to add new capabilities 
to their core banking systems without the 
disruption of a major system replacement 
bankfusion banking solutions meet this 
requirement by enabling clients to extend 
the life of their existing systems since its 
general release in september 2010 the 
rapid takeup of bankfusion equation 
has demonstrated the demand for  
a new approach within our own client 
base we will also extend this capability  
to nonmisys customers who can use 
bankfusion to incorporate new 
functionality into their inhouse or  
legacy core banking systems


for more information on our banking 
business please go to page 30
overview
misys leading technology and innovation 
16 annual report 2011 harnessing the power of the portal
our customers are shifting from highly
geared lending to feeearning activities 
misys is providing integrated transaction 
banking services to banks who seek  
to improve and expand these services  
for their corporate clients our portal 
technology means that banks can run 
trade ﬁnance and cash management 
applications on the same platform 
beneﬁt from more efﬁcient systems 
management and reduced cost of 
ownership and leverage a ﬂexible 
platform to expand into new  
geographies and banking services 
unlocking the value of our capital 
markets solutions
our bankfusion serviceoriented 
architecture soa strategy is also being 
implemented across our capital markets 
solutions to make it easier for ﬁnancial 
institutions to implement consume and 
scale our solutions according to their 
speciﬁc business requirements our 
componentisation project will extend  
to the recently acquired misys sophis 
solutions to provide even greater 
crossasset class coverage portfolio 
management and risk management 
capabilities to both sellside and  
buyside clients
responding to market requirements
the fast pace of change in the capital 
markets means that our solutions must 
be kept uptodate with market and 
regulatory changes as well as local 
requirements our teams are constantly 
working with clients to ensure that we 
deliver the capabilities they need to run 
their businesses
risk management
we have a wealth of risk management 
capabilities within our solutions that 
address the needs of the capital markets 
sector even more so with the addition  
of misys sophis our intention is to 
consolidate the best of breed components 
from the misys sophis risk management 
solution misys eagleye misys risk vision 
and misys opics risk plus into a global 
enterprise risk management solution that 
will be available on a single platform 
phase 1 of this project will create a 
comprehensive market risk solution so  
that clients can monitor and measure  
the full range of market risks including var 
calculations value at risk and implement 
stress testing scenarios direct from their 
front ofﬁce application phase 2 will extend 
the solution to include credit risk 
technology trends
while much of our development effort 
is focused on delivering solutions that 
meet banks’ shorttomedium term 
requirements we actively track trends  
to determine the future development of 
our solutions we are seeing increased 
demand for our hosted services across 
many of our solutions and in the longer 
term we believe cloud computing 
represents a signiﬁcant opportunity to 
deliver our solutions on a selfservice 
payasyougo basis we are working 
actively with microsoft and other partners 
to ensure our solutions are ready for the 
cloud when customer demand emerges 
pioneers in open source
misys open source solutions  
dedicated to the development and 
distribution of open source solutions  
is growing into a major player in the 
rapidly emerging carbon and healthcare 
markets our pioneering healthcare 
information exchanges and carbon 
registry systems have attracted the 
attention of government and voluntary 
agencies and major corporations 
worldwide
innovative ideas from our employees  
help to create new solutions that enable our 
customers to achieve competitive advantage 
and position misys as an industry leader 
our inventors work tirelessly to ensure  
that their ideas will succeed in 2010  
we launched our intellectual property 
programme to help encourage and protect 
the value of our innovation
we ﬁled our ﬁrst patent application in  
the us for bankfusion in 2010 this was 
followed by two further applications in 2011 
a second for bankfusion and another for 
mobile banking we expect to ﬁle additional 
patent applications in the coming year 
relating to additional bankfusion features 
new misys open source offerings and new 
trade portal features


“ patents are core assets that uniquely 
secure company innovation and will 
play a key role in realising the long 
term business goals of misys we will 
continue to encourage our innovators 
and work to develop our intellectual 
property programme even further” 
robin crewe  
chief technology ofﬁcer

of orders came from new solutions
for more information on our capital 
markets business please go to  
pages 26 to 29
overview
misys leading technology and innovation
annual report 2011 17 transformation
this has been a year of transformation 
for misys we completed three signiﬁcant 
transactions the sale of allscripts the 
capital return to shareholders and the 
acquisition of sophis together these 
repositioned misys as a pure play 
ﬁnancial services software company 
more importantly strong market 
positions and compelling products for 
both the capital markets and banking 
sectors mean that misys is now well 
positioned for future growth
shareholder value
in june 2010 we announced our plan  
to sell the majority of our stake in 
allscripts and the intention to return  
the majority of the net proceeds to 
shareholders through a tender offer  
with the overwhelming support of our 
shareholders we sold the entire stake 
and completed the return of £670m to 
shareholders by way of a tender offer 
and b share scheme 
the stake in allscripts was acquired 
in late 2008 through a signiﬁcant 
investment that involved purchasing 
shares in and merging misys’ us 
healthcare business with allscripts  
in just two years this investment yielded  
a return of around 130
the divestiture of our stake in allscripts 
and the capital return to shareholders 
were complex transactions and in many 
ways without precedent they involved  
a complicated threeway transatlantic 
set of transactions with many us and  
uk legal and regulatory requirements 
and the distribution of four shareholder 
circulars 
robust performance
last year misys delivered robust 
operating performance with a good  
end to the ﬁnancial year as revenue 
growth improved to 8 in the second 
half group revenue for the whole year 
was £370m an increase of 4 on the 
previous year on a proforma constant 
currency basis adjusted operating proﬁt 
was up 12 with the adjusted operating 
margin 13 percentage points higher as 
management made further savings in  
the backofﬁce whilst sustaining our 
investment in product development and 
customerfacing resources adjusted 
proforma basic earnings per share rose 
by 22 to 151p
strengthening our position in  
ﬁnancial services
as a newly focused ﬁnancial services 
software provider we see acquisitions  
in our chosen markets as a key way of 
reinforcing misys’ prospects for future 
growth in november we announced  
the proposed acquisition of sophis  
a leading provider of portfolio and risk 
management solutions which are largely 
complementary to our existing offerings 
we see sophis as an exciting engine  
for growth in particular through its 
leadership position in the buyside 
providing solutions to organisations 
ranging from global asset managers  
to startup hedge funds
the ﬁrst post acquisition revenue 
contribution from the misys sophis 
division for the fourth quarter included  
in our ﬁnancial results was encouraging 
showing impressive growth of 32 on 
the previous year we are very pleased 
with the energy and enthusiasm of the 
misys sophis employees
together the treasury and capital 
markets and misys sophis divisions 
occupy a leading position within the 
capital markets and misys is now ideally 
placed to win more deals in this sector 
as well as being able to take advantage 
of crossselling opportunities and more 
immediate cost synergies 
in our banking business we continued  
to invest in the development of our 
innovative bankfusion platform this  
was rewarded both by sales success 
that exceeded our expectations and  
the emerging consensus amongst 
market commentators as to the special 
capabilities bankfusion can unlock  
for its customers
improving customer satisfaction
nothing demonstrates the power  
of mike lawrie’s turnaround strategy  
for misys more than the dramatic 
improvement in customer satisfaction 
achieved each year last year was no 
exception with signiﬁcant improvements 
across the business with the strongest 
scores recorded in product reliability  
and customer relationships




business review
misys leading technology and innovation 
18 annual report 2011 rewarding the creation of  
shareholder value 
last year a series of major and complex 
corporate transactions challenged 
our remuneration committee to make 
changes to incentive arrangements  
that struck the right balance between 
fairly rewarding management for their 
achievements and securing value for 
money for shareholders throughout the 
year we actively consulted shareholders 
on matters as diverse as recalibrating 
existing longterm incentives resetting 
dilution limits and the creation of a new 
incentive arrangement for our chief 
executive we were particularly grateful 
for shareholders’ consistent support  
all the more so as our remuneration 
committee had to be innovative in  
its proposals
board succession
i am pleased to welcome stephen  
wilson and timothy tuff to the board as 
executive and independent nonexecutive 
directors respectively together they bring 
greater international and direct experience 
of our industry to the board
conﬁdence in our future
the strength of misys’ prospects for 
future growth recently prompted an 
approach with a potential bid for the 
company we will evaluate any and  
all such approaches thoroughly to  
ensure the best possible outcome for our 
employees customers and shareholders 
your board believes that mike lawrie  
and the misys team can justiﬁably  
be very proud of the company’s 
transformation aside from creating 
signiﬁcant shareholder value they  
have undoubtedly made misys a more 
attractive place to work and a better 
company to do business with the  
board has great conﬁdence in misys’ 
ongoing strategy and its ability to 
continue to generate signiﬁcant growth 
and value for shareholders 
it traditionally falls to the chairman to 
record the board’s thanks to the ceo 
and their entire team rarely can such 
thanks be more richly deserved than in 
respect of last year’s achievements by 
the misys team throughout the year 
their effort and persistence has been 
extraordinary i would also like to thank 
our shareholders for their active interest 
and consistent support without which 
this very critical year in misys’ 
transformation simply wouldn’t  
have happened
james crosby
chairman
james crosby chairman
for more information on our approach 
to corporate governance please go 
to pages 50 to 61
business review
misys leading technology and innovation
annual report 2011 19 business review
20 annual report 2011
misys leading technology and innovation  “ this has been a year of great progress with our strategy and corporate 
structure we completed the acquisition of sophis to create the leading 
capital markets platform and delivered signiﬁcant value to shareholders  
from the divestment of allscripts we have great conﬁdence in the future 
opportunities for misys to continue its path to leadership in our industry” 
 
mike lawrie 
chief executive ofﬁcer
business review
annual report 2011 21
misys leading technology and innovation the year was one of signiﬁcant progress 
in the ongoing transformation of misys 
that began in 2007  we established misys 
as a pure play ﬁnancial services software 
company by divesting allscripts and 
subsequently increased our exposure to 
the fastgrowing capital markets sector 
by acquiring sophis we have continued 
to invest in innovation and technology 
with the bulk of our investment going 
towards the development of new 
solutions we are also investing to 
expand the skills base in the customer
facing parts of our organisation the 
results of our investments began to be 
evident in increased revenues from asia 
and other growth regions a return to 
growth in our banking division and rapid 
revenue growth from misys sophis 
these achievements have generated 
increased interest in misys the interest 
in our organisation is a great tribute to 
our ongoing strategy and the dedication 
of our staff to make our transformation  
a success
return of capital to shareholders  
and creation of pure play ﬁnancial 
services software company
during the year we returned £670m to 
misys shareholders from the proceeds  
of our divestment of allscripts as a result 
of the allscripts sale we created a pure 
play ﬁnancial services company with an 
opportunity to be a leader in the ﬁnancial 
services industry
increased exposure to highgrowth 
capital markets
we believe capital markets will be the 
fastergrowing of the ﬁnancial services 
markets that we operate in and we 
substantially increased our presence  
with the acquisition of sophis a leader in 
portfolio and risk management solutions 
which improves our asset class coverage 
and greatly accelerates our buyside 
strategy its integration into the misys 
group has been successful since 
acquisition misys sophis has already 
demonstrated a high level of growth  
with 32 revenue growth in its ﬁrst 
quarter as part of the group 
substantial investment in product 
development now producing a 
pipeline of new solutions
we have continued to invest heavily in 
research and development – 19 of 
revenue this year our signiﬁcant product 
development spend is now producing a 
pipeline of new and innovative solutions 
as a result 41 of our orders in the year 
came from new solutions developed over 
the last two years compared with 28  
in the previous year
investment in people and skills
this year we made a record number  
of new hires – around 900 people  
our investments in people have been 
focused on the growth regions of asia 
latin america africa and the middle 
east where we see exciting sales 
opportunities in the years ahead 75  
of our people are now outside the uk 
and us

growth in revenues across asia latin 
america africa and the middle east

bankfusion customers
business review
misys leading technology and innovation 
22 annual report 2011 we made signiﬁcant investments in the 
customerfacing parts of our operations 
to upgrade our skills base and attract 
new talent into our organisation – sales 
customer service and presales solution 
consulting our training programmes 
have been expanded including the 
successful launch of new graduate 
programmes in new york india and 
london we have extended existing 
partnerships and established new  
ones with industry leaders such as  
hcl everis ibm and microsoft
our independent customer survey  
this year has shown a signiﬁcant rise in 
customer satisfaction to the highest level 
since the beginning of our turnaround 
this makes us more relevant to our 
customers and gives us the permission 
to upgrade customers to our new 
solutions
growth from new regions and  
new solutions 
our investments in asia latin america 
africa and the middle east have brought 
early signs of growth revenues across 
these regions grew 14
our new solutions have brought back 
growth to our banking business with 
12 order intake growth in the year  
as a result of our new solutions  
we have launched and established 
bankfusion as the newest and most 
modern core banking platform in the  
last decade with 40 customers so  
far just over a year after its general 
release bankfusion is now recognised 
independently as one of the leading 
banking platforms in the marketplace 
we have applied for two patents so  
far to protect the unique technology 
underpinning bankfusion and are 
continuing to invest in the banking 
functionality available in the platform 
during this year we made signiﬁcant 
progress in the ongoing transformation of 
misys we have a strong leadership team 
in place that is ready to take the business 
to the next level as a result we are 
strongly positioned to create value for  
our customers and for our shareholders 
making misys an innovative workplace for 
our people we are conﬁdent in the future 
of our business and our ongoing strategy 
to achieve and maintain a leadership 
position in all of our market segments 
mike lawrie
chief executive ofﬁcer
 misys business segment reporting structure
banking tcm misys sophis

of our people outside of uk and us
misys
business review
misys leading technology and innovation
annual report 2011 23 reported group revenues rose by  
8 including the ﬁrst postacquisition 
revenue contribution from misys sophis 
in q4 on a proforma constant currency 
basis group revenues increased by 4 
with consistent growth across the 
banking and tcm divisions and 
signiﬁcant growth in misys sophis
adjusted operating margin expanded  
08 percentage points 13 percentage 
points on a proforma constant currency 
basis resulting from reductions in 
general administration and infrastructure 
costs whilst investment in product 
development sales and solution 
implementation was sustained
group adjusted operating proﬁt 
increased by 13 12 on a proforma 
constant currency basis due to revenue 
growth and well executed cost disciplines
outlook
  our medium term target for revenue 
growth at constant currency and 
proforma for the sophis acquisition 
is 58 
outlook
  we expect to continue to improve 
margins through further productivity 
gains in the back ofﬁce misys sophis 
synergies and the beneﬁts of revenue 
growth 
outlook
  we are capable of growing adjusted 
operating proﬁt in excess of revenue 
growth as we continue to realise further 
efﬁciencies in our business model 
group revenue adjusted operating margin adjusted operating proﬁt
margin expansion 20072011

compound annual growth 20072011

compound annual growth 20072011

£m
2007
2008
2009
2010
2011
274
302
344
342
370
2007
2008
2009
2010
2011
143
145
151
186
194

2007
2008
2009
2010
2011
39
44
52
64
72
£m
all key performance indicators exclude allscripts 
and include misys sophis for q4 in 2011
business review
misys leading technology and innovation 
24 annual report 2011 order intake grew 9 to £213m 
reﬂecting accelerated sales of our  
new banking solutions and the ﬁrst 
contribution from misys sophis on  
a proforma constant currency basis 
order intake rose by 3 
we sustained a high level of product 
development spend increasing the 
development of key new solutions as 
spending on old solutions was reduced
the increase in adjusted operating  
proﬁt per employee reﬂects our focus  
on productivity improvements during  
the year this year we made good 
progress on cost savings across a  
range of administrative functions whilst 
we increased implementation capacity  
in our centres of excellence located in 
bangalore manila and beijing we also 
expanded our sales and solution 
consulting activities in all regions 
outlook
  as our new solutions gain acceptance 
in the marketplace our objective is  
to generate high levels of order intake 
growth from new customers upgrades 
and associated implementations
outlook
  we aim to sustain research and 
development spending as a proportion 
of revenue development resource  
will be efﬁciently allocated between 
maintaining existing solutions and 
developing new solutions to meet  
the needs of our customers 
 
outlook
  we aim to continue delivering higher 
productivity per employee through 
increased revenues streamlining 
processes and more efﬁcient use of 
our development and implementation 
skills outside the us and uk 
total order intake research and development adjusted operating proﬁt per employee
year on year growth

compound annual growth 20072011

year on year growth

2007
2008
2009
2010
2011
111
156
168
195
213
£m
2007
2008
2009
2010
2011
58
61
69
64
69
£m
2007
2008
2009
2010
2011
14
15
15
17
19
£k
business review
misys leading technology and innovation
annual report 2011 25 how ﬁrms manage risk is changing
as regulation intensiﬁes and crossasset 
class strategies as well as the use of 
derivatives become more prevalent fully 
integrated portfolio and risk management 
solutions are becoming increasingly 
important the turmoil of the past three 
years has increased the need for ﬁrms  
to understand and assess their risk 
exposure 
in the buyside the use of derivatives  
and risk management are becoming  
an integral part of ﬁrms’ trading and 
compliance strategies to secure and 
improve performance in the sellside 
liquidity shortages have led banks to 
review liquidity risk as well as their 
daytoday cash at risk new basel 
regulations have also resulted in banks 
taking a much more analytical view  
of credit risk with the introduction of 
measures such as cva credit value 
adjustment and irc incremental  
risk charge
as a result both buyside and sellside 
ﬁrms must combine trading and risk 
management practices in the way in 
which they manage their assets
demand for crossasset portfolio  
and risk management solutions  
is on the rise
for many organisations their current 
trading or portfolio management 
solutions are not geared up to deal  
with the complexity of today’s ﬁnancial 
instruments and the associated market 
and credit risk implications the last  
few years have seen many banks 
strengthening their securities ﬁnance 
business and increasing their use of 
instruments such as portfolio swaps  
and etfs exchange traded funds  
as they strive to improve market access  
and investment offerings for their client 
base these changes are driving 
investment banks to strengthen their 
business processes and improve risk 
management procedures
interest in commodities has increased 
with investment banks creating more 
investment and hedging products to 
satisfy increased demand – pushed  
up by high volatility in the commodity 
markets last year three misys sophis 
clients incorporated european and us 
gas and power commodities into their 
portfolios for the ﬁrst time in order to 
leverage regulation changes
as ﬁnancial institutions expand the  
scope of their investment or trading 
strategies they are looking for a solution 
that can handle multiple asset classes 
as well as sophisticated risk calculations 
we have kept pace with recent trends  
by strengthening our ﬂow business 
processes introducing new commodity 
fund and synthetic products and 
investing in market credit and liquidity 
enterprise risk management
pascal xatart executive vice president  
and ceo misys sophis
business summary
4th quarter revenue £17m up 32 4th quarter total order intake up  1 at £11m
4th quarter adjusted operating proﬁt £6m up 155
4th quarter adjusted operating margin 33 up from 17
key new buyside customers added

4th quarter revenue
financial performance measures reported  
on a likeforlike basis see the ﬁnancial review  
for reconciliation to as reported measures
business review
misys leading technology and innovation 
26 annual report 2011 positioned for growth
misys sophis’ heritage lies in the 
sellside where we developed a market 
leading trading and risk management 
solution renowned for its handling of 
equities and equity derivatives this 
expertise led us to develop a similar 
solution for the buyside which quickly 
surpassed the capabilities of other 
portfolio management solutions due to 
its ability to process complex products 
and derivatives its integrated risk 
management capabilities and its ability  
to address the speciﬁc needs of  
hedge funds
our goal is to position misys sophis as 
the de facto provider of portfolio and  
risk management solutions recognised 
as being able to handle every part of a 
ﬁnancial institution’s needs from both a 
functional and an asset class standpoint 
today we are recognised as the  
market leading solution for equities 
equity derivatives and commodities  
on the sellside and the leading cross
asset portfolio and risk management 
solution on the buyside with the full 
force of misys behind us we will be  
able to expand our solutions further 
leveraging its development resources 
and geographical coverage to position 
ourselves to capture a larger share  
of as well as actively expand our 
addressable market
a successful integration with misys
we are very pleased to be part of  
the misys team and the opportunities 
that this affords to our people and our 
business our sales teams have already 
advanced a number of crossselling 
opportunities and we fully expect this 
activity to increase over the coming 
12 months
misys sophis value will be positioned 
as misys’ ﬂagship solution for the 
buyside and we feel conﬁdent that we 
will be able to win a larger percentage  
of the buyside pipeline with this offering 
further solidifying our leadership position 
in this segment
misys sophis risque our solution for  
the sellside is complementary to misys 
summit by combining our research  
and development efforts our clients  
will be able to beneﬁt from additional 
functionality currently available in the 
misys suite of products as well as 
improved asset class coverage in the 
areas of forex ﬁxed income and interest 
rate and credit derivatives equally 
summit clients will be able to beneﬁt  
from risque functionality in equities 
equity derivatives and commodities
expanding our penetration  
of the buyside
the buyside market for portfolio and  
risk management solutions is still at a 
relatively early stage of development 
with more than 10000 organisations 
worldwide that have a potential need  
for a system this represents a massive 
opportunity and as such will remain a 
ﬁrm focus for misys sophis as our 
prospective customer base is widely 
dispersed across the globe we will 
leverage misys’ geographic footprint 
especially outside of europe and in the 
emerging markets of asia paciﬁc and 
latin america 
more ﬂexibility for our clients
at misys sophis our philosophy  
has been to deliver our solutions in the 
way that our clients wish to use them  
be these inhouse implementations 
hosted or leasing options or software
asaservice saas delivery the 
software componentisation project 
currently underway at misys will result  
in even more ﬂexibility for our clients in 
the way in which they can select and 
consume our solutions and services 
strategy update
plan
 reinforce leadership in the buyside
leverage crossselling opportunities
 improve breadth and depth of system functionality
 maximise integration with tcm products
geographic expansion a long standing client banca aletti the  
investment banking arm of banco popolare – an 
italian cooperative bank has been using misys 
sophis risque since 2005 the bank initially 
implemented risque to manage its equities and 
equity derivatives business and quickly extended 
the platform to cover all of its trading activities 
including ﬁxed income credit inﬂation forex  
and commodities today a very relevant part of 
the bank’s portfolio is managed on the risque 
platform which is its primary fronttoback ofﬁce 
trading and risk management system
a new risk reporting challenge
the new basel 25 framework requires irc 
incremental risk charge reporting to be in place 
by 1 january 2012 banco popolare wanted to 
have this in place as soon as possible for the 
whole banco popolare group as part of its  
internal model for market risk and in order to be 
fully compliant with the basel accord and other 
regulatory requirements
leveraging misys to deliver a rapid solution
the misys sophis team leveraged the depth of 
functionality available in the broader misys solution 
suite to provide a fast proven solution to banco 
popolare as misys opics risk plus orp already 
has the ability to calculate irc a new module 
integrating orp and risque will be delivered 
so that banco popolare can take advantage of 
this functionality within banca aletti’s existing 
risque system


business review
misys leading technology and innovation
annual report 2011 27 leading provider to the  
capital markets
treasury  capital markets tcm is a 
global leader in its industry and provides 
a number of fullyintegrated solutions and 
services to ﬁnancial institutions including 
crossasset fronttoback portfolio and 
risk management systems commercial 
loan trading and processing systems 
and conﬁrmation matching systems for 
the foreign exchange derivatives and 
precious metals markets
tcm predominantly sells and implements 
its solutions with sellside ﬁrms 
corporations governmentsponsored 
entities and asset servicers together with 
the newly acquired misys sophis division 
we are the leading provider of software 
solutions to the capital markets with more 
than 20 years’ experience and over 500 
customers globally including 19 of the top 
20 capital markets ﬁrms and covering all 
segments of the market including the 
tcm markets asset managers hedge 
funds and life insurance companies
our customers use our solutions to  
enable more effective and efﬁcient trading 
performance and processing improved 
monitoring and reporting and risk 
management across all asset classes 
during the past few years ﬁnancial 
institutions have remained focused  
on improving efﬁciency and generating 
cost savings across their it platforms 
many have turned to integrated solutions 
such as ours that offer the beneﬁts of 
automation via straightthrough processing 
stp and are looking to reduce the 
number of systems that they need to 
support this is especially true in light  
of industry consolidation where 
organisations are less inclined to support 
multiple infrastructures across businesses 
that have merged or been acquired
actions and progress
we continued to win new customers
we improved our market position again 
this year adding 25 new customers 
signiﬁcant customers wins included a 
large tier 1 bank in the united states 
macquarie bank in australia osk in 
malaysia beac in the cameroon hypo 
real estate in germany and mizrahi bank 
in israel we continued to expand our 
presence in china with six new name 
banks bringing our total chinese 
customer base to 35 we also added 
three new name banks in mexico 
extending our position in this fast growing 
market in general midtier banks were 
less affected by the ﬁnancial crisis and 
have been active with their it spend  
21 out of our 25 new name wins were 
midtier banks and 32 of our customers 
in this segment went live last ﬁscal year 
we enhanced our marketleading 
solutions
last ﬁscal year we released new 
versions of software for each of our  
three key solutions summit ft v55 
opics plus v31 and loan iq v71
summit ft v55
added business intelligence  
advanced reporting capabilities  
and functional improvements in  
fx options and equities
added new back ofﬁce and 
reconciliation capabilities through  
our partnership with smartstream
commenced a major technology 
refresh with the aim of componentising 
the system in a serviceoriented 
architecture soa over a three year 
period this programme will leverage 
the bankfusion platform capabilities to 
enable interoperability of functionality 
across our tcm systems
business summary
total revenue £185m up 3 total order intake £108m down 3 adjusted operating proﬁt £43m  up 2 as a result of strong cost 
controls whilst maintaining 
investment in technology and 
feature upgrades
 adjusted operating margin maintained at 23
 25 new name customers ed ho executive vice president  
and general manager
financial performance measures reported  
on a likeforlike basis see the ﬁnancial review  
for reconciliation to as reported measures
business review
misys leading technology and innovation 
28 annual report 2011 opics plus v31
we encountered some issues with early 
customers upgrading to opics plus v3x 
software during the year we have now 
largely worked through these issues  
but they did have a short term negative 
impact on opics plus’ revenue growth
we now have 
added new blotters and doublebyte 
capabilities to meet requirements  
in countries such as china where  
we have signiﬁcant market share 
13 opics plus upgrades in the year  
– 15 customers are now live on an 
opics plus v3x release 
we expect many more of our opics 
customers to upgrade to version 3x 
this coming ﬁscal year
loan iq v 71
released the java version of  
the software
enhanced our bilateral lending 
capabilities for commercial lending 
including signiﬁcant performance  
and scalability enhancements
added doublebyte capabilities  
for the asia paciﬁc market
three customers in early adopter 
status upgrading to this release
we have built new webbased portals 
across all three key solutions enabling 
our clients to interact directly with  
their customers and giving them a 
competitive edge through online client 
access we have successfully sold these 
portal solutions into the summit opics 
plus and loan iq customer bases
we are helping our customers respond 
to tough conditions
regulation and compliance are high on 
everyone’s agenda as many organisations 
are compelled to upgrade their systems to 
meet regulatory requirements laws and 
regulations are changing rapidly many of 
which are still being discussed and are 
becoming more stringent we anticipate 
that this will drive the demand for new 
solutions and will continue to shape our 
product roadmaps we are currently 
developing new functionality for central 
counterparty clearing with the input of 
some of our customers with the ﬁrst phase 
of delivery in september 201 1 we also 
won our ﬁrst standalone risk management 
deal in china with shanghai pudong bank 
to assist them with their basel compliance 
with chinese regulators we expect to 
leverage this solution and extend it to our 
other customers in china
we are generating new revenue 
opportunities
one of our key goals for this year was  
to extend our presence in the buyside 
market this has been achieved with the 
acquisition and ongoing integration of the 
misys sophis business our divisions are 
working closely together on crossselling 
opportunities and we expect to be able 
to drive deeper into this market and 
leverage misys sophis’ leading position 
in the buyside equities and equity 
derivatives we aim to achieve signiﬁcant 
revenue synergies over the next three 
years across our existing customer base 
and prospects
maintaining leadership
our priority in the coming year will be  
to maintain and build on our leadership 
position by strengthening our client and 
partner relationships integrating the 
misys sophis skills and expertise with 
tcm and continuing to invest in our 
people our technology and the value 
propositions of our solutions regulation 
and compliance will drive the demand  
for our new solutions and will continue  
to shape our product roadmaps 
performance and scalability especially 
across vanilla asset classes are 
becoming much more relevant as 
transaction volumes rise exponentially 
delivering further improvements in these 
areas will be of paramount importance  
to our continued success
strategy update
lead 24 years future
extend product portfolio coverage and functionality  
achieved with further  
developments planned
 target needs of midtier banks expand footprint in emerging economies
 continue with stp and system consolidation opportunities
 continue technology upgrade programme across all solutions
 improve breadth and depth of system functionality to support 
customer needs
 generate revenue opportunities  with misys sophis through cross
sale efforts
boost services capability  and capacity  
achieved
extend into higher value  service offerings 
achieved
increase use of partnerships  achieved
“ misys has been a key strategic 
vendor to our ﬁrm with summit 
misys sophis risque and loan iq 
as signiﬁcant systems in our it hub 
the acquisition of sophis further 
strengthens the interrelationships 
between our two companies and 
we look forward to the further 
integration of the solutions and the 
stronger value propositions that 
misys will provide for us”  
 
marnix van stiphout 
ing bank

new name customers
business review
misys leading technology and innovation
annual report 2011 29 banks want to get the best out of  
new technologies
this is where misys comes in we are 
developing some of the most innovative 
solutions available to meet banks’ 
requirements for their core banking  
and transaction banking businesses 
bankfusion is the newest core banking 
solution to hit the streets in the past 
decade embracing the latest 
developments in serviceoriented 
architecture and componentisation  
our development teams have  
created a completely new approach  
to delivering implementing and  
upgrading a banking system
bankfusion shows strong demand
the traction that we have experienced 
with bankfusion over the year 
demonstrates that the banking 
community is ready to rethink its 
approach to systems and technology 
adoption rates have been strong 
particularly within our existing client  
base and by the end of the year we  
had 40 bankfusion customers 
the attraction of bankfusion is twofold 
firstly it minimises the risk associated 
with a core system replacement – which 
has led many banks to maintain their 
legacy systems and customise them over 
time today the cost of maintaining these 
systems and keeping them uptodate 
with ever changing requirements is 
becoming untenable in particular at a 
time when banks are keeping a sharp 
eye on their costtoincome ratios 
bankfusion takes a continuous  
migration approach to system renovation 
enabling banks to identify and prioritise 
key functions upgrading or replacing each 
area over time while keeping the business 
running in this way system upgrades or 
replacements can be implemented with  
a minimum of disruption to a bank’s 
daytoday business operations
secondly a bank has the option to take 
bankfusion as a packaged system such 
as bankfusion universal banking which 
they can easily add to and maintain over 
time both options make it signiﬁcantly 
easier for banks to upgrade or replace 
existing processes and add new 
functionality as and when required 
a banking system for today
today banks face a plethora of challenges 
which their legacy banking systems were 
simply not designed to meet for example 
a bank’s costtoincome ratio can be 
adversely impacted by the high cost of 
maintaining older banking systems largely 
due to the vast multitude of interfaces 
between them and the inability to bring 
new products to market quickly or make 
them compatible with new distribution 
channels such as mobile banking 
affecting its proﬁtability
the ﬂexibility inherent within bankfusion 
means that it is better able to address 
these issues equipping banks with  
the ability to innovate and bring new 
products to market within days not 
weeks incorporate new regulations  
and market changes within their  
ongoing business processes and  
realise synergies from ma activities 
more quickly we are helping banks  
to reduce their costtoincome ratio 
making them best in class
business summary
 total revenue £167m up 3 including a 10 increase in  
the 2nd half 
total order intake £93m up 12 adjusted operating proﬁt £36m up 17 as a result of higher revenues 
and continued cost discipline
 adjusted operating margin increased to 21
 bankfusion adoption accelerated with 27 sales in the period and  
40 customers in total 
 26 new name customers of trade or payments solutions
alnoor ramji
executive vice president and  
general manager 
financial performance measures reported  
on a likeforlike basis see the ﬁnancial review  
for reconciliation to as reported measures
business review
misys leading technology and innovation 
30 annual report 2011 leading the way in transaction 
banking
misys has continued to consolidate its 
marketleading position in transaction 
banking solutions through a winning 
combination of solution innovation new 
customer wins and highly successful 
implementations we are uniquely 
placed both in the breadth of our 
transaction banking solutions portfolio 
and our ability to integrate them for 
maximum operational efﬁciency
this year our trade ﬁnance solutions won 
the global award for best trade finance 
techvendor in trade finance magazine’s 
awards for excellence sales order intake 
grew by over 50 this year including 26 
new customer wins reinforcing misys  
as the leader in trade services solutions 
misys trade portal has been updated  
with enhanced userinterface tools and 
improved navigation
misys payment manager has also 
established itself as a market leader 
attracting signiﬁcant customer wins  
and demonstrating highly successful 
implementations in less than six months
enabling new distribution channels  
for retail banking customers
impressive progress has been made  
by our online banking portfolio the 
misys personal ﬁnance solution for  
retail banking customers has enjoyed 
exceptional sales growth winning 
customers across our territories misys 
mobile has won its ﬁrst customers and  
is expanding into new areas including 
social media 
making life easier for banks’  
corporate clients
online mobile and portal solutions are 
changing the way in which banks can 
offer services to their corporate clients 
banks are also taking advantage of the 
efﬁciency gains and new services that 
can be delivered by combining our portal 
solutions such as cash management 
trade services and money marketforeign 
exchange solutions this ability to offer  
a consolidated view of cash and trade 
transactions is helping banks to win new 
business from corporate treasurers at 
misys we are using portal technology  
as well as making our solutions available 
on a single platform so that banks can 
provide new and competitive solutions  
to their customers this uniﬁed vision for 
online banking solutions means that our 
clients are able to rationalise their banking 
infrastructure reduce maintenance and 
management costs and automate 
previously manual processes 
national bank of oman nbo one  
of the largest banks in oman and the 
ﬁrst local bank in the sultanate has 
chosen the misys trade ﬁnance solution 
as part of its plan to expand its trade 
ﬁnance business the misys solution 
will help the bank launch innovative 
trade products as well as increasing 
traditional trade volumes
the integrated solution combines the 
power of the backofﬁce processing 
system misys ti plus with the award
winning misys trade portal the 
ebusiness console this will enable 
customers to connect seamlessly to 
nbo and conduct their international 
trade business at the same time as 
accessing a wide range of ﬁnancial 
supply chain services
“ we were very impressed by the  
fully integrated fronttoback trade 
ﬁnance solution offered by misys 
the corporate service level 
agreementdriven workﬂow and 
business dashboard incorporated 
into the system were important 
differentiating factors we are 
conﬁdent that misys ti plus and 
trade portal will help us to meet  
our growth targets for our traditional 
products as well as newer ones 
such as factoring” 
 
humayun kabir 
general manager wholesale 
banking national bank of oman


strategy update
lead 24 years future
grow misys bankfusion developer community 
not achieved
grow misys bankfusion developer community
penetrate tier 1 and tier 2 banks help banks to launch new services by leveraging social networking 
channels
maintain addon module pipeline  for crosssell  
achieved
  leader in core banking operating 
system market  
in progress – gaining traction  
with bankfusion

new transaction banking customers
business review
misys leading technology and innovation
annual report 2011 31 misys open source solutions moss  
is pioneering the development and 
adoption of open source solutions in  
two key sectors – healthcare in the 
creation of health information exchanges 
hies and the carbon market in the 
development of global environmental 
registries that enable organisations to 
measure reduce and trade their carbon 
emissions this year has seen signiﬁcant 
progress in the development of our 
business our ﬁrst healthcare clients are 
live on the misys connect™ exchange 
and misys connect™ portal and in 
partnership with the climate registry 
we have developed and deployed the 
largest cloudbased voluntary carbon 
registry system in the world 
health information exchanges –  
a ripe market for open source
the us market for healthcare information 
technology is booming thanks to the 
american recovery and reinvestment 
act of 2009 that has set aside more  
than us 40 billion in incentive dollars  
to providers – provided that they use  
the technology in a meaningful way  
2011 marks the ﬁrst year when those 
payments began to ﬂow as part of the 
stage 1 meaningful use demonstrations 
stage 2 of the meaningful use payments 
is expected to be predicated on the  
use of hies hies aim to promote 
interoperability by enabling the sharing  
of patient records between provider 
ofﬁces and hospitals and tying together 
the related services required for endto
end patient care 
in many cases cost has been an 
impediment to the creation of community 
exchanges moss led a number of 
worldwide open source development 
projects that resulted in the creation of 
core exchange components that make 
up the misys connect™ exchange 
platform coupling the open source 
platform with the proprietary misys 
connect™ portal provides users with 
cost effective bestofbreed solutions 
that are open and standardsbased  
the hartford hospital exchange in 
connecticut was the ﬁrst exchange  
to go live with an initial patient load of  
over 25 million patient records 
ehealthconnecticut was the second 
exchange to go live and is now fully 
operational and is transferring data 
between three hospitals and two 
federally qualiﬁed health centres 
with a proven operational open source 
hie in the market we are gaining traction 
both inside the us elsewhere in the 
americas region and in europe and 
australia we are now focused on 
building out our distribution network  
to pursue these and other opportunities 
around portals and community  
data solutions
bob barthelmes executive vice president  
and general manager
business summary
 deployed largest cloudbased voluntary carbon registry system  
in the world
 first clients live on the misys connect™ exchange and misys 
connect™ portal
 over 25 million patient records on hartford hospital exchange
 announced partnership with icet and the climate registry to deploy 
an energy  climate registry for 
china
being an emergent segment open source  
is reported within corporate  other in the  
ﬁnancial statements
business review
misys leading technology and innovation 
32 annual report 2011 leading in carbon registry systems
as a result of our partnership with  
the climate registry a nonproﬁt 
organisation that provides meaningful 
information to reduce greenhouse gas 
emissions we have developed and 
deployed the largest cloudbased 
voluntary registry system in the world 
more than 8000 facilities from 850 
organisations are providing data to  
the registry making it one of the leading 
bodies involved in the monitoring 
reporting and veriﬁcation of emissions
at the un climate summit held in 
mexico in late 2010 it was announced 
that we are working in partnership with 
the innovation center for energy  
transportation icet and the climate 
registry to deploy an energy  climate 
registry for china we are in discussions 
with several other ngos regarding the 
deployment of our registry platform in 
other regions
extending our footprint
we are starting to reap the rewards  
of our investment in open source 
solutions with live platforms now  
fully operational in both of our target 
sectors our focus for the coming year 
will be to extend our footprint in the  
us for healthcare as well exploring 
opportunities in europe and australia 
which are growth regions for hies  
and to continue working with ngos to 
expand the roll out of our environmental 
registry platforms we are also actively 
expanding our partner relationships to 
build our distribution network
icet announce china’s energy  
and climate registry
icet announced that it will join  
forces with the beijing environmental 
exchange los angelesbased the 
climate registry and new yorkbased 
software company moss to promote 
the energy and climate registry as 
the predominant greenhouse gas 
reporting platform in china
the goal of the energy and climate 
registry ecr is to produce a reliable 
consistent and veriﬁable information 
database and reporting tool for energy 
consumption and carbon emissions 
on the corporation and local 
municipality levels by joining to  
the ecr multinational and domestic 
corporations will be encouraged to 
voluntarily sign up to report input 
parameters to calculate energy 
consumptions and produce ghg 
emission inventories which will be 
veriﬁed by a certiﬁed third party
“ costs are less than half of what  
we would have expected if we  
had gone with a commercial hie 
product and it is certainly meeting 
the expectations i had from a cost 
standpoint from the very beginning” 
 
stephan d o’neill 
vice president of information 
services hartford hospital and 
board member ehealthconnecticut 
strategy update
lead 24 years future
 develop a proﬁtable open source 
business  
achieved 
extend healthcare footprint in us explore healthcare opportunities in 
europe and australia
 continue working with ngos to 
expand roll out of environmental 
registry platforms
build partner distribution network integrate thirdparty technologies  
into our platforms  
achieved
  develop connect strategy  
achieved
 develop carbon trading platform 
application 
not achieved
business review
misys leading technology and innovation
annual report 2011 33 revenue grew 10
our teams engage with customers  
at each stage of their relationship  
with misys from solution consultancy  
at the outset of an implementation or 
upgrade through to implementation  
and integration services product training 
and ongoing support and maintenance 
we have streamlined the organisational 
structure to better meet customerneeds 
concentrating noncustomerfacing  
staff in our global service centres in 
bangalore beijing bucharest and manila 
and retaining project specialists and 
consultants in customerfacing roles 
across our regions
building a high performance team
operating as a high performance team  
is a strategic imperative for the success 
of our services business our value lies  
in our ability to unlock the full potential  
of our software efﬁciently and effectively 
so that our clients can beneﬁt from  
their investment in misys solutions  
and expand their use within their 
organisations to deliver the levels  
of performance that we want to  
achieve across all areas of our services 
organisation we are basing our services 
strategy around three key components
creating exceptional value for our 
customers
ensuring operational excellence
developing unique skills and 
knowledge in our people
the main thrust over the course of the 
year has been on honing the global 
services teams to deliver operational 
excellence and achieving the right 
structure to focus on further developing 
our skills to meet customer needs
operational excellence –  
push on proﬁtable growth
we are undertaking indepth reviews  
of our projects to better measure and 
control their timeliness resource 
optimisation and customer satisfaction 
by establishing clear measurements  
that can be applied to each project  
and devolving accountability to project 
managers we have started to see a 
positive impact on project metrics 
localising accountability at the project 
level promotes earlier engagement with 
sales and solutions consulting resulting 
in a more effective execution by all 
project participants 
this is integrated into the company’s 
wider drive to devolve more decision
making into its regional operating units 
and down to clientfacing staff the  
next step is to ‘industrialise’ the services 
process to deliver projects faster with  
the ultimate goal of being able to offer 
competitive ﬁxed price projects for 
standard implementations we are 
making good progress in this area by 
standardising methodologies and tools 
developing best practices that can be 
reused easily across different projects 
and systematically identifying those 
project components that can be 
delivered offshore
effective customer support
71 of our support staff are now based in 
our global service centres in bangalore 
manila bucharest and beijing our most 
seasoned support staff remain close to 
customer locations working onsite with 
key customers to resolve issues 
our support teams strive to ensure 
customer success successful customers 
engender loyalty will buy more and are 
more likely to recommend misys this 
year we launched the ‘make it 10’ 
carlos lopezabadia vice president  
services  support
global services provides
system integration services for misys solutions
implementation  technical services
training  education via the misys academy
custom development premium support services application support business summary
extended services and support offerings through initiatives such as 
premium support
total revenue grew by 10 service orders grew by 11 global services’ revenues are managed and 
included within business division results financial 
performance measures reported on a proforma 
constant currency basis see the ﬁnancial review  
for reconciliation to as reported measures
business review
misys leading technology and innovation 
34 annual report 2011 initiative aimed at achieving 10 out of 10  
in post support case surveys as a result 
of this initiative ratings of 9 and above 
jumped by 45 giving an industry 
leading net promoter score for case 
satisfaction
investing in people
we have launched a number of initiatives 
to ready our workforce to meet the 
changing requirements of our client base 
initiatives such as these enable our people 
to develop their skills and progress whilst 
beneﬁting our clients via more highly 
trained motivated teams that understand 
their business better
recruitment – we have stepped up  
our recruitment programmes to bring  
in new skills including more extensive 
project management capabilities that  
are required in the ﬁeld this includes 
enhanced graduate schemes that 
provide a true career path within misys 
so that we can develop and nurture  
the leaders of tomorrow
skills rotation – we have embarked on  
a programme to rotate resources 
between our services and support teams 
to provide our staff with a 360° view of 
the customer commenced in asia this 
programme has already delivered more 
than 5000 man days of services through 
our support staff and is now being rolled 
out globally 
certiﬁcation programmes – we are 
expanding our onlinebased training  
to provide selfservice opportunities for 
staff to continually increase and update 
their product knowledge in conjunction 
with this initiative we are launching  
a 3level certiﬁcation programme to 
measure our skills progression to 
continuously challenge ourselves and 
grow our expertise
misys managed services asian banker award best back 
ofﬁce trading system 
misys managed services in particular 
premium support services continued 
to grow signiﬁcantly over the year 
reﬂecting the growth potential 
highlighted in last year’s annual report 
revenues grew by 73 reﬂecting the 
pipeline generated over the year by the 
launch of this new service offering 
over 23 of our expanded customer 
base has now taken some form of 
managed services from misys
misys won this award for the successful 
implementation of misys summit ft at 
bank of communications in shanghai 
to support the fronttoback operations 
of the bank’s derivatives business 
speed of implementation the beneﬁt to 
the bank’s entire derivatives business 
and the skilled professional services 
team that supported the bank 
throughout the project were the key 
factors in misys’ success
the objective was to provide bank of 
communications with a realtime 
straightthroughprocessing solution for 
its derivative products that would be up 
and running within a six month 
timeframe
partner relationships complement our 
unique services and support offerings 
for misys solutions we partner with 
hcl and everis on a global level where 
their business consulting expertise and 
project scoping skills add signiﬁcant 
value to client engagements we 
engage with many partners at a local 
level to help us win business and 
provide local expertise
next year will see us delivering the 
growth that we have lined the global 
services team up to achieve we intend 
to leverage the potential for learning 
and training programmes and continue 
to drive proﬁtable growth faster 
implementations and superior support 
for our clients
“ client service is of utmost importance 
to us we continually strive to improve 
our service in every way we can to  
all our clients whatever their size 
this means we have to introduce  
the best technology on the market  
to improve systems achieve optimal 
efﬁciency and keep costs and risks  
to a minimum  
 
with increasing trading volumes  
and new ﬁnancial instruments we 
needed a system that could support 
our operations seamlessly from the 
front ofﬁce to the back misys 
summit ft is the very best of fully 
integrated solutions on the market 
and the misys team worked with us 
tirelessly to achieve a smooth and 
timely transition” 
 
shen shaozhen 
general manager bank of 
communications operations centre


strategy update
lead 24 years future
extend product portfolio coverage and functionality  
ongoing process
 continued improvement to infrastructure methodologies  
and processes
 develop proprietary methodologies drive quality and customer satisfaction
 increase speed of delivery extend into higher value  service offerings  
achieved with premium  
support services
increase use of partnerships  in progress

projects went live in 2011 
business review
misys leading technology and innovation
annual report 2011 35 our business depends on our people 
and our people depend on a working 
environment and culture that empowers 
them to succeed whatever their role in 
the organisation we have reviewed our 
organisational design and streamlined 
our business to adjust to regional 
demands and new growth markets  
whilst maintaining close alignment with 
our customers 
we have hired approximately 900 new 
employees over the course of the year 
60 of which were for development  
and customer support roles demonstrating 
our commitment to these areas of  
our business our core development  
and customer support activities are 
concentrated in our global development 
centres in india the philippines china 
romania ireland and france 
overall headcount has increased by 6 
excluding the impacts of the divestiture  
of allscripts and acquisition of sophis 
through our recruitment programme we 
are bringing in new expertise from both 
within and outside of our industry as well 
as having a renewed focus on graduate 
recruitment to support our future talent 
ﬂow and drive a high performance 
culture we are currently embarking on  
a global recruitment drive for our sales 
and presales functions
developing talent
identifying nurturing and developing 
talent lies at the heart of our people 
strategy we are continuing to invest  
in our employees to ensure that they 
have the skills needed to grow the  
misys business and will be signiﬁcantly 
expanding our people programmes and 
learning initiatives over the coming year
distinguished engineer programme – 
launched in 2010 to recognise the 
importance of technical leadership within 
misys this programme was designed to 
provide additional career opportunities 
and reward outstanding technical 
performance
leadership  management courses –
ensure that we have consistent 
leadership skills across our global 
centres regional hubs and local ofﬁces  
in order to provide worldclass support to 
our customers over 400 managers have 
completed our ‘essential management 
skills’ courses next year we are 
launching a more advanced programme 
for senior managers to help them and 
their teams prepare for and navigate the 
next wave of growth to drive results
top 100 – our top performing employees 
are identiﬁed and prioritised for talent 
management coaching and succession 
planning we now have a strong 
management team in place which is 
positioned to take misys to the next level
the top 100 underpins the executive 
team with their ability to communicate 
our company vision demonstrate 
strategic agility lead with integrity and by 
example and inspire and develop others
our people programmes
online and classroom based learning 
misys academy distinguished engineer programme graduate trainees employee engagement employee engagement
improvements in overall engagement score
enthusiasm for delivering good customer service was higher than 
the norm 10 above benchmark
belief in the effectiveness of the executive team
nearly 75 of the organisation responded to this survey 66  
last year
top down communications effective and easy to understand
overall strategy and goal alignment is positive – people understand 
how their work contributes to the 
objectives of the organisation
frank douglas 
executive vice president  
and group hr director

new employees
business review
misys leading technology and innovation 
36 annual report 2011 graduate programmes – focus on 
developing transferable skills that 
combine business knowledge with 
functional and product training our 
graduate recruits balance on the job 
learning with elearning curriculums  
and classbased training 
we have a renewed focus on graduate 
recruitment and development in  
support of our talent mission to improve 
business results and gain competitive 
advantage now and for the future by 
identifying and building talent across  
the organisation – growing talent from 
within we currently have graduate 
programmes in some of our key sites 
manila bangalore new york and a focus 
on sales in london we will continue 
to strengthen our bench and our 
approach to an endtoend leadership 
development framework to help us 
attract and retain the best talent in  
the market
safeguarding our staff
our people are our business and 
therefore we need to ensure that we  
have adequate safeguards in place to 
ensure their safety we have a global 
security strategy that provides all 
employees with access to medical 
security and travel assistance a 
dedicated business continuity team 
keeps all employees uptodate with  
the latest security announcements 
worldwide via the corporate intranet  
and utilises a global notiﬁcation service 
for those travelling on business and in 
times of crisis our business continuity 
plans were put into action to deal with 
the japanese tsunami and earthquake 
disaster enabling us to provide 
immediate assistance to employees  
and their families
promoting equal opportunities  
and diversity
misys is committed to a workplace  
that is free from unlawful discrimination 
harassment victimisation and retaliation 
where everyone will receive equal 
treatment regardless of gender colour 
ethnic or national origin disability age 
marital status sexual orientation or 
religion we promote equality and work 
to the principle that all employees are 
selected and treated on the basis of their 
abilities merits and potential and do not 
take irrelevant factors into consideration 
misys recognises the diversity of the local 
population within which it operates and 
embraces diversity within the workplace 
to enhance the vibrancy of culture and 
experience and encourages fairness  
and justice 
it is our policy that people with disabilities 
should have full and fair consideration  
for all vacancies should an individual 
become disabled whilst employed at 
misys we will endeavour to retain them in 
the workforce we will actively retrain and 
adjust their working environment where 
possible to facilitate their needs and to 
allow them to maximise their potential
we conduct an annual survey to review 
how our employees are feeling about the 
business their role and our future this 
feedback is essential in building business 
plans to ensure that we motivate staff 
and implement the changes necessary 
to achieve our next level of growth 
the hr organisation is focused on 
streamlining processes policies and 
management information to deliver 
consistent service and provide the 
information required to support  
decisionmaking 
business review
misys leading technology and innovation
annual report 2011 37 misys remains a values driven 
organisation we are present in many 
countries around the world and recognise 
the importance of managing our impact 
in a sustainable way in all regions within 
which we operate this includes 
environmental performance business 
ethics supporting local communities  
and looking after our employees during 
the past year we have introduced several 
companywide initiatives to drive forward 
this agenda these initiatives reﬂect  
our overall business strategy and the 
aspirations of our board our employees 
our partners our customers and the 
communities we serve
last year we reported that we had 
established an environment and social 
responsibility committee which reports 
directly into the general counsel and 
company secretary this committee  
has met bimonthly through the year  
and is delivering on the responsibility 
agenda at each meeting the committee 
considers our environmental initiatives 
and the charitable giving and 
volunteering framework 
the misys charitable foundation
201011 was the ﬁnal year of operation 
for the misys charitable foundation  
as reported in last year’s annual report  
the foundation was set up in 1997  
with the primary objective of furthering 
education in it on both a domestic  
and international level
the achievements of the foundation 
have only been made possible by the 
tireless work of nigel talbotrice who 
retired this year as a director of the 
foundation during its ﬁnal year the 
foundation awarded scholarships to 58 
students worth approximately £95000 
a further £61000 was donated to 
schools and other organisations for the 
provision of it equipment since 1997  
the foundation has made grants of over 
£195m to its charitable causes
the work of the foundation has reaped 
rewards this year with 32 misys scholars 
having graduated in the uk of these  
26 achieved ﬁrst class degrees with the 
remaining 6 receiving a 21
we have received many letters of  
thanks in recognition of the work of  
the foundation and in particular nigel 
talbotrice the board of misys plc 
would like to thank nigel for his hard 
work and dedication to the foundation 
over many years 
the misys club
we have launched the misys club  
to harness and mobilise community  
and environment initiatives across the 
group with support from management 
we have site leaders in our four main 
ofﬁces that oversee and facilitate the 
organisation of local events under the 
misys club framework each site has 
selected two charities to support and 
misys will match fund raising by staff for 
those charities up to £25000 per site
tom kilroy executive vice president  
general counsel and company secretary
business review
misys leading technology and innovation 
38 annual report 2011 we have also introduced a framework that 
allows each member of staff to spend a 
day volunteering in their local community 
this can be done on an individual basis or 
as a team event this should beneﬁt not 
only the communities within which we 
operate but also our staff
charitable donations
prior to the establishment of the misys 
club we continued to make direct 
donations to charity throughout our 
regions totalling £18877 we supported 
various causes from the cystic fibrosis 
society to big brothers big sisters a 
mentoring organisation for children in 
the future all charitable donations will  
be made through the misys club 
social responsibility and governance
building on the work undertaken last year 
we have strengthened our ethics culture 
further across the business we have 
introduced a compulsory elearning 
course on understanding the code of 
conduct you can ﬁnd a copy of the  
code on our website wwwmisyscom 
we have also introduced compulsory 
training on bribery and corruption for 
those most likely to be exposed to 
unacceptable behaviour given the 
diverse markets within which we operate 
we recognise the need to provide all our 
employees with the tools and knowledge 
to do business effectively and in an ethical 
manner to the beneﬁt of all parties 
we operate a ‘raising concerns’ hotline 
and web reporting tool to ensure that  
all staff are able to report any concerns 
they have in respect of illegal or unethical 
behaviour in conﬁdence and without 
fear of reprisal the service is run by  
an external organisation to guarantee 
conﬁdentiality there is an established 
process for considering all matters 
reported through the hotline a 
committee consisting of the general 
counsel the head of hr the deputy 
company secretary and the internal 
audit director review all matters reported 
on the line and if necessary escalate to 
the audit committee
environment
we reported our carbon footprint for  
the ﬁrst time last year our business  
has changed signiﬁcantly during the year  
and we have rebased our footprint to 
better reﬂect the business we are now 
we have taken on additional buildings 
during 201011 to accommodate the 
growth in the business and our growing 
workforce when ﬁtting new buildings  
or ofﬁce locations misys promotes 
green construction practices through  
its vendors and internal standards that 
increase misys’ productivity while 
reducing the negative environmental 
impacts of its locations
on a rebased basis our carbon output 
per employee for 201011 was 296
we continue to take steps to reduce  
our co
2
 emissions we have 
consolidated substantial parts of our 
corporate operations to more efﬁcient 
and environmentlyfriendly ofﬁces for 
example in the uk we now occupy one 
site our headquarters at one kingdom 
street paddington london has the 
highest possible bre environmental 
assessment method rating of ‘excellent’ 
the building was constructed on reused 
land close to a major public transport 
hub it employs groundsource heat 
pumps solar panels specialist glazing 
and heatrecovery systems we have 
taken on new premises in bangalore  
and beijing and we have ensured that  
the buildings are ﬁtted out in an 
environmentally responsible way
across our business we operate 
recycling schemes and always use 
materials that are renewable recycled  
or reusable where we can we have 
invested in enhanced tele and video
conferencing facilities and support the 
‘green meeting’ concept thereby 
reducing the need for overseas travel
our board is committed to monitoring 
our approach to csr and is kept 
uptodate on progress by the general 
counsel and company secretary
business review
misys leading technology and innovation
annual report 2011 39 information in this section is presented on an ‘adjusted’ basis excluding 
exceptionals and other items results from allscripts healthcare solutions inc 
‘allscripts’ are excluded these are reported in the accounts as the discontinued 
operation comparisons to prior year are on a proforma constant currency  
basis including preacquisition results from misys sophis in the prior year’s fourth 
quarter comparatives see notes on page 47 these measures provide more 
comparable and representative information on the trading activities of the group 
than ‘as reported’ measures reconciliation to the ‘as reported’ measures is 
shown on page 41
group operating results
the corporate transactions that took place during the year 
position us well for future growth the disposal of allscripts 
transformed misys into a pure play ﬁnancial services software 
business the reﬁnancing and convertible bond issue in 
november 2010 equipped us well for future investment in  
the business the acquisition of sophis in february 2011 
accelerated our capital markets strategy and as a result a 
majority of the group’s revenues and proﬁts are from the 
capital markets divisions 
operational progress was strong including a strong end to the 
ﬁnancial year with an acceleration to approximately 8 revenue 
growth in the second half overall revenues for the year were 
£370m 200910 £355m a growth of 4 the revenues 
reﬂected a return to growth by the banking division in the 
second half consistent growth through the year in treasury  
 capital markets ‘tcm’ and impressive growth in misys 
sophis in its ﬁrst quarter as part of the misys group recurring 
revenues from maintenance asp subscriptions software 
leasing and transaction processing constituted 49 of revenues
order intake which excludes maintenance and transaction 
processing grew 3 to £213m 200910 £206m 
adjusted operating proﬁt was £72m growth on last year was 
12 and the adjusted operating margin was 13 percentage 
points higher as backofﬁce savings were made whilst 
investment was sustained in product development and  
solution implementation 






overall revenues for the year 

adjusted operating proﬁt

growth adjusted operating margin 
business review
misys leading technology and innovation 
40 annual report 2011 group operating results
operating results from continuing operations for the year ended 31 may 2011 
200910 200910
£m 201011
as
reported
 
growth
proforma
constant
 currency
 
growth
revenue
banking 167 162 4 162 3
treasury  capital markets 185 179 3 179 3
misys sophis 17 –– 13 32
open source 1 130 1 35
revenue 370 342 8 355 4
operating proﬁt
banking 36 32 10 31 15
treasury  capital markets 43 42 2 42 2
misys sophis 6 –– 2 155
corporate  other 12 10 12 11 10
adjusted operating proﬁt 72 64 13 64 12
before  acquired intangible asset amortisation embedded 
derivatives gainslosses and exchange differences 
transferred from reserves 15 2
exceptional items 21 8
operating proﬁt 36 54 32
group revenue proﬁle
continuing operations
proforma constant 
currency
201011 200910
£m
 
of total
 
growth £m
 
of total
initial licence fees 102 28 8 95 27
application service 
provision  
software leasing 51 1 51
global services 86 23 10 78 22
maintenance 166 45 1 167 47
transaction 
processing 11 3 6 10 3
total 370 100 4 355 100
initial licence fees grew 8 a result of greater sales of new 
solutions by the banking division and of new customer licences 
by misys sophis 
application service provision and software leasing 
revenues were at similar levels to prior year 
global services revenues grew 10 as recently sold solutions 
progressed in their implementations and customers adopted 
more of our expanded range of support services 
maintenance was 1 lower than last year a result of a small 
number of contract reductions and cancellations in advance of 
recent new customers starting their maintenance contracts 
transaction processing fees grew 6 from new adoption of this 
service by a number of fund managers and hedge funds and from 
greater transaction volumes generated by our existing customers 
stephen wilson chief financial ofﬁcer
business review
misys leading technology and innovation
annual report 2011 41 divisional review
the information in this section is presented on an adjusted 
basis with comparisons to prior year on a constant currency 
basis proforma for the acquisition of sophis and disposal of 
allscripts unless stated otherwise see notes on page 47
misys sophis
the acquisition of sophis was completed at the end of february 
201 1 and misys sophis results are consolidated into the misys 
group results from the beginning of the fourth quarter
misys sophis has continued to strengthen its market position 
particularly in the buyside market with sales to asset 
managers and hedge funds during calendar year 2010 22 
new buyside customers were added and so far in 2011 new 
customers have been added at a similar pace new customers 
in the fourth quarter included specialist investment managers 
such as aldersgate investment management in the uk in 
addition some key longterm buyside customers such as  
ing life extended their existing sophis solutions
during the fourth quarter a new version of the buyside solution 
value was released improved risk features include pretrade risk 
control liquidity risk management and realtime risk calculations 
new instruments covered include bondlinked contracts for 
difference and exchangetraded funds returns attribution has 
been incorporated into portfolio performance analysis
collaboration between misys sophis and tcm has resulted  
in the ﬁrst crosssell success banca aletti in italy a sellside 
misys sophis risque customer added an opics plus module 
to meet basel regulatory requirements by calculating and 
reporting a weekly ‘incremental risk charge’ on ﬁxed income 
and credit derivatives positions 
development work began during the year on a new generation  
of consolidated crossasset risk management solutions drawing 
on the collective expertise and software functionality within  
both misys sophis and tcm the market risk solution was 
demonstrated to potential customers during june 201 1 and 
further solutions for credit and liquidity risk are intended to follow
£m 201011 200910

 change
order intake
ilfaspsoftware leasing 8 8 –
global services 3 3 3
total order intake 11 11 1
revenue
ilfaspsoftware leasing 8 5 73
maintenance 6 6 1
global services 3 2 34
total revenue 17 13 32
total costs 11 11 
adjusted operating proﬁt 6 2 155
adjusted operating margin 33 17
misys sophis revenues for the fourth quarter were £168m 
200910 £127m 32 growth on last year’s fourth quarter 
was driven by strong ilf sales from new and extending 
buyside customers of the value solution and by the rollout of 
ilf and service revenues during implementation of sales from 
the previous year 
order intake grew 1 as the pipeline started to build up after  
a strong end to the previous sophis ﬁnancial year
adjusted operating proﬁt was £56m a substantial increase on 
the previous year’s £22m resulting from the higher revenues 
treasury  capital markets ‘tcm’
tcm has continued to strengthen its market position the 
volume of new name sales was consistent with the previous 
year at 25 and was spread across the key summit opics plus 
and loan iq solutions with particular success in growth 
regions in addition some signiﬁcant sales of solution 
extensions have reinforced tcm’s position with key customers 
summit our marketleading crossasset solution for the 
sellside added new customers in both developed and growth 
regions including shanghai pu dong development bank for 
middleofﬁce risk management and misrahi terahot in israel  
for foreign exchange money markets and inﬂationlinked 
investments many existing customers such as crédit agricole 
extended summit systems to replace inhouse and competitor 
systems a new summit upgrade during the year improved 
crossasset functionality pricing analytics and market data 
interfaces 
opics plus our solution for the midmarket including growth 
regions added 13 new customers including hsbc in mexico 
shinhan bank in china and others in thailand and kenya 
existing customers such as union bank in the us and china 
bohai bank upgraded to new opics plus features such as the 
opics portal middleofﬁce risk alerts and localisation features 
for china
our loan iq lending solution was the fastestgrowing tcm 
solution continuing its expansion into commercial lending with 
some large new customers in the us australia and germany 
such as bayerische landesbank some existing customers 
including westdeutsche landesbank in germany signiﬁcantly 
extended their loan iq systems new commercial lending loan 
origination and portal features were released during the year
business review
misys leading technology and innovation 
42 annual report 2011 £m 201011 200910

change
order intake
ilfaspsoftware leasing 56 64 12
global services 52 48 9
total order intake 108 112 3
revenue
ilfaspsoftware leasing 51 55 7
maintenance 76 76 –
transaction processing 11 10 6
global services 47 38 22
total revenue 185 180 3
total costs 142 138
adjusted operating proﬁt 43 42 2
adjusted operating margin 23 23
 
tcm revenues grew 3 to £1849m services grew 22 as 
implementations progressed on recent new and upgrading 
customers resulting in 87 golives during the year 
order intake was 3 below the prior year reﬂecting last year’s 
very strong ﬁnish services orders grew 9 and included 
implementations for large new loan iq customers as well  
as opics plus upgrades 
adjusted operating proﬁt grew 2 resulting from revenue 
growth and cost control whilst investment continued in 
technology and feature upgrades 
banking
in banking our new solutions have started to generate 
signiﬁcant revenues for the ﬁrst time new solutions principally 
comprising bankfusion and transaction banking contributed 
45 of the banking division’s ilf order intake up signiﬁcantly 
from 22 in the previous year 
bankfusion was adopted by 27 customers in the period 
bringing the total number of sales to 40 these bankfusion 
sales ranged across various aspects of the bankfusion 
strategy including new name wins replacements of legacy 
misys systems with bankfusion universal banking and 
conversions of legacy misys solutions to bankfusion versions 
in addition during the second half of the year existing 
bankfusion customers began to extend their bankfusion 
solutions by adding new application functionality such as 
branch teller modules habib bank and amsterdam trade 
bank and by extending their bankfusion solutions into new 
territories and operations nordea and bbac 
in transaction banking there were 26 new sales of trade or 
payments solutions many incorporating our uniﬁed portal 
technology trade services sales included pohjola bank in 
finland and chinatrust commercial bank payments sales 
included qatar international islamic bank and united overseas 
bank in singapore where cash portal was part of our biggest 
ever sale in asia 
£m 201011 200910
 
change
order intake
ilfaspsoftware leasing 48 43 11
global services 45 40 13
total order intake 93 83 12
revenue
ilfaspsoftware leasing 48 40 19
maintenance 84 85 1
global services 35 37 3
total revenue 167 162 3
total costs 131 131 
adjusted operating proﬁt 36 31 15
adjusted operating margin 21 19
order intake returned to growth during the year with a 12 
increase on the prior year including 30 growth in ilf orders 
in the second half from accelerating sales of the new 
bankfusion and transaction banking solutions
revenues grew 3 to £1675m including 10 growth in the 
second half the strong sales of new solutions in the second 
half brought ilf revenue growth of 40 for the second half 
and 19 for the full year 
adjusted operating proﬁt rose 15 to £357m as a result of 
higher revenues and continued cost discipline 
business review
misys leading technology and innovation
annual report 2011 43 corporate  other
the net charge for the period was £119m compared with 
£108m in the prior year period principally due to a rise in 
sharebased payments expenses 
open source
open source is considered an operating segment but is not  
a reportable segment required to be disclosed under ifrs 8  
it is included in the ‘corporate  other’ category in the 
divisional results 
misys open source solutions ‘moss’ operating in the 
healthcare and carbon markets gained momentum in sales  
of its interoperability solutions for the free exchange of data 
based on a services subscription and maintenance model 
in healthcare moss healthcare information exchange 
platforms generated revenues during the year from some  
key healthcare agencies such as hartford hospital and 
ehealthconnecticut over 25 million patient records have  
been loaded into the moss system in connecticut this early 
success has helped in building a strong pipeline of other 
healthcare opportunities both inside the us elsewhere in the 
americas region and in europe and australia other healthcare 
information solutions opportunities for moss include portals 
and community data solutions these will enable the adoption 
of electronic health records and the coordination of care by 
accountable care organizations under the us government’s 
healthcare it stimulus programme
in carbon moss has developed solutions for measurement 
and reporting of carbon emissions by corporations 
government agencies and voluntary organisations for a large 
us utility moss completed a project for identiﬁcation and 
processing of energy saving incentives and rebates with the 
climate registry moss went live with 8000 facilities in north 
america on the world’s largest voluntary carbon reporting 
system this project has generated interest from government 
agencies in china costa rica israel and brazil which has 
resulted in a large sales pipeline
global services 
global services revenues are reported separately under each 
of the principal divisions
in addition to activity related to the implementation of software 
solutions professional services consulting education and 
training we have extended the services and support offered 
to customers through initiatives such as premium support 
services orders grew 11 and revenues grew 10 this was 
due partly to the progress in implementation and golive of 
some large systems sold over this year and the previous year 
particularly some of the large loan iq installations sold by 
tcm these implementations include a growing proportion  
of recentlydeveloped new solutions which are beginning to 
yield largerscale installations than the old solutions which  
they replace 
the growth in services was also in part due to the adoption by 
customers of additional services such as premium support
proﬁt and loss
operating proﬁt is presented in this section on an ‘as reported’ 
basis which includes amortisation of acquired intangibles 
gains losses on embedded derivatives exchange difference 
transferred from reserves 200910 only and exceptional items 
these items are excluded from adjusted operating proﬁt
operating results 
continuing operations £m 201011 200910

 growth
revenue 370 342 8
adjusted operating proﬁt 72 64 13
adjustments intangibles amortisation 
embedded derivatives exchange 
differences transferred from reserves 15 2
operating proﬁt before exceptional items 57 62 8
exceptional items 21 8
operating proﬁt 36 54 32
net finance charge 4 9
proﬁt before taxation 32 45
taxation 2 20
proﬁt after taxation 34 25
earnings per share
weighted average number of shares in 
issue millions 4435 5294
basic earnings per share 77p 46p
adjusted basic earnings per share 110p 76p 45
revenue rose by 8 due to revenue growth in the banking 
and tcm divisions and additionally the ﬁrst postacquisition 
revenue contribution from misys sophis currency movements 
had in aggregate no material impact
operating proﬁt before exceptional items fell by 8 the principal 
positive impacts were adjusted operating proﬁt growth from the 
banking and tcm divisions and the ﬁrst postacquisition 
contribution from misys sophis these were more than offset by 
exchange rate losses on embedded derivatives and by post
acquisition amortisation of acquired sophis intangible assets 
exceptional charges from continuing operations before interest 
and tax of £210m arose from advisory fees in relation to the 
sophis acquisition misys sophis integration costs and costs 
associated with the misys turnaround and restructuring 
programme last year’s exceptional charge of £84m was due 
principally to advisory fees in relation to the allscripts disposal 
and to property provisions established as part of the 
restructuring and turnaround programme 
an exceptional proﬁt before tax from discontinued operations 
of £6062m resulted from the disposal of allscripts shares 
business review
misys leading technology and innovation 
44 annual report 2011 divisional operating results
revenue operating proﬁt
continuing operations £m 201011 200910 201011 200910
banking 167 162 30 32
treasury  capital markets 185 179 37 42
misys sophis 17 – 8 –
corporate  other 1 1 23 20
group 370 342 36 54
tcm operating proﬁt was impacted by exceptional costs  
of £45m 200910 no charge principally severance from  
the rationalisation of product development as part of the 
restructuring and turnaround programme banking operating 
proﬁt included a £38m loss on embedded derivatives 
200910 £14m gain in misys sophis the operating loss was 
due to a £93m charge for amortisation of acquired intangibles 
and a £46m exceptional charge largely for onerous lease 
costs on vacation of certain misys sophis properties the 
corporate  other operating loss included £108m of 
exceptional charges for advisory fees principally in connection 
with the disposal of allscripts and acquisition of sophis
proﬁt before taxation
the decrease in proﬁt before taxation to £322m 200910 
£450m resulted from the higher exceptional charges 
acquired intangibles amortisation and embedded derivatives 
charges outlined above these were partially offset by higher 
adjusted operating proﬁts the net ﬁnance charge was £41m 
200910 £87m including exceptional ﬁnance income of 
£48m associated with the allscripts disposal and sophis 
acquisition 200910 exceptional ﬁnance credit of £14m 
associated with a vat refund
taxation
there was a tax credit for the year of £21m 200910 £205m 
charge this includes an exceptional tax credit of £94m 
arising from a release of tax provisions following a favourable 
settlement of corporation tax liabilities for 200506 and earlier 
periods in 200910 there was an exceptional charge of £108m 
relating to loss of future tax beneﬁts in connection with the 
disposal of allscripts 
the underlying effective tax rate of 23 based on adjusted 
proﬁt before taxation was 2 lower than for the previous year 
due principally to an increase in recognised tax losses in the 
us uk and ireland and the impact of the lower tax rate in 
misys sophis in addition following the favourable settlement 
mentioned above the group now has unrecognised tax 
beneﬁts of £870m 
divestment of allscripts
during the year misys completed the disposal of its majority 
shareholding in allscripts the disposal took place through  
share sales in august 2010 november 2010 and february 201 1 
total disposal proceeds were £9885m after underwriting fees 
the disposal gave rise to an exceptional proﬁt of £6062m after 
advisory fees and other costs associated with the transaction
allscripts results in the period prior to the majority disposal are 
reported as discontinued operations revenues were £1017m 
and operating proﬁt before exceptionals was £125m
return of capital to misys shareholders
misys shareholders beneﬁtted from the return of £670m of 
proceeds from the allscripts disposal the return was in  
two stages in december 2010 £525m was returned by way  
of a purchase of shares from shareholders through a tender 
offer in march and april 2011 a further £145m was returned  
in the form of a payment of 38p per share to all remaining 
shareholders together with a 7 for 8 share consolidation  
at 31 may 2011 the issued share count excluding treasury 
shares stood at 3388m 
the misys employee share trust received a return of capital 
income of £62m which was netted off in reserves against the 
return of capital expenses its shareholding was reduced by 
20m in the share consolidation and at 31 may 2011 stood  
at 140m excluding the misys employee share trust and 
employee share ownership plan the share count at 31 may 
2011 was 3247m and the weighted average issued share 
count for the year was 4435m 200910 5294m
earnings per share eps 
in the opinion of the directors adjusted basic eps from 
continuing operations excluding exceptional items embedded 
derivatives gains or losses and amortisation of acquired 
intangible assets provides the most comparable and 
representative information on continuing trading activities of the 
group adjusted basic eps from continuing operations was 
110p 200910 76p based on the weighted average shares 
in issue for the respective periods 
proforma for the share count reduction from the return of 
capital adjusted basic eps was 151p 200910 124p 
showing 22 growth we are pleased with this result which 
was due to higher adjusted operating proﬁts in the banking 
and tcm divisions the ﬁrst postacquisition contribution from 
sophis and the reduced effective tax rate
 
balance sheet and cash flow
capital expenditure research  development 
research and development expenditure in continuing 
operations including capitalised expenditure was £693m 
200910 £644m over the last ﬁve years an increasing 
proportion of this expenditure has been devoted to developing 
new products as opposed to maintaining existing products 
during the year as spending on old solutions was reduced 
there was a signiﬁcant increase in development of key new 
solutions principally bankfusion and asian localisation 
features in opics plus resulting in £214m of capitalised 
software development 200910 £183m 
business review
misys leading technology and innovation
annual report 2011 45 201011 200910
£m banking
misys
sophis tcm
open
 source total banking tcm
open
 source total
research  development 
expenditure including capitalised 
expenditure 37 2 30 1 69 34 29 1 64
capitalisation of developed software 13 1 7 – 21 12 6 – 18
amortisation of developed software 5 – 4 – 9 5 4 – 9
net capitalisation 8 1 3 – 12 72 – 9
total capital expenditure and investment was £270m 
200910 £228m the balance after software development 
being £58m 200910 £44m principally investments in 
computer and systems infrastructure
acquisition of sophis and financing
the acquisition of sophis was completed on 28 february  
2011 for an enterprise value of £3809m at £1€1171 the 
enterprise value included net debt of £1454m and a payment 
of £26m to sophis shareholders based on sophis 
performance for the year ended 31 december 2010
new credit facilities of £280m were agreed in november 2010 
partly to ﬁnance the sophis acquisition and partly for ongoing 
development of the business the facilities comprise a £90m 
term loan and a £190m revolving credit facility both expiring in 
august 2014 the new facilities replaced the previous £210m 
facility which was due to expire in may 2012 and incorporate 
improved terms and lower margins over libor which will vary 
according to the group’s net debt to ebitda ratio
in november 2010 misys issued £100m of senior unsecured 
convertible bonds due in november 2015 and convertible into 
misys shares at an initial conversion price of £369 as a result 
of the share consolidation in february the conversion price was 
adjusted to £375 
the overall level of debt taken on to fund the acquisition is 
considered prudent in view of the highly cashgenerative 
nature of the enlarged misys group which will enable net  
debt to be reduced rapidly at the end of the year £190m  
of the new credit facilities remained unused
derivatives
the group hedges exposures to foreign exchange rates and 
interest rates arising on future foreign currency cash ﬂows and 
expected debt using forward currency contracts and interest 
rate swaps in addition certain recurring licence fees priced in 
currencies other than the functional currencies of the misys 
selling entity or its customer contain an embedded currency 
derivative including both types of derivative the total market 
value of derivatives assets at 31 may 2011 was £30m 
200910 £60m and of derivatives liabilities was £39m 
200910 £27m
cash flow and net debt 
trade receivables from continuing operations increased to 
£694m at the end of the year from £657m at the start of the 
ﬁnancial year the increase was a result of the consolidation  
of misys sophis trade receivables offset by better cash 
collection improving underlying trade receivables accrued 
income increased to £538m at the end of the year from 
£366m at the start of the year due to the consolidation  
of acquired misys sophis accrued income balances and  
also a result of strong fourth quarter revenues days’ sales 
outstanding based on trade receivables and accrued income 
compared with trailing quarter revenues was 86 days at the 
end of the year compared with 89 days at the start of the year 
cash ﬂow from operations was positively impacted by higher 
adjusted operating proﬁt after tax and interest there was  
a net cash inﬂow from continuing operations of £795m 
200910 £671m
net debt at the end of the period was £942m compared  
with net debt at the start of the period of £961m excluding 
allscripts net cash inﬂow from continuing operations and 
allscripts disposal proceeds were offset by the sophis 
purchase consideration and the return of allscripts disposal 
proceeds to shareholders of the convertible bond liability  
of £995m net of issuance costs at 31 may 2011 £834m is 
treated as debt and £161m is treated as equity in respect of 
the value of bondholders’ options to convert debt to equity 
our strong balance sheet position provides ample ﬂexibility for 
further investment in the transformation of misys 
business review
misys leading technology and innovation 
46 annual report 2011 notes
adjusted operating results
adjusted results are stated before exceptional items gains or 
losses on embedded derivatives and amortisation of acquired 
intangible assets there are no adjustments for exchange 
differences transferred from reserves upon repayment of 
internal funding loans 200910 £20m in corporate  other 
since these are no longer required in the income statement 
except upon loss of control of a subsidiary following a revision 
to international accounting standard 21
the nonexceptional items excluded from adjusted results  
are losses on embedded derivatives in banking of £38m 
200910 gain of £14m and in tcm of £02m 200910 gain 
of £01m amortisation of acquired intangible assets in banking 
of £08m 200910 £10m tcm of £05m 200910 no 
charge and in misys sophis of £93m 200910 no charge 
constant currency results
the most signiﬁcant currency impacts were from the 
movement in the us dollar and the euro against sterling 
where average exchange rates during 201011 were us158 
and €117 compared to us159 and €113 in 200910 
prior year results are retranslated at 201011 exchange rates  
for comparative purposes retranslation of prior year revenues 
results in an increase of £04m banking £04m tcm £01m 
and a decrease in corporate  other of £01m retranslation 
of prior year adjusted operating proﬁts results in a decrease of 
£17m banking £14m tcm £01m corporate £02m
business review
misys leading technology and innovation
annual report 2011 47 mike lawrie
john king
philip rowley timothy tuff stephen wilson
john ormerod jeff ubben
sir james crosby

governance
misys leading technology and innovation 
48 annual report 2011 philip rowley
123
nonexecutive director 58
appointed a nonexecutive director in november 2008 philip 
rowley was chairman and ceo of aol europe until february 
2007 he is a qualiﬁed chartered accountant and was group 
finance director of kingﬁsher plc from 1998 to 2000 during 
2000 and 2001 he was deputy chief executive and chief 
financial ofﬁcer of kingﬁsher’s general merchandise division 
his previous roles included executive vice president and chief 
financial ofﬁcer of emi music worldwide and chief operating 
ofﬁcer and cfo of golden books family entertainment the 
largest children’s book publisher in the us he is nonexecutive 
chairman of hmv group plc and a nonexecutive director of 
arm holdings plc and promethean world plc he is also 
chairman of livestation limited and pouncer media limited
timothy tuff
123
nonexecutive director 64
appointed a nonexecutive director in february 2011 timothy 
tuff was the chairman president and chief executive ofﬁcer  
of john h harland company from 1998 to 2007  harland  
was a leading supplier of printed and software products to the 
ﬁnancial industry and through its subsidiary scantron to the 
educational industry timothy joined harland after ﬁve years as 
president and ceo of boral industries where he managed the 
north american and european operations of australiabased 
boral ltd a world leader in building and construction materials 
he also serves as a venture partner for ampersand capital 
partners is a director of printpack inc and of knowledgeworks 
foundation and serves on the board of councilors for the 
carter center
stephen wilson
5
executive director 51
stephen was appointed to the board as an executive director 
in october 2010 following his appointment as chief financial 
ofﬁcer in june 2010 he joined misys in may 2009 as vice 
president group finance responsible for investor relations 
corporate development tax treasury and internal audit  
prior to joining misys stephen worked at ibm for 25 years 
where he developed his ﬁnancial career most recently as  
vice president and chief financial ofﬁcer for ibm uk and 
ireland stephen is a fellow of the chartered institute of 
management accountants
mike lawrie
4
chief executive 58
mike joined the board in november 2006 mike was previously 
a general partner with valueact capital from 2004 to 2005  
he was chief executive ofﬁcer of siebel systems inc the 
international software and solutions company prior to that 
mike spent 27 years with ibm where he rose to become  
senior vice president and group executive with responsibility 
for sales and distribution of all ibm products and services 
worldwide previously at ibm he had been the general 
manager for all operations in europe the middle east and 
africa he previously served on the us advisory board of  
ntt docomo and as a director of ssa global inc symbol 
technology inc and good technology inc mike is the lead 
independent nonexecutive director of juniper networks inc 
and is also a trustee of drexel university philadelphia
sir james crosby
234
chairman 55
james joined the board as a nonexecutive director in  
january 2009 and held that role until september 2009  
when he was appointed chairman thirty years in fund 
management insurance and banking culminated in his time  
as chief executive of halifax and hbos 1999 to 2006  
he is the senior independent director of compass group  
plc and a trustee and treasurer of cancer research uk
john king
123
nonexecutive director 72
appointed a nonexecutive director in november 2005 john  
is chairman of the remuneration committee he has over 30 
years’ experience of the us healthcare industry as president 
and ceo of legacy health systems until 1999 prior to legacy 
john was president and ceo of evangelical health systems 
now advocate health systems he is a member of the 
american hospital association and a fellow in the american 
college of healthcare executives john serves on the boards 
of the center for healthcare governance paciﬁc university  
and aha services inc
john ormerod
123
senior independent director 62
appointed a nonexecutive director in october 2005 and senior 
independent director in november 2005 john ormerod is 
chairman of the audit committee he is a chartered accountant 
and has over 30 years’ experience in professional practice he 
is a nonexecutive director of gemalto nv computacenter plc 
itv plc and chairman of tribal group plc john is also a trustee 
of the design museum
jeff ubben
4
nonexecutive director 50
appointed a nonexecutive director in january 2007  
jeff ubben is a cofounder chief executive ofﬁcer and  
the chief investment ofﬁcer of valueact capital a san 
francisco based investment partnership prior to that he  
was a managing partner at blum capital partners a private 
investment partnership and previously spent eight years at 
fidelity management and research where he managed the 
fidelity value fund jeff is a director of sara lee corp and 
gartner group inc and previously served on the boards of 
perse technologies inc and of catalina marketing corp he 
is a former chairman and director of martha stewart living 
omnimedia inc and has served on the boards of a number  
of other public and private companies 
notes
1 member of the audit committee
2 member of the nomination committee
3 member of the remuneration committee
4 member of the executive committee
5 member of the treasury and ﬁnance committee
membership of committees and ages are  
as at 28 july 2011
governance
misys leading technology and innovation
annual report 2011 49 the past year has been one of signiﬁcant change for the 
business during which we have built on our governance 
process review completed last year we have also considered 
our board composition and made two appointments to the 
board to ensure it is aligned to meeting the changing 
requirements of the business 
one new executive director and one new independent 
nonexecutive director joined the board the appointment  
of stephen wilson has brought a stronger executive 
representation to the board and we have also strengthened the 
industry and geographical representation with the appointment 
of timothy tuff their biographies are set out on page 49 and 
give more details on their respective backgrounds we will 
continue to monitor board composition balance and overall 
diversity during the coming year
effective governance is vital to our business and our values 
our approach is to ensure that the governance structure 
enhances the business and supports it in achieving its strategic 
goals we keep our governance framework under regular 
review and have made certain updates during the year to 
ensure that it remains relevant to both the external and internal 
governance environment
as a board we keep our objectives under constant review  
and part of this process is to consider our responsibilities  
and delivery against our objectives for the ﬁrst time this year 
we appointed an external advisor dr tracy long of boardroom 
review to assess how the board and its committees are 
performing and to highlight any areas where we could improve 
the review afﬁrmed our belief that the board was operating 
effectively and was responsive to the needs of the business 
where improvements have been suggested we are taking 
steps to implement them the board style continues to be  
one of openness and constructive debate between directors 
and this was reﬂected in the ﬁndings of the review this review 
also gave us an external assessment of individual directors 
including myself as chairman
we have considered the recommendations as set out in the 
uk corporate governance code we plan to comply with all 
new aspects of the code and in particular will be putting all  
our directors up for reelection at the agm
i hope the following governance report will give you a fuller and 
deeper understanding of how we are governing our company 
and engaging with our shareholders
james crosby
chairman
28 july 2011 
sir james crosby
governance
misys leading technology and innovation 
50 annual report 2011 who is on our board
our board is led by james crosby who is also chairman of  
the nomination committee mike lawrie is our ceo our senior 
independent director is john ormerod who is also chairman  
of the audit committee and john king is chairman of our 
remuneration committee other board members are stephen 
wilson philip rowley timothy tuff and jeff ubben full details 
on all our directors can be found on page 49
we appointed stephen wilson our cfo to the board on  
1 october 2010 as an executive director stephen brings  
with him a wealth of experience in the software sector and  
is a valuable addition to the overall balance of the board
timothy tuff was appointed as an independent nonexecutive 
director on 23 february 2011 he was subsequently appointed 
as a member to each of the audit remuneration and 
nomination committees his strong background in ﬁnancial 
services software and international business complements  
the existing skill set of the rest of the board members our 
directors bring uk and international experience of the software 
and ﬁnancial services industries as well as the specialist skills 
needed to lead and participate in key board committees such 
as audit and remuneration 
currently our articles provide that directors may be appointed 
by ordinary resolution of the shareholders or by resolution  
of the board at each agm any director who has been 
appointed by the board since the previous agm or for whom 
it is the third agm following the agm at which they were last 
elected or reelected shall retire and offer himself for election 
or reelection
however in line with the uk corporate governance code  
we have decided that all directors will stand for election or 
reelection at the 2011 agm
our nonexecutive directors fulﬁl a vital role in corporate 
accountability by bringing their independent judgement to bear 
on issues brought before the board and its committees their 
knowledge and experience gained in other areas of international 
business and public life contributes greatly to the understanding 
and decision making process of the board over half our board 
is made up of nonexecutive directors with exactly half of the 
board being independent not including the chairman who was 
considered independent at the time of his appointment during 
the year there were no signiﬁcant changes to the chairman’s 
commitments and none which could affect his ability to devote 
sufﬁcient time to the company’s affairs
we do not consider jeff ubben to be independent under 
provision a31 of the combined code as a result of his  
interest in valueact capital a major shareholder in the 
company mike lawrie is a nonexecutive director of  
juniper networks inc and a trustee of drexel university  
and does not hold any nonexecutive directorships with  
any ftse 100 company
chairman
executive directors
nonindependent 
nonexecutive directors
independent 
nonexecutive directors
james crosby – 2 year tenure
john ormerod – 5 year tenure
john king – 5 year tenure
philip rowley – 2 year tenure
timothy tuff – 3 month tenure
jeff ubben – 4 year tenure
mike lawrie – 4 year tenure
stephen wilson – 8 month tenure
how is our board 
structured
what is the tenure  
of the board
governance
misys leading technology and innovation
annual report 2011 51 attendance of directors at meetings of the board and its committees
director 2010 agm main board
audit
 committee
remuneration
 committee
nomination
committee
sch ad hoc sch ad hoc sch ad hoc sch
sir james crosby 1 1 8 8 9 9 – – 7 7 4 4 1 1
m lawrie 1 1 8 8 9 9 – – – – –
s wilson app 1 oct 2010 – 5 5 4 4 – – – – –
j g king 1 1 8 8 8 9 7 7 1 1 7 7 4 4 1 1
j ormerod 1 1 8 8 9 9 7 7 1 1 7 7 4 4 1 1
p rowley 1 1 8 8 9 9 7 7 1 1 7 7 4 4 1 1
t tuff app 23 feb 2011 – 2 2 1 1 2 2 – 2 2 – –
j ubben 1 1 8 8 9 9 – – – – –


typically the board meets around 8 times a year and the 
committees up to 5 times a year however this year due to 
increased corporate activity the board met 17 times the 
board aims to hold two of its meetings at misys’ overseas 
operations this year the board held meetings in new york 
and an indepth two day strategy session in bangalore 
bangalore is our fastest growing site housing much of our 
development operations as well as customer support services 
and ﬁnance teams and has over 1200 employees whilst in 
bangalore the board had the opportunity to meet many of the 
local leaders see the local teams in action and review plans to 
further develop an increasingly important centre for misys’s 
various businesses 
what has the board done during the year
our employees
delivery on 
our strategy
leadership
effectiveness
our customers
• consulted openly and collaboratively during 
the disposal of allscripts
• returned £670m to our shareholders
• active consultation on recalibration of existing 
incentive arrangements to reﬂect major 
corporate activity
• appointed two board members using an external 
search agency for the nonexecutive director
• undertook a detailed review of succession 
planning and talent across the organisation
• addressed the total reward framework throughout 
the organisation
• reviewed and consulted with shareholders on a 
new longterm incentive arrangement for the ceo
• introducted a new engagement survey to 
enable staff to feedback how they really 
feel achieving a 74 response rate
• launched the ‘misys club’ a framework 
for employee giving and volunteering
• refreshed and enhanced our product 
portfolio delivering new products to market 
in each division
• listened to customer feedback and 
improved on our satmetrix score for the 4th 
year in a row
• made signiﬁcant strides with our new suite of 
banking products – in particular bankfusion
• continued investment in our quality 
programmes
• engaged an external consultant to facilitate 
the effectiveness review of the board and 
performance review of directors
• delivered a full induction process for 
new directors
• continued to enhance our risk management 
processes with new more focused reports 
to the board
• on target to deliver on internal 
business plans
• disposal of allscripts and creation of 
a pure play ﬁnancial services business
• acquisition of sophis resulting in a 
leading position within the capital 
markets industry
• banking returned to growth through 
sales of new solutions
commitment to 
our shareholders
governance
misys leading technology and innovation 
52 annual report 2011 misys plc board
remuneration committee
executive committee
treasury and finance 
committee
management processes
nomination committee audit committee
the board’s role is to provide leadership set the strategic 
direction of the business and continuously monitor 
performance against strategic objectives through oversight and 
the effective monitoring of risk critical to this role is the board’s 
oversight of succession planning particularly for the ceo and 
other senior executives and the management of risk both 
have been an area of focus for the board’s attention in 2011 
the directors may exercise all the powers of the company 
subject to the provisions of relevant law the company’s 
articles and any special resolution of the company in the 
furtherance of their role
how do we approach governance
we believe that strong governance processes and oversight  
sit at the heart of our culture not only in the boardroom but 
across the whole of the business enabling it to better deliver on 
its responsibilities to all of our partners and other stakeholders  
our code of conduct sets out how we expect our board 
employees partners suppliers and others to live by our  
values and demonstrate strong ethical behaviour 
we are also committed to operating in an environmentally 
sustainable way and to promoting community involvement 
this year we launched the misys club an initiative to support 
employee giving and volunteering and further details can  
be found in the social and environmental section of the  
business review 
our policy is not to make political donations and we have not 
done so in this period 2010 nil
the chairman is responsible for the effective operation of the 
board and for inﬂuencing the culture around the board table 
and between directors the misys board has an open style  
of communication one which encourages an environment  
of constructive debate and healthy challenge between board 
members both inside and outside the boardroom regular 
updates between meetings ensure that directors are always 
able to contribute to and have oversight of a fast moving 
executive agenda 
how did we comply with the combined code
compliance with the combined code which applies to  
misys for the year ended 31 may 2011 is an important step in 
achieving good and transparent corporate governance to that 
end we have complied with the principles and provisions of the 
2008 combined code during this year in previous years we had 
highlighted that we only had one executive director on the board 
but the directors considered the balance of the board was 
compliant with the code due to the independent strengths of the 
nonexecutive directors the appointment of stephen wilson  
as an executive director has further strengthened the board
how do we manage conﬂicts
in order to make strong good quality decisions it is important 
that noone involved in the decision making process is conﬂicted 
in such a way that could impair their decision making however 
we recognise that from time to time conﬂicts may arise and 
accordingly we have a formal system in place for the directors to 
declare any situational conﬂict they may have such conﬂicts may 
be authorised by the other directors that are not interested in the 
matter and they may impose limits or conditions when giving the 
authorisation or subsequently as they see ﬁt we maintain a 
register of conﬂicts and keep this under review on an annual 
basis in particular the board is mindful of the position of jeff 
ubben who is also an executive with valueact capital our largest 
shareholder the process for managing and monitoring conﬂicts 
continues to operate effectively
how is our governance framework structured
our governance framework provides the formal governance 
structure within which the board and its committees operate 
the framework details the terms of reference for each of the 
committees and sets out the matters that are speciﬁcally 
reserved to the board it also clearly deﬁnes the roles of the 
chairman the chief executive and the senior independent 
director the board process itself including the timely and 
relevant provision of information conduct at meetings  
and the reporting of the each of the committees up to the 
board is also covered we deliver our board papers through  
an electronic portal that enables directors to access board 
papers wherever they may be in the world
arrangements for the induction of directors ongoing 
development and monitoring our effectiveness are clearly 
deﬁned in the framework
governance
misys leading technology and innovation
annual report 2011 53 this year we have further enhanced our governance framework 
taking into consideration the frc report on the effectiveness 
of boards and the icsa best practice guidance notes on 
committee terms of reference
we introduced a role description for the senior independent 
director and updated and improved our committee terms of 
reference where we felt it would improve the effectiveness 
performance and oversight of the relevant committee
we also believe that in order for a director to contribute at their 
most effective an extensive and tailored induction should be 
provided to all new directors furthermore following the initial 
induction ongoing development for all directors is important 
our committee composition is such that we have common 
membership across our committees thereby ensuring that 
there are no gaps in the remit or the matters considered by 
each committee nor unnecessary duplication 
each of the committees has detailed terms of reference and 
reports to the board on its activities at each board meeting
effectiveness
how do we ensure effectiveness
our open and collaborative culture is supported by well 
organised internal processes which support the board in 
maximising their decision making process the board and its 
committees operate forward looking rolling agendas which 
are aligned to both the strategic aims of the group and the 
group’s risk processes meetings and discussions outside  
the boardroom are also facilitated as part of this process 
particularly during the overseas site visits where the board 
takes full advantage of a forum that provides for detailed 
discussion consultation and debate
induction process
we have appointed new directors during the year and provided 
each with a comprehensive personalised induction stephen 
wilson had been the vice president group finance and cfo 
prior to his board appointment and during that tenure had 
developed a good understanding of the business upon his 
appointment as a director he was provided with a detailed 
review of his additional responsibilities and the obligations 
placed upon him as a director timothy tuff was new to the 
business and his induction was more comprehensive and 
included a detailed overview of the company including its 
governance practices constitutional makeup and culture he 
also met with key personnel across the business to help build 
his understanding of the business its strategy our shareholder 
expectations and the strategic priorities in each area he has 
visited various sites including bangalore london and new 
york he also met with one of our strategic partners hcl  
and ﬁnally with our external advisors 
the governance structure is designed to deliver an effective 
two way ﬂow of information from the business up to the board 
and from the board back to the business the ceo reports 
directly to the board and provides a regular update to the 
directors on business performance and opportunities he is 
supported in the management of the business and on the 
delivery of strategy by a management team made up of the 
senior business leaders and the cfo the ceo meets with the 
management team on a biweekly basis to review and discuss 
operational performance and other matters the management 
team and other senior managers as appropriate are provided 
with opportunities to report directly to the board on their 
progress through the ceo updates the board monitors what 
management is doing within the framework of delivering on the 
strategy and probes their thinking to ensure they are on the 
right path
on an ongoing basis the nonexecutive directors are provided 
with targeted development sessions which are built into the 
rolling agenda these sessions are developed to address the 
needs of the directors as they arise or in response to particular 
requests during the year we covered updates in respect of  
the uk corporate governance code recent and prospective 
changes to accounting practices the impact of the bribery act 
and aspects of crisis management
how do we measure our effectiveness
despite all of the above it is important that we monitor how  
we are performing during january 2011 dr tracy long of 
boardroom review carried out a full assessment of the 
effectiveness of the board and its committees the 
performance of each individual director and in particular the 
chairman boardroom review has substantial experience of 
such reviews in the uk so were able to test the board’s 
effectiveness in a comparative context
during her review dr long highlighted the strengths of the  
board as including a ﬂexible approach to strategic shifts and 
challenges a continually improving risk management and control 
environment an open relationship between board members and 
the ceo and ﬁnally strong board dynamics this endorsed the 
feeling that already existed among the individual board members
critically she also identiﬁed ways in which the board could 
improve its effectiveness for example it was felt that the board 
collectively should discuss updates on the competitive context in 
each of our businesses more frequently whilst this had always 
been considered as part of our strategy away day more regular 
updates will now be provided whilst the nonexecutive directors 
receive opportunities to meet with our advisors and key 
management on a regular basis it was recommended that they 
could beneﬁt from more regular invitations to attend relevant 
industry conferences and customer advisory groups


summary of responsibilities of our board and committees
board
responsible for setting the strategic direction of the company and monitoring performance against the strategic plan in a manner that is 
most likely to promote the longterm success of the business
audit committee remuneration committee nomination committee
  supports the board in reviewing the 
integrity of the ﬁnancial statements  
and the effectiveness of the system  
of internal control 
  keeps under review the relationship and 
performance of the external auditors
  determines the framework and broad 
remuneration strategy and policy for  
executive directors and other senior 
employees in doing so keeps under  
review the alignment of our remuneration 
strategy to the wider environment
  reviews the composition of the board  
and makes recommendations for board 
appointments 
  monitors ongoing succession planning for 
directors and senior executives
governance
misys leading technology and innovation 
54 annual report 2011 highlights of what our committees have achieved during the year
audit committee remuneration committee nomination committee
  reviewed and received reports from 
the auditors on the annual ﬁnancial 
statements and other published 
ﬁnancial information
 monitored the work of internal audit
  reviewed the group’s approach to risk 
and oversaw improvements in the 
enterprise risk management system 
and linkages to the board’s risk 
appetite
  oversaw the audit and disclosure 
process during the disposal of 
allscripts and the subsequent return 
of capital to shareholders
  reviewed foreign currency hedging 
and accounting policies
  maintained ﬁnancial oversight during 
the acquisition of sophis
  closely monitored the external 
auditors’ independence and nonaudit 
fees during the year
  engaged with investors on the impact of 
the disposal of allscripts on the company’s 
share plans
  agreed retention incentive arrangements 
with the ceo having consulted with our 
largest shareholders
  oversaw the realignment of our share plan 
targets for the omnibus share scheme 
arising due to the capital return and 
acquisition of sophis
  engaged an external search agency on the 
nonexecutive director search resulting in 
the appointment of timothy tuff
  reviewed the succession planning of the 
company’s leadership team
  kept under review the composition of the 
board
accountability – board committees
audit committee
our audit committee is chaired by john ormerod and  
both he and philip rowley have recent and relevant ﬁnancial 
experience following his appointment to the board timothy 
tuff was appointed to the committee on 23 march 2011 john 
king is also a member of the committee an environment of 
open communication and dialogue is vital to the committee’s 
effectiveness and as such the cfo the group financial 
controller the head of internal audit and the external auditors 
have a standing invitation to attend meetings
to ensure integrity is maintained and to allow individuals to 
highlight any speciﬁc matters to the members of the audit 
committee they met in private with the cfo three times  
the head of internal audit twice and the external auditors 
pwc twice during the year there is also an open line of 
communication between the committee chairman and all 
senior management as and when required the committee 
receives detailed reports from the external auditor and from  
the head of internal audit regularly
the audit committee has detailed terms of reference which 
facilitate its oversight of the ﬁnancial reporting process the 
group’s risk management processes the external auditor the 
group’s system of internal control the internal audit function 
changes in ﬁnancial reporting requirements and matters arising 
from the annual audit in addition to the committee highlights 
set out above the committee met its obligations under its 
terms of reference during the year 
we operate an independent conﬁdential ‘raising concerns’ line 
all matters reported via the line are considered by a committee 
comprised of the evp general counsel the evp group hr 
director the head of internal audit and the deputy company 
secretary matters are investigated and where necessary 
escalated to the audit committee the committee reviews 
annually the number of matters reported and the outcome  
of any investigations
the external auditor
the effectiveness and independence of the external auditor  
is vital to ensuring that the committee has conﬁdence in the 
group’s published ﬁnancial information as well as providing 
insight on risks and controls we judge the external auditor not 
only on their understanding of the company’s business and 
the quality of the relationship across misys but on the quality of 
their audit ﬁndings the degree of challenge and management’s 
response and ﬁnally their independence as part of this 
process the committee seeks feedback from management 
the business areas the external auditor has visited and reviews 
reports of the audit inspection unit 
before the commencement of each audit the committee 
discusses and approves the audit plan pwc explain the 
programme of work they plan to undertake to address the  
risks they have identiﬁed to ensure that these risks do not lead 
to a material misstatement in the ﬁnancial statements the 
committee receives updates on the audit as it progresses  
and discusses any risks identiﬁed during the audit
the committee monitors closely the auditors’ independence 
we have reviewed in the year the policy which limits the scope 
of nonaudit assignments for which the auditors may be 
engaged and the policy for recruitment of staff from the audit 
ﬁrm this policy prohibits using the auditors for example to 
implement ﬁnancial reporting systems or undertake asset 
valuations where the auditors are considered for nonaudit 
assignments in the absence of overriding reasons to use our 
audit ﬁrm competitive proposals are obtained the committee 
closely monitors the amount the company spends with pwc 
on nonaudit fees we have a detailed policy in place that 
requires that any permitted nonaudit work must have the 
scope of work and fees approved in advance by the cfo  
and the committee secretary if less than £50000 and if over 
this amount preapproval must be sought from the committee 
itself rotation of the audit partner and the audit team is also 
important and a new lead audit partner was appointed during 
2009 and a new audit senior manager in 2010 thus providing a 
fresh approach to the audit and to the level of challenge
governance
misys leading technology and innovation
annual report 2011 55 having completed the review of the external auditor we are 
satisﬁed that they have carried out their obligations in an effective 
and appropriate manner and continue to remain independent 
on that basis we will be recommending their reappointment at 
the 2011 agm we are conscious that pwc have been auditors 
to the company for 12 years and whilst we are content with their 
performance and the degree of rigour they bring to the audit 
process the committee feels it would be appropriate to conduct 
a market appraisal during the course of the next year
the internal audit function has continued to develop during the 
year the detailed audit plan is developed as part of the risk 
management process that is overseen by the head of internal 
audit and which the board approves the programme of audits 
provide objective assurance over the processes and controls 
actions are agreed in response to recommendations made 
and these are followed up by the internal audit function to 
ensure that the required actions are implemented
nomination committee
our nomination committee is chaired by james crosby and  
all other independent directors are members 
the committee leads deliberations around board succession 
and the procedure for the appointment of directors to the 
board timothy tuff was appointed to the board following a 
comprehensive search conducted by an independent external 
search agency and a rigorous interview process the agency 
was provided with a detailed brief that included consideration 
of the existing directors’ mix of skills and the overall diversity of 
the board we have also increased the executive representation 
with the appointment of stephen wilson our cfo to the board
we review our board succession on a continual basis and will 
continue to make recommendations to the board as and when 
appropriate
remuneration committee
the remuneration committee is chaired by john king details 
of the how the committee operates its membership and our 
remuneration policies are set out in the remuneration report on 
pages 63 to 65
the executive committee 
our executive committee is made up of three or more directors 
including the ceo and the chairman mike lawrie is the 
committee chairman the aim of the committee is to facilitate 
the ceo in making decisions on how best to progress the 
strategy or objectives set by the board of directors between 
meetings of the board it focuses in particular but not 
exclusively on business development opportunities which 
enhance value for shareholders however it has no authority  
to change strategy or objectives set by the board
treasury and finance committee
our treasury and ﬁnance committee is chaired by the cfo  
and is a management committee that reports directly into the 
board this committee maintains oversight of the treasury 
policy and operations monitors pension plan funding and 
reviews and approves the insurance arrangements for the 
group with the exception of the directors’ and ofﬁcers’ 
insurance which is approved by the board
risk management
how do we monitor our risks
the board is ultimately accountable for ensuring that we have 
a robust approach to risk management and have appropriate 
internal controls in place the board is also responsible for  
monitoring the effectiveness of the agreed approach
taking risks is an inherent part of entrepreneurial activity and 
the assessment of risk is part of our culture speciﬁcally we 
give careful consideration to the key risks in our business and 
how we can best mitigate those risks to meet our business 
objectives 
over the last year we have continued to improve risk 
management throughout the group embedding a process 
which aligns strategy and risk management actively considers 
high impact but low likelihood risks and maintains the board 
focus on the key risks facing the group


governance
misys leading technology and innovation 
56 annual report 2011 risk management process
the risk management process includes a review by the board  
of the group’s risk proﬁle on a semiannual basis facilitated  
by internal audit the effectiveness of the risk management 
process is monitored by the audit committee the process 
involves identifying prioritising and allocating ownership for risks 
and developing and implementing appropriate mitigation plans 
to address those risks each key risk identiﬁed through the 
process is owned by a member of the executive team 
we review our risks in terms of potential likelihood and  
impact our analysis also includes both ‘gross’ and ‘net’  
risk assessments so that we can identify the extent to which 
management has addressed the key risks through appropriate 
controls and mitigation activity the group internal audit plan  
is based on the results of the risk management process and 
therefore tests the effectiveness of the most important controls 
of the group
risk management at misys is dynamic and ongoing for 
example a key risk included in last year’s annual report  
related to the disposal of our us healthcare business 
allscripts this disposal was successfully managed in the  
ﬁrst half of this ﬁnancial year and therefore the risk has been 
removed from the analysis meanwhile a new risk related to 
the effective integration of our recent sophis acquisition has 
been added to the analysis
a summary of the risks that we currently see as important to 
our business together with associated key mitigation activities 
is shown overleaf this summary also shows the alignment  
of the risks with the key strategic imperatives of the group 
risk 
assessment 
prioritise risk 
and ownership
risk 
identification
existing controls 
new mitigation and 
action plans
execute
action 
plans
reporting 
and 
performance
monitoring 
and assurance
board evaluation of risk 
with a particular focus 
on significant risks
management actions with board oversight
management actions
misys risk management process 
governance
misys leading technology and innovation
annual report 2011 57 develop a focused strategy and integrated portfolio for each of the business units
business strategy market and product development risks mitigation 

to regulatory review and concerns related to 
economic factors eg eurozone sovereign 
indebtedness this could lead customers to 
reduce expenditures 

diversiﬁed with customers in 120 countries it has a wide range of products 
across the capital markets and banking sectors and it has a large installed base 
with approximately 50 of revenues recurring 

revenue and cost synergy projections which 
may not be captured 

detailed synergy targets and regular executiveboard reviews 

collaboration

products based on our new bankfusion 
technology need to be developed in line  
with product roadmaps and need to succeed  
in the market

processes


and productregional user groups to support market acceptance of products
build a solution orientation
contract implementation and service level risks mitigation

solutions at customer sites requires effective 
management to deliver value on time and  
to budget
 
be met




continuously innovate to capture market opportunities
intellectual property ip risks mitigation

of our ip rights andor the inadvertent 
infringement by us of third party ip rights

 
bankfusion technology


develop winning partnerships and collaborations
partnerships acquisitions and disposals risks mitigation

productservices portfolio build a partner 
ecosystem andor streamline operations  
may not be identiﬁed and captured


 revitalise the organisation
people risks mitigation 

emerging markets may mean that the supply  
of people with the required skills is limited

in competitive markets
 programmes in key emerging markets



governance
misys leading technology and innovation 
58 annual report 2011 what internal controls do we have in place
our system of internal control is designed to support the 
achievement of the group’s objectives and to manage the 
related risks we recognise that the system is designed to 
manage rather than eliminate the risk of failure to achieve 
business objectives and can only provide reasonable and  
not absolute assurance against misstatement or loss
as mentioned elsewhere in the governance report the board had 
a two day strategy meeting in march 201 1 at which the directors 
challenged and questioned the senior management around their 
strategic priorities and performance a detailed ﬁnancial and 
operational budget is produced which is reviewed and approved 
by the board in april in advance of the new ﬁnancial year in 
november 2010 the board completed a detailed review of the 
management team and the associated succession planning 
together these provide the overall framework for business 
planning and the resources required to deliver on the  
group’s plans
we operate a control framework which provides a comprehensive 
system of delegated authorities from the board and its 
committees to the business units of the organisation all major 
development projects contractual and other commitments 
relating to revenue and capital expenditure require appropriate 
approvals authority levels under the framework are reviewed 
periodically and are updated as necessary
we also have a system of policies and procedures that 
underpin our internal control and cover areas such as ﬁnancial 
reporting and planning capital expenditure business 
continuity it controls treasury and cash management
with speciﬁc regard to preparing consolidated accounts  
we operate rigorous controls including detailed policies and 
formal processes for business units ﬁnance functions group 
consolidation reviews and analyses of material variances 
technical reviews and other controls these controls are 
monitored and assessed during the year by internal audit
we have strengthened our system of internal controls by 
continuing to centralise our transaction processing in bangalore 
we have also developed our group analysis and reporting 
function and continue to review and enhance our processes 
around working capital cash management and compliance  
the new requirements such as the bribery act and the senior 
accounting ofﬁcer certiﬁcation are also being addressed  
we have introduced a suite of new policies and processes  
to underpin our antibribery programme and strengthen our 
bribery controls we have introduced a new tax reporting tool 
during the year  
the board reviews the effectiveness of the company’s  
system of internal controls this is principally carried out 
through the work of the audit committee this committee 
reviews the effectiveness of internal controls principally  
through discussions with management on signiﬁcant risks  
the review of both the internal and external audit plans  
and subsequent ﬁndings and other relevant reports if any 
signiﬁcant failings or weaknesses are identiﬁed that need to  
be addressed these are highlighted to the board who ensure 
that appropriate action is taken
other key imperatives
it and business continuity risks mitigation

support our geographically distributed business 
and to protect our information assets
 
and network infrastructure reviews across key sites
 
social instability needs to be effectively 
managed this is particularly important given the 
location of many of our key sites in emerging 
markets with for example key development 
sites and customer support sites located in  
india and the philippines

by a dedicated business continuity team


and to reduce our dependence on thirdparty providers
legal and regulatory risks mitigation

the uk bribery act needs to be maintained



implemented 
governance
misys leading technology and innovation
annual report 2011 59 shareholders
how do we engage with our shareholders
we strongly believe in regular engagement with our shareholders 
and schedule a quarterly pattern of presentations and 
conference calls with our investors we also engage with them 
on an ad hoc basis in order to respond to any speciﬁc questions 
that they may have at any time between scheduled events 
in addition in reporting to shareholders on the corporate 
transactions that we undertook during the year we provided  
a high degree of transparency on the ﬁnancial details of the 
transactions on the underlying strategic rationales and on the 
impact of these transactions upon the ﬁnancial targets and 
ﬁnancial statements of the group during all stages of the 
transactions we clearly stated our expectations for progress 
towards their completion
about the 2011 annual general meeting
this year the agm will be held on 28 september 2011 at the 
lincoln centre lincoln inn fields london at midday the 
notice of agm accompanies this annual report and explains 
the business to be considered at the meeting both this annual 
report and the notice of agm are available on our website 
wwwmisyscom
share capital
our share capital comprises ordinary shares of 1
1
7 pence each 
which are listed on the london stock exchange
the issued share capital of the company together with details 
of the movements in the company’s issued share capital during 
the year are shown in the notes to the ﬁnancial statements  
at close of business on 28 july 2011 the company held 
362505513 ordinary shares in issue of which 23225756  
were held in treasury
we completed a tender offer on 16 december 2010 under 
which we bought back and cancelled 169354057 ordinary 
shares of one pence each on 14 february 2011 we completed 
a share capital consolidation of 7 new ordinary shares of 1
1
7 
pence in the company for every 8 ordinary shares held on 
11 february 2011 further details on the impact of these 
we actively seek the views of our major shareholders not only 
in respect of our ﬁnancial results and strategic progress but 
also in a consultative manner accordingly we consulted with 
our major shareholders on several occasions during the year 
on speciﬁc matters arising as a result of the disposal of 
allscripts and the subsequent return of capital we also 
consulted with major shareholders during the year on directors’ 
remuneration
we engage with our other shareholders through the agm 
other general meetings and our website wwwmisyscom
who are our substantial shareholders
the voting interests in the ordinary share capital of the 
company of our substantial shareholders as have been  
notiﬁed to the company as at 28 july 2011 are shown below
changes on our share capital is given in note 31 on page 113  
of the ﬁnancial statements shares held in treasury were 
consolidated in the same way as all other shares during the 
year 6415383 shares were transferred out of treasury to meet 
the company’s obligations under its employee share plans 
the rights and obligations of our shareholders are contained  
in our articles shareholders are entitled to receive the annual 
report to attend and speak at general meetings to appoint 
proxies and exercise voting rights no shares carry any special 
control or ﬁnancial rights
in accordance with the authority granted at a general meeting 
held on 11 february 2011 the company may make market 
purchases of up to 33563163 of its own shares representing 
approximately 10 of its issued share capital this authority 
expires at the conclusion of the 2011 agm and remained in 
force at 31 may 2011
other disclosures that we are required to make
principal activities and business review
our principal activities are the development management  
and licensing of a variety of software products and solutions  
to customers in the ﬁnancial services industry we also partner 
with other world class companies to sell and distribute misys 
products and solutions
holder  issued share capital no of ordinary shares nature of holding 
valueact capital master fund lp 2021 77500319 total 
va partners i llc valueact capital management lp 
valueact capital management llc valueact holdings lp  2021 77 500319 indirect 
valueact holdings lp and valueact holdings gp llc
1
 
schroders plc 1194 51417864 direct
45783197 indirect 
crédit agricole cheureux international limited 519 17603724 direct
fmr llc and its group 514 25890800 indirect 
threadneedle asset management ltd 506 27677470 total 
comprising thereadneedle asset management ltd 014 745317 direct 
481 26298748 indirect
012 633405 cfd’s
standard life investment ltd 499 19140585 total
comprising vidacos nominees limited 281 10784422 direct
218 8356163 indirect
lloyds tsb group plc on behalf of various nominees 302 16492181 indirect 
1 this notiﬁcation has been reported on an aggregated basis and includes the 2021  holding of valueact capital master fund lp shown above
governance
misys leading technology and innovation 
60 annual report 2011 the companies act 2006 requires us to present a fair review  
of the business performance and development of the group a 
review of the activities of the group its ﬁnancial performance and 
likely future business developments is provided in the chairman’s 
statement the chief executive’s review the business review the 
ﬁnancial review on pages 18 to 47  all of which are incorporated 
into this report by reference a description of the principal risks 
and uncertainties is included in this report
going concern
in adopting the going concern basis for preparing the ﬁnancial 
statements the directors have considered the business 
activities as set out on pages 26 to 35 as well as the group’s 
principle risks and uncertainties as set out on pages 56 to 59 
after making due enquiries and embracing the normal 
forecasting process the directors consider that the group  
and the company have adequate resources and committed 
borrowing facilities to continue in operation for the foreseeable 
future and accordingly have continued to adopt the going 
concern basis in preparing the ﬁnancial statements
events after the balance sheet date
on 21 june 2011 the board announced that it had received a 
preliminary approval that may or may not lead to an offer being 
made for the company
on 23 june 2011 fidelity national information services inc 
conﬁrmed that it had made a preliminary approach regarding  
a possible cash offer for misys plc
financial instruments
information on ﬁnancial instruments is disclosed in the notes  
to the ﬁnancial statements
dividends
the board continues to believe that shareholder interests  
are being best served by reinvesting cash ﬂow into the 
development and future growth of each of the group’s 
businesses the directors do not therefore propose to 
recommend payment of a ﬁnal dividend for the year 2010 nil
people
we are dependent on the skills and commitment of all our 
employees in order to achieve our organisational goals further 
information on our approach to employee engagement equal 
opportunities and training and development can be found in 
the people section of the business review on pages 36 and 37
research and development
in the markets in which we operate effective research and 
development is vital to maintaining competitive advantage and 
securing future business and income streams our approach 
to research and development is detailed throughout the 
business review
signiﬁcant agreements and change of control
there are a number of agreements that take effect alter or 
terminate upon a change of control of the company following  
a takeover bid such as commercial contracts bank loan 
agreements property lease arrangements and employee  
share plans with the exception of the bank loan agreements 
noted above there is no individual contractual arrangement 
that is considered to be essential to the continuing operation  
of the group
in addition there exist agreements between the company  
its chief executive its chief financial ofﬁcer and certain other 
senior employees which provide for compensation of loss of 
ofﬁce or employment due to a takeover further information 
can be found in the remuneration report
signiﬁcant contracts
valueact capital master fund lp  valueact capital has a 
holding of approximately 2021 in the company on an 
aggregated basis jeff ubben who is a nonexecutive director of 
the company is chief executive ofﬁcer chief investment ofﬁcer 
and a principal investor in valueact captial and accordingly  
has an interest in all contracts between the company and 
undertakings which are part of the valueact group
during the year and up to the date of this report no other director 
has had any interest in any material contract with the company
creditor payment policy
it is our policy to agree terms and conditions with our suppliers 
in advance of conducting business we seek to abide by the 
payment terms that we agree with our suppliers whenever we 
are happy that the contractual obligations have been met
the trade creditors of the group at 31 may 2011 represent 34 
days 2010 31 days and of the company represent nil days 
2010 nil days as a proportion of the total amount invoiced  
by suppliers during the year the company had delegated its 
trade to other group subsidiaries
articles
the articles of the company may be amended by a special 
resolution of shareholders passed at a general meeting of  
the company
indemnities and insurance
we provide our directors and ofﬁcers with insurance cover  
to cover their costs in defending themselves in civil legal 
proceedings taken against them in that capacity and in respect 
of damages resulting from the unsuccessful defence of any 
proceedings we have also granted qualifying third party 
indemnities for the purposes of s234 of the companies act 
2006 to our directors in their capacity as directors of the 
company and its subsidiaries neither the insurance nor  
the indemnity provide cover where the director has acted 
fraudulently or deceitfully
provision of information to the auditors
each director that holds ofﬁce as at the date of this report 
conﬁrms that so far as he is aware there is no relevant audit 
information of which the company’s auditors are unaware and 
that he has taken all steps which he ought to have taken as a 
director to make himself aware of any relevant audit information 
and to establish that the auditors are aware of that information
this annual report has been prepared for and only for the 
members of the company and no other persons by their 
nature the statements concerning the risks and uncertainties 
facing the group in this annual report are affected by future 
events and circumstances which can cause results and 
developments to differ materially from those anticipated and 
which are beyond our control the forwardlooking statements 
reﬂect knowledge and information available at the date of 
preparation and we have no obligation to update these 
forwardlooking statements nothing in this annual report 
should be construed as a proﬁt forecast
tom kilroy
company secretary
28 july 2011
governance
misys leading technology and innovation
annual report 2011 61 misys has experienced signiﬁcant change in the past year with 
the disposal of allscripts and the subsequent return of capital 
followed soon thereafter by the acquisition of sophis in early 
2011 individually these transactions were so signiﬁcant in 
relation to misys’ capital base that in each case the committee 
was required to review very carefully their implications for share 
based rewards in doing so the committee had to ensure that 
achievements were fairly rewarded and that for the future 
incentive arrangements were adjusted so as to be no more  
or less stretching than before
the committee reviewed our reward strategy to ensure that it 
reﬂects our growing needs to attract and retain talent in asia 
and other emerging markets and that it remained aligned to  
a key principle that management should be focused on 
delivering value to our shareholders
throughout the year we actively consulted with and secured 
the support of our largest shareholders most speciﬁcally  
on recalibrating our eps based incentives resetting dilution 
limits and establishing a new bespoke incentive for our ceo 
shareholders overwhelmingly approved speciﬁc proposals 
put to them at the general meeting held in august 2010 to 
approve the allscripts sale and capital return
accordingly for the years impacted by the changes to the 
capital structure of the company the base eps used to 
calculate performance measures in the omnibus plan  
was increased this ensured that our omnibus plan eps 
performance measures continued to be stretching and  
fulﬁlled a commitment made to shareholders when the 
allscripts transaction was approved
shareholders also approved new dilution targets under our 
share plans to take account of the reduction in our issued 
share capital through the tender offer and share capital 
consolidation if we had taken no action in this regard we 
would have immediately breached our existing limits and 
severely impacted our ability to attract and retain talent  
within the organisation 
the board believes that mike lawrie continues to provide 
exceptional leadership to the company therefore in 
recognition of the importance of the ceo to ensuring a 
continued focus on performance we approved the ceo 
incentive plan a bespoke arrangement that is designed  
to secure the tenure of the ceo beyond the expiry of the 
transformation incentive plan on 1 november 2011
finally we looked at ways to further improve the effectiveness 
of the committee we reviewed and enhanced our rolling 
agenda to better align it to the business and to provide the 
committee with a clear structure to its work during the year
i hope that you will agree with our approach to the various 
challenges that have faced us during the year and i am 
conﬁdent that we have taken the right steps to secure and 
reward the management team in a way that will allow the 
business to move to the next stage of its journey the 
remuneration report has been prepared by the remuneration 
committee and approved by the board for submission to 
shareholders at the 2011 agm
john king
chairman remuneration committee
28 july 2011
john king
governance
misys leading technology and innovation 
62 annual report 2011 who is on our committee
committee members
john king chairman independent director
james crosby
independent on 
appointment to the board
john ormerod independent director
timothy tuff appointed to the 
committee on 23 march independent director
philip rowley independent director
deloitte llp were retained to provide independent advice to 
the committee deloitte llp and hewitt new bridge street ltd 
also advised the committee on the performance monitoring of 
the group’s share plans in addition pinsent masons llp 
provided legal advice to both the company and the committee 
on share plans other general employment matters and certain 
commercial matters towers watson advises the company on 
its uk pension arrangements 
the committee also received support from an independent 
consultant paul williams on various matters including a review 
of the company’s approach to pay and beneﬁts 
the committee also consults with the evp of hr the evp 
general counsel and company secretary the ceo and  
the cfo on a regular basis no member of the committee  
nor any party from whom advice was sought participated  
in discussions relating to their own remuneration
the committee met 11 times during 201011 with committee 
members attending 100 of meetings full details of the 
attendance at meetings is shown in the corporate governance 
report on page 52
what responsibilities does the committee have
the committee is responsible for agreeing the framework  
and broad remuneration strategy and policy for the executive 
directors and other senior executives both of which are 
designed to support the business growth agenda and attract 
retain and motivate talented leaders in doing so we determine 
the individual remuneration and beneﬁts packages for the 
executive directors and evp’s and other direct reports to the 
ceo ensuring that they are structured to reward performance 
and not failure 
the committee also reviews and determines the fees of the 
chairman of the board although the chairman is not present 
during any discussion in relation to his remuneration
the committee approves the design and targets for all 
incentive schemes including annual bonus plans and share 
incentive plans that include the executive directors and the 
evps the totality of all awards and option grants made under 
each of the company’s share incentive plans is considered  
and approved by the committee having due regard for the 
company’s dilution limits vesting under many of the awards 
made is subject to achievement against performance targets 
which are monitored by the committee
the committee keeps under review the appropriateness of  
the remuneration strategy as aligned to business strategy and 
against business performance with respect to its peers in order 
to ensure that the overall objective of attracting leading talent  
is achieved
we have prepared this report in accordance with the 
combined code on corporate governance schedule 8 of the 
large and mediumsized companies and group accounts 
and reports regulations 2008 and the uk listing authority 
listing rules we will be asking you to approve an advisory 
resolution on the report at the 2011 agm which we hope you 
will support
the auditors are required to report on the directors’ 
emoluments table and the tables of share options and awards 
along with all associated footnotes accordingly these tables 
and footnotes form the audited section of this report
how does the committee ensure it delivers on its 
responsibilities
the committee reviewed and amended the annual rolling 
calendar of business in order to improve the effectiveness of 
the committee it now ﬂows from a review of remuneration 
strategy at the start of the year through consideration of 
speciﬁc policy matters leading ﬁnally to approvals it is 
designed to deliver a complete and holistic review by the 
committee on all aspects of remuneration in addition at each 
meeting the committee receives any relevant industry updates 
and reviews the share dilution limit schedule to ensure it 
remains fully informed on all matters that may impact its 
decision making
the annual rolling calendar is set out below
date purpose matters considered
january strategic outlook
trends in reward and governance
reward issues
march
committee 
effectiveness
past performance
future objectivesgoals
april policy setting
review of reward principles
benchmarking review
july approval
salary reviews
bonus reviews
share awards
directors’ remuneration report
september agm
investor engagement
ceo scorecard
governance
misys leading technology and innovation
annual report 2011 63 what has the committee done during the year
the matters considered by the committee in 201011 in addition to those as set out in the annual rolling calendar are shown  
in the chart below
general reward principles for executive directors
  to support the development of misys as a global employer  
of choice 
  a signiﬁcant proportion of total compensation is performance
related
  that total remuneration opportunity is targeted at market
competitive levels 
  performancelinked incentive awards are designed to 
encourage executive directors to create longterm shareholder 
value and align their personal interests with those of the 
company
 reward is based on performance   business performance measures are based on targets that are 
relevant to the business and aligned with shareholders’ interests
  employees have the opportunity to participate in ownership  
of misys shares 
  executive directors are expected to build and maintain a 
meaningful shareholding in the company to provide further 
alignment of their interests with those of shareholders
  employees are eligible to participate in employee beneﬁts  
which are a portion of total reward
  business performance measures are established and executive 
directors are paid for performance
our remuneration philosophy
the remuneration philosophy is designed to align with the business and its growth strategy it recognises that in order to deliver on 
the growth strategy the company needs to be able to attract and keep the best available global talent in the markets within which 
it operates this means offering competitive remuneration that is delivered through performancedriven compensation 
exceptional remuneration will only be awarded for exceptional performance
engaged with 
shareholders
secured ceo 
retention
reviewed performance 
measures following the 
disposal of allscripts
benchmarked 
against our peers
• we engaged with our 
shareholders over the impact on 
the company’s share plans 
resulting from the disposal of 
allscripts the return of capital and 
the acquisition of sophis due to 
the reduction of our issued share 
capital we renewed our dilution 
limits under our plans to 10 in 
10 years and introduced a new 
2 per annum ﬂow rate the eps 
performance measure was 
rebased to remove the volatility 
caused following the disposal of 
allscripts and the acquisition of 
sophis this ensured that 
management was rewarded for 
performance but that the targets 
in future years remained 
stretching
• we reviewed the ongoing mechanism in place 
for the ceo having due regard to the board’s 
view that his continued service of the 
company is vital to achieving its objectives
• the ceo incentive plan is a oneoff 3 year 
incentive plan subject to stretching 
performance measures that align his 
interests to those of shareholders
• completed a benchmarking review 
against our peers for executive 
directors and senior management
completed 
a full review of the 
committee’s remit 
and effectiveness
•  engaged boardroom review to 
complete an external effectiveness 
review of the committee
• updated its annual rolling calendar
• improved the interface with 
management and information 
provided to the committee
• ensured retention of key staff by 
rewarding them for delivering value 
to our shareholders under the 
return of capital following the 
allscripts disposal
• made certain other adjustments 
to the baseline eps to reﬂect the 
changed capital structure of the 
company including the impact of 
the convertible on eps
governance
misys leading technology and innovation 
64 annual report 2011 in applying its remuneration principles during the year the committee considered data on recent changes in pay and conditions 
for other senior executives throughout the group the company’s policy is to pay an appropriate market rate for each employee’s 
function and location evps are also expected to build and maintain a meaningful shareholding in the company over time the 
committee was satisﬁed that directors’ pay and conditions have on average not improved more than those of other employees  
in the ﬁnancial year
how is our remuneration policy structured
the table below summarises the company’s policies in respect of each of the key elements of executive directors’ and evps’ 
remuneration
what do our directors receive
in each year a signiﬁcant portion of each executive director’s total remuneration is performance based and is dependent upon 
the achievement of stretching annual and longer term targets the chart below shows the proportion of ﬁxed and variable pay for 
the chief executive the cfo and an average for the evp population
element policy details 
base salary   provides the ﬁxed element of the  
remuneration package 
  reviewed annually and normally set for the  
12 months commencing 1 august 
annual bonus   incentivises the achievement of speciﬁc  
goals in the short term 
  targets based on group operating proﬁt and 
speciﬁc operational and individual objectives 
  element of deferral aids retention and  
provides alignment with shareholders 
  50 of bonus is normally deferred into 
shares 
medium and longterm incentives   incentivises executives to achieve medium  
and longterm ﬁnancial performance 
improvement 
  aligns the interests of executives and 
shareholders
  provides for the retention of key individuals
  the misys omnibus plan is designed to  
deliver a combination of matching shares 
performance shares and share options
pension and beneﬁts   provides postretirement beneﬁts for 
participants in a costefﬁcient manner 
  pension contributions are on a deﬁned 
contribution basis
shareholding guidelines   executive directors to build up a holding 
equivalent to 100 of base salary 
  supports alignment with shareholders’ 
interests 
0 10 20 30 40 50 60 70 80 90 100
ceo
cfo
30 40 30
35 35 30
35 35 30
salary bonus longterm incentives
evps
the above pay mix chart has been calculated on the basis of ﬁxed remuneration delivered to the executive directors’ through 
salary annual bonuses have been valued at target and longterm incentives have been calculated on an expected value basis 
an expected value calculation provides a single valuation for a longterm incentive award based upon the probability of 
achieving the performance conditions associated with the award
how does misys compensation compare
we commissioned deloitte llp to perform an indepth benchmarking exercise in respect of our executive directors and evps 
against global practices of global companies of a similar size and complexity in both the uk and us markets the benchmarking 
results were considered by the committee when considering the total reward packages for the executive directors and other 
senior management at the level immediately below the board
governance
misys leading technology and innovation
annual report 2011 65 executive directors’ remuneration
salary
the committee reviews the salaries of executive directors on 
an annual basis when considering the ﬁxed element of the 
remuneration packages full regard is given to the total 
remuneration package including variable and deferred pay
the chief executive is domiciled in the united states and  
his annual base salary is paid in us dollars 
base salary is the only element of remuneration which is 
pensionable for executive directors
annual bonus
the misys senior executive bonus plan msebp provides 
incentives in both the short and mediumterm for executive 
directors based on stretching ﬁnancial operational and 
personal objectives at least half of any annual award will 
normally be deferred into shares for a period of one year
the targets for the annual bonus are established by the 
committee at the commencement of each ﬁnancial year  
for 201011 the overall annual bonus potential for the 
executive directors is dependent upon their meeting or 
exceeding a threshold group operating proﬁt target with the 
actual level of payment then dependent upon the extent to 
which targets are met in respect of group operating proﬁt 
revenue cost savings customer satisfaction scores and 
personal objectives
the potential bonus achievements for the executive directors 
are as follows
on target annual bonus maximum bonus
mike lawrie 100 – 120 of base salary
200 of base 
salary
stephen wilson 100 of base salary
150 of base 
salary
for the year just ended the committee determined the annual 
bonus payment for the executive directors by reference to 
speciﬁc targets set at the beginning of the year
 group ﬁnancial targets are met or exceeded 
 customer satisfaction levels are met or exceeded 
 personal performance targets are met or exceeded 
taking into account the extent to which performance 
objectives were met the committee approved an annual 
bonus payment of 190 of base salary for the chief executive 
and 147 for the cfo half of which will be satisﬁed in cash  
and half of which will be deferred into shares for a period  
of one year
beneﬁts
the chief executive is eligible to receive certain beneﬁts 
including private health insurance life assurance cover uk 
accommodation and expatriate tax advice the cfo receives  
a car cash allowance and private medical insurance for himself 
and his family the executive directors are also eligible to 
participate in the savingsrelated saye share option plan 
operated in the uk on the same terms as other employees
pensions
the company’s pension policy is to provide deﬁned 
contributions to executive directors either through the 
company’s deﬁned contribution pension plan or as an 
allowance for use in their personal pension plans the cfo 
participates in the company’s deﬁned contribution pension 
plan the chief executive receives a contribution equivalent  
to 20 of his base salary to a deferred compensation plan 
established in the us for uk purposes this plan is treated  
as an employer ﬁnanced retirement beneﬁt scheme
nonexecutive directors’ remuneration
chairman and nonexecutive directors
the chairman and nonexecutive directors all have letters of 
appointment for a threeyear term which may be extended by 
mutual agreement
the board considered the level of fees paid to nonexecutive 
directors unchanged since 2007 taking advice from deloitte 
llp and considering other independent market data the 
board felt that the fees for nonexecutive directors should  
be adjusted in order to bring them in line with market levels 
accordingly with effect from 1 march 2011 the base fee for  
a nonexecutive director was increased from £40000 to 
£45000 the fee for acting as the senior independent director 
was reduced from £20000 to £15000 per annum all other 
fees remained unchanged
the current fee levels for the nonexecutive directors are as set 
out below
£m fees
chairman
1
£180000
basic fee £45000
additional fee for the senior independent director £15000
additional fee for chairing the audit committee £8000
additional fee for chairing the remuneration committee £8000
additional fee for chairing the nomination committee £5000
1  the chairman does not receive any additional fees in respect of his 
appointment to any of the committees
governance
misys leading technology and innovation 
66 annual report 2011 medium and longterm share incentives
share awards
our share plans provide medium and longterm incentives  
for executive directors and other key members of staff and  
are designed to achieve medium and longterm growth  
a description of each of the plans and the performance 
conditions for each are set out below 
the misys omnibus share plan the omnibus plan
the omnibus plan is the primary plan operated by the 
company and is designed to deliver maximum ﬂexibility  
for the award of share incentives
three types of award all of which are subject to performance 
conditions may be granted under the omnibus plan
  performance shares – awards to acquire shares for no 
cost
 share options – traditional market value share options and
  matching shares – awards to acquire shares at no cost to 
the participant and which are linked to the award of deferred 
shares under the msebp 
all of these awards are subject to performance conditions as 
set out below
shares awarded as performance shares or share options 
must meet the following targets in order to be satisﬁed
compound annual growth rate cagr
of misys adjusted eps over performance period
percentage of total award 
shares that will vest
less than 10 nil
from 10 to 125
from 25 to 100  
on a straightline basis
125 or more 100
during the year the committee implemented adjustments to 
the eps performance targets for performance shares and 
share options on the basis of the principles approved by 
shareholders at the general meeting held in august 2010 the 
adjustments were designed to recognise the value returned  
to shareholders on the disposal of allscripts and to align the 
interests of shareholders and award holders in summary
  there was no adjustment to the number of shares in 
outstanding awards and no acceleration of vesting and
  the performance targets for a proportion of awards 50 
have been treated as satisﬁed in full 
the remaining portion of awards have been treated as follows
  the original eps performance targets for misys including 
allscripts were measured to the end of 200910 to determine 
vesting for a time prorated element 17 of awards for 
200910 33 for 200809 awards and
  performance targets have been increased for the remaining 
proportion of awards based on the performance of the 
remaining misys businesses excluding allscripts ensuring 
that they are no less stretching than before 
the performance targets for these remaining portions are  
as follows
   200809 awards – the performance target requires growth 
in operating proﬁts of the banking and tcm divisions over 
the 3 year period 200809 to 201011 the target is 
measured from a base ﬁgure of £424 million and requires  
a cagr of 114 for any vesting and 125 cagr for  
full vesting
   200910 awards – the performance target requires eps 
growth of between 10 cagr and 125 cagr in 
201011 and 201112 the eps base ﬁgure for 200910 has 
been raised from 103 pence to 151 pence to reﬂect the 
company’s altered capital structure following the return  
of capital
   201011 awards – none of the awards made in 201011 
were adjusted the performance targets for the whole of 
these awards requires eps growth of between 10 cagr 
and 125 cagr the eps base ﬁgure is 151 pence
vesting is further subject to the committee being satisﬁed 
regarding the overall results of the company over the 
performance period taking into account such factors it 
determines appropriate including the company’s business  
and shareholder value performance
shares awarded as matching shares in respect of the bonus 
deferral arrangements of the msebp are subject to further 
performance conditions that utilise a matrix of operating proﬁt 
and revenue targets as shown in the following table if speciﬁc 
revenue and operating proﬁt targets are met up to 50 of the 
award shares may vest one year after grant the remaining 
50 of the award will be tested against the second year’s 
targets
adjusted operating proﬁt
120  
of target 
375 5625 75 875 100 
110  
of target 
25 4375 625 75 875 
100  
of target 
125 3125 50 625 75 
90  
of target 
0 0 3125 4375 5625 
80  
of target 
0 0 125 25 375 
80  
of target 
90  
of target 
100  
of target 
110  
of target 
120  
of target 
revenue
governance
misys leading technology and innovation
annual report 2011 67 the transformation incentive plan tip
the tip was established in 2006 at the start of the turn
around programme and is a one time plan speciﬁcally 
designed to drive execution of the turnaround strategy by 
the leadership team at the time as a condition of receiving  
an award participants were required to make a personal 
investment in the business equal to the value of one quarter  
of the award received the performance targets applied to this 
award are based on share price growth over a ﬁve year period 
as set out in the following table measuring share price as an 
average over 20 dealing days with straight line vesting between 
each point in addition the misys share price on the vesting 
date must also be higher than the price on the grant date for 
any portion of the award to vest 
vesting opportunities are on the third fourth and ﬁfth 
anniversaries of the grant the second testing date for this award 
was 1 november 2010 as a result of which 19 of the award 
vested the ﬁnal vesting opportunity will be in november 2011 
share price  of award that vests
£225 0
£225 125
£250 25
£300 50
£350 75
£400 100
no further awards will be made under this plan
as was disclosed to shareholders in the circular relating to  
the disposal of allscripts and the proposed tender offer the 
committee considered the impact of these events on the 
performance conditions for the tip  the committee concluded 
that it would
  not adjust the originally speciﬁed share price targets nor 
accelerate vesting of awards 
  treat the tender offer price as a measurement share price  
for the tip and 
  regard the underpin performance condition relating to the 
initial share price as satisﬁed in relation to shares that vested 
on the basis of measuring the performance target using the 
tender offer price
ceo incentive plan
with the imminent expiry of the tip and in recognition of the 
importance of the ceo in ensuring a continued focus on 
performance the committee introduced the ceo incentive 
plan the ceo incentive plan is a oneoff 3 year incentive 
arrangement designed solely for mike lawrie which was 
entered into on 28 february 2011 following discussions  
with major shareholders the plan is bespoke and therefore a 
relatively unusual plan but the committee and the board is of 
the opinion that it is a natural continuation of the tip plan which 
expires later this year
the plan has been designed to incentivise the ceo to remain  
with the company to extract further value for shareholders  
and directly aligns his interests with shareholders as any  
award under this scheme requires a signiﬁcant increase in 
shareholder value in addition and in order to receive beneﬁts 
under the plan he is also required to maintain a minimum 
shareholding in the company of 6 times salary and  
to not reduce his shareholding from its february 2011 level 
the committee believes that this plan offers a very signiﬁcant 
incentive for mike to remain with misys and to continue to 
deliver on the strategy for the beneﬁt of all of the company’s 
shareholders the board also believes that the scale and 
duration of the ﬁnancial commitment that mike is prepared  
to make for the 3 year life of the plan should be of great 
reassurance to shareholders
all shares awarded under the plan are subject to stretching 
performance targets measured over a three year period only 
83 of the award shares will vest upon achievement of the 
lowest threshold with 100 vesting for maximum performance 
vesting between each point will be measured by calculating 
on a straight line basis performance between each target 
point the maximum number of share awards under the plan is 
1600000 performance targets are measured over a period of 
any 60 consecutive trading days in the performance period 
and will vest according to the schedule below
share price threshold achieved  
in the performance period
maximum number of  
shares which will vest
£375 133333
£400 426667
£425 720000
£450 1013333
£475 1306667
£500 1600000
in addition no award shares will vest unless the committee is 
satisﬁed regarding the company’s underlying ﬁnancial 
performance in the performance period
in the event of a change of control of misys or if he leaves  
in circumstances of death or ill health awards only vest to the 
extent performance conditions were achieved if he left misys 
for any other reason other than dismissal for misconduct  
mike could keep performance vested award shares subject  
to time prorated reductions and the delayed release of such 
shares until the original three year vesting date and provided 
that the personal shareholding requirements are maintained 
until vesting
the plan will be available for inspection for 15 minutes before 
and until the close of the 2011 agm since it has not been 
approved by shareholders awards under the plan will be 
satisﬁed using shares held in the employee beneﬁt trust 
beneﬁts under the plan are not pensionable 
governance
misys leading technology and innovation 
68 annual report 2011 1998 unapproved plan
the 1998 unapproved plan is an unapproved share option 
scheme whilst there are awards outstanding under the plan 
there is no intention to use the plan in the future mike lawrie 
has one award outstanding under the plan which was granted 
in august 2007  the details of which are set out in the share 
option table on page 72
the performance targets applied to this award are based on 
compound annual growth in adjusted eps over a ﬁxed three 
year period in excess of growth in the uk retail price index 
rpi as follows
annual compound growth rate in adjusted eps  of salary that vests
rpi  3 pa up to 50
rpi  3 to 6 pa 51 to 100
rpi  6 to 9 pa 100 to 200
sharesave saye
the company operates a savings related saye share option 
plan which all employees are eligible to participate in including 
executive directors participants make monthly savings up to a 
maximum of £250 per month over a three year period at the 
end of the savings period the funds are used to purchase 
shares under option shares awarded under this scheme are 
not subject to the satisfaction of performance targets
dilution limits
as a result of the return of capital made to our shareholders 
during the year the number of shares in issue was signiﬁcantly 
reduced this required us to review our dilution limits under  
our share plans in order that we could continue to incentivise 
executives and employees to continue delivering returns to  
our shareholders in the future
accordingly at the general meeting held on 15 august 2010 
shareholders approved the amendment of the company’s 
share plans to adopt a new share plans dilution limit of 10  
of the company’s issued share capital over 10 years this limit 
applies only to new awards made after the tender offer in line 
with the company’s previous grant policy an additional formal 
limit was added within the rules such that in any one year 
awards over new issue or treasury shares would not exceed 
more than 2 of issued share capital the committee receives 
regular updates on the dilution position under the company’s 
share plans and carefully considers the impact on dilution of 
any awards made
the company sources shares for share awards through a mixture 
of newly issued shares shares held in treasury and shares 
acquired and held in the company’s employee share trust
shareholding guidelines
executive directors are required to build and maintain over time 
a shareholding in the company equivalent to at least 100 of 
base salary the chief executive maintains a shareholding well 
in excess of this target
executive directors’ service contracts
mike lawrie’s contract provides that he may terminate his 
employment with the company by giving three months’ written 
notice and the company may terminate his employment by 
giving 12 months’ written notice on termination misys has  
a contractual obligation to pay in lieu of at least six months of 
the notice period other than in the case of summary dismissal 
in the event of a change of control if the contract is terminated 
either directly or indirectly as a result within the following 
12 month period he will be entitled to receive a sum equal to 
12 months’ salary ontarget bonus pension contribution and 
health insurance change of control would also bring forward 
the vesting date for the chief executive’s transformation 
incentive plan at which point performance conditions would  
be applied to the outstanding award with no time prorating
stephen wilson’s contract provides that he may terminate  
his employment by giving six months’ written notice and the 
company may terminate his employment by giving six months’ 
written notice on termination misys has an absolute discretion 
to make a payment in lieu of notice for the six month notice 
period other than in the case of summary dismissal in the 
event of a change of control if the contract is terminated either 
directly or indirectly as a result within the following 12 month 
period he will be entitled to receive a sum equal to 12 months’ 
salary and on target bonus
governance
misys leading technology and innovation
annual report 2011 69 directors’ contracts
the contractual arrangements with each executive and non 
executive director who served in the year are summarised 
below stephen wilson and timothy tuff who were appointed 
during the year will be put forward for election at the 2011 
agm in order to align ourselves with the uk corporate 
governance code and best practice in this area all other 
directors will put themselves forward for reelection at the  
2011 agm
date of current contract
letter of appointment notice period
m lawrie 13 october 2006 12 months – reelected 
at 2010 agm
s wilson 16 july 2010 6 months – to  
be elected at the  
2011 agm
sir james crosby 30 january 2009 1 month – elected  
at the 2009 agm
j ormerod 21 september 2005 1 month – reelected 
at the 2009 agm
j king 2 november 2005 1 month – reelected 
at the 2009 agm
p rowley 5 november 2008 1 month – elected  
at the 2009 agm
t tuff 23 february 2011 1 month – to be 
elected at the  
2011 agm
j ubben 16 january 2007 1 month – reelected 
at the 2010 agm
performance graph
the following graph measures the company’s total 
shareholder return tsr performance over a ﬁve year period 
as required by the companies act 2006 this is compared 
against the tsr performance of the ftse techmark allshare 
index the directors do not believe that this is the ideal group 
of comparator companies it is however the most appropriate 
broad equity market index available against which tsr can be 
measured as it is made up of companies in similar markets and 
geographic locations to misys
this graph shows the value at 31 may 2011 of £100 invested in 
misys plc on 31 may 2006 compared with the value of £100 
invested in the ftse techmark allshare index plotted over  
the ﬁve year period
180
160
140
120
100
80
60
 may 06 may 07 may 08 may 09 may 10 may 11
value £
misys
ftse techmark allshare index
external directorships
the company recognises that executive directors may 
broaden their experience by serving as nonexecutive directors 
of other companies and they are permitted to accept such 
appointments by prior agreement with the board it is normal 
practice for executive directors to retain fees received for 
nonexecutive appointments during the year mike lawrie 
served as a nonexecutive director of juniper networks inc 
for which he received a fee of us 65000 in addition he  
also participates in its share option plan under which he  
holds 78764 share options he also sits on the board of 
trustees of drexel university for which he does not receive  
any compensation stephen wilson does not hold any  
external directorships
directors’ interests in shares
the interests of directors in the ordinary shares of the 
company are set out below all interests are beneﬁcial and 
have been adjusted to account for the 7 for 8 consolidation 
completed on 14 february 2011
number of shares
at 1 june 2010  
or date of 
appointment  
if later
1 june 2010  
adjusted for 7 for 
8 consolidation
at 31 may 2011  
or date ceased  
to be a director  
if earlier
m lawrie
13
130341 1 1 140485 1 160628
s wilson 35000 30625 30625
sir james crosby 53912 47173 47173
j ormerod 50000 43750 43750
j king
3
150000 131250 131250
p rowley 27305 23891 23891
t tuff – – 18000
j ubben
12
146756217 128411690 70744050
1  mike lawrie and jeff ubben are investors in valueact capital partners lp 
which has an interest in valueact capital master fund lp and as such have 
an interest in respectively 97757 and 2889122 ordinary shares being their 
proportionate interest in the total number of ordinary shares held by valueact 
capital master fund lp these ordinary shares are shown in their interests in 
the table above 
2  67812779 shares are owned directly by valueact capital master fund lp 
and may be deemed to be beneﬁcially owned by i va partners i llc as 
general partner of valueact capital master fund lp ii valueact capital 
management lp as the manager of valueact capital master fund lp iii 
valueact capital management llc as general partner of valueact capital 
management lp iv valueact holdings lp as the sole owner of the limited 
partnership interests of valueact capital management lp and the 
membership interests of valueact capital management llc and as the 
majority owner of the membership interests of va partners i llc and v 
valueact holdings gp llc as general partner of valueact holdings lp  
jeff ubben disclaims beneﬁcial ownership of the reported stock except to  
the extent of his pecuniary interest therein
3  mike lawrie resigned as a director of allscripts on 20 august 2010 and john 
king resigned on 17 november 2010 at their dates of resignation they both 
held an interest in 70000 and 10000 shares of common stock in allscripts 
respectively
there have been no changes in directors’ interests in shares of 
the company between 31 may 2011 and 28 july 2011
governance
misys leading technology and innovation 
70 annual report 2011 directors’ emoluments
audited information
the amounts payable by the company to each director in respect of qualifying services for the ﬁnancial year 201011 are set out 
below these ﬁgures exclude share beneﬁts which are shown separately no director has waived any emoluments other than in 
respect of serving on the allscripts board for part of the year
base
salaryfee bonus
1
beneﬁts
in kind
2
car
allowances
other
payments
total 2011 or 
from date of 
appointment
total
2010
pension
 contributions
2011
3
2010
executive 
directors
m lawrie
4
1088700 2068530 61988 – – 3219218 3336089 217740 217740
s wilson
6
£216667 £318500 £967 £7 333 – £543467 – £26000 –
nonexecutive 
directors
james crosby £180000 – – – – £180000 £153316 – –
j ormerod £68000 – – – – £68000 £68000 – –
j king
5
£71901 – – – – £71901 £98160 – –
p rowley £41250 – – – – £41250 £40000 – –
t tuff
6
£11942 – – – – £11942 – – –
j ubben £41250 – – – – £41250 £40000 – –
1 half of the bonus payment was deferred into shares 
2  beneﬁts in kind include those beneﬁts that are normally taxable in the uk for mike lawrie this includes accommodation whilst working in the uk this amount 
has been converted to us dollars at an exchange rate of 158 dollars to the uk pound being the average rate for the ﬁnancial year 201011 the amount for mike 
lawrie also includes his usbased private medical and dental insurance with a value of us 13989 
3  the amount contributed for mike lawrie is paid into a deferred compensation plan in the us 
4  mike lawrie’s contractual salary is denominated in sterling and paid in us dollars at a ﬁxed exchange rate of 191 dollars to the pound being the exchange rate at 
the time he was appointed in 2006 giving a dollar salary of us 1088700 
5  the fee ﬁgure for john king includes £41250 for sitting on the misys board £8000 for his chairmanship of the remuneration committee and us 35790 for  
the period to 17 november for sitting on the board of directors of allscripts of which us 16393 was paid to him by allscripts he resigned from the allscripts 
board on 17 november 2010 the us dollar amounts are converted at an exchange rate of 158 dollar to the uk pound being the average rate for the ﬁnancial 
year 201011 
6  stephen wilson and timothy tuff were appointed to the board on 1 october 2010 and 23 february 2011 respectively
governance
misys leading technology and innovation
annual report 2011 71 at 1 june 
2010
awarded 
during the 
year
vested
released 
during the 
year
exercised 
during the 
year
lapsed 
during the 
year
at
 31 may
 2011
market
 price
at date of
 allocation
market 
price 
at date of 
release
weighted 
average 
exercise 
price
vesting 
date
expiry 
date
m lawrie ceo
tip
share option 
contract
2
1013069 – 192483 – – 1013069 –– 20800
03 nov
 2009
03 nov
 2016
tip share 
award contract
5
753724 – 192483 192483 – 561241 –28600 –
01 nov
 2011
01 nov
 2011
misys 
omnibus 
share plan
share options 696538 – – – – 696538 –– 12275
02 oct
 2011
02 oct
 2018
share options 464673 – – – – 464673 –– 18400
13 aug 
2012
13 aug
 2019
share options – 318554 – – – 318554 26840 – 26840
18 aug 
2013
18 aug
 2020
performance 
shares 348269 – – – – 348269 –– –
02 oct 
2011
02 oct
 2011
performance 
shares 232336 – – – – 232336 –– –
13 aug 
2012
13 aug
 2012
performance 
shares – 159227 – – – 159277 26600 – –
18 aug 
2013
18 aug
 2013
matching 
shares
5
309782 – – 68880 86011 154891 –– –
13 aug 
2011
13 aug
 2011
matching 
shares – 212369 – – – 212369 26600 – –
18 aug 
2011
18 aug
 2012
msebp
5
309782 – – 309782 – 0 –25640 –
13 aug 
2010
13 aug
 2010
msebp –212369 ––– 212369 26600 – –
18 aug 
2011
18 aug
 2012
ltip
4
242725 – – – 242725 0 –– –
10 aug 
2010
10 aug
 2010
1998 
unapproved 
plan
3
485451 – 485451 – – 485451 –– 24100
10 aug 
2010
10 aug
 2017
saye – 2007
5
989 – 989 989 – 0 –– 19100
01 oct 
2010
01 apr
 2011
2008 1372 – ––– 1372 –– 13700
01 oct 
2011
01 apr 
2012
2009 1269 – ––– 1269 –– 14300
01 oct 
2012
01 apr 
2013
2010 – 882 ––– 882 27170 – 20400
01 oct 
2013
01 apr
 2014
ceo incentive 
plan – 1600000 – – – 1600000 32860 – –
28 feb 
2014
28 feb
 2014
governance
misys leading technology and innovation 
72 annual report 2011 at 1 june 
2010 or  
date of 
appointment
awarded  
during the  
year
vested
released 
during the 
year
exercised 
during the 
year
lapsed 
during the 
year
at 31 may 
2011
market price  
at date of 
allocation
market 
price 
at date of 
release
weighted 
average 
exercise 
price
vesting 
date
expiry 
date
s wilson cfo
misys 
omnibus 
share plan
share options 64412 – 16103 – – 64412 –– 15500
11 may 
2010  

12 may
 2019
share options – 90815 – – – 90815 26840 – 26840
18 aug 
2013
18 aug
 2020
performance 
shares 28161–––– 28161 –– –
20 aug 
2012
20 aug
 2019
performance 
shares 144927–––– 144927 –– –
11 may 
2012
13 oct
 2019
performance 
shares 10514–––– 10514 –– –
20 nov 
2012
20 nov
 2019
performance 
shares – 90815 – – – 90815 26600 – –
18 aug 
2013
18 aug
 2020
 saye – 822 – – – 882 27170 – 20400
01 oct 
2013
01 april
 2014
1  the closing share price on 31 may 2011 was 3618 pence the highest and lowest closing prices during the year were 3689 pence and 22701 pence 
respectively no amounts were paid in respect of the awards of any share options 
2  the value of the award is equal to £2m based on the misys share price at the time of grant
3 granted on 10 august 2007 at a value of 200 of base salary 
4  awards made to mike lawrie under the misys long term incentive plan on 10 august 2007 were in the form of contingent share awards 
5 aggregate gains on exercise of options and awards were £615101 2010 £672089
approved by the board
john king
chairman remuneration committee
28 july 2011 
 
governance
misys leading technology and innovation
annual report 2011 73 the directors are responsible for preparing the annual report 
the directors’ remuneration report and the ﬁnancial statements 
in accordance with applicable law and regulations 
company law requires the directors to prepare ﬁnancial 
statements for each ﬁnancial year under that law the directors 
have prepared the group ﬁnancial statements in accordance 
with international financial reporting standards ifrss as 
adopted by the european union and the parent company 
ﬁnancial statements in accordance with united kingdom 
generally accepted accounting practice united kingdom 
accounting standards and applicable law under company 
law the directors must not approve the ﬁnancial statements 
unless they are satisﬁed that they give a true and fair view of 
the state of affairs of the group and the company and of the 
proﬁt or loss of the group for that period in preparing those 
ﬁnancial statements the directors are required to 
  select suitable accounting policies and then apply them 
consistently 
  make judgements and accounting estimates that are 
reasonable and prudent 
  state whether ifrss as adopted by the european union  
and applicable united kingdom accounting standards have 
been followed subject to any material departures disclosed 
and explained in the group and parent company ﬁnancial 
statements respectively and
  prepare the ﬁnancial statements on the going concern  
basis unless it is inappropriate to presume that the group  
will continue in business 
the directors are responsible for keeping adequate accounting 
records that are sufﬁcient to show and explain the company’s 
transactions and disclose with reasonable accuracy at any  
time the ﬁnancial position of the company and the group  
and to enable them to ensure that the ﬁnancial statements and 
the directors’ remuneration report comply with the companies 
act 2006 and as regards the group ﬁnancial statements 
article 4 of the ias regulation they are also responsible  
for safeguarding the assets of the company and the group  
and hence for taking reasonable steps for the prevention  
and detection of fraud and other irregularities 
the directors are responsible for the maintenance and integrity 
of the company’s website legislation in the united kingdom 
governing the preparation and dissemination of ﬁnancial 
statements may differ from legislation in other jurisdictions 
each of the directors whose names and functions are listed  
in board of directors section conﬁrm that to the best of  
their knowledge
  the group ﬁnancial statements which have been prepared  
in accordance with ifrss as adopted by the eu give a true 
and fair view of the assets liabilities ﬁnancial position and 
proﬁt of the group 
  the financial review and principal risks and uncertainties 
sections include a fair review of the development and 
performance of the business and the position of the group 
together with a description of the principal risks and 
uncertainties that it faces
  so far as the directors are aware there is no relevant audit 
information of which the company’s auditors are unaware 
and
  they have taken all the steps that they ought to have taken as 
directors in order to make themselves aware of any relevant 
audit information and to establish that the company’s 
auditors are aware of that information
financial statements
misys leading technology and innovation 
74 annual report 2011 independent auditors’ report to the members of misys plc 
introduction 
we have audited the group ﬁnancial statements of misys plc 
for the year ended 31 may 2011 which comprise the 
consolidated income statement the consolidated statement  
of comprehensive income the consolidated statement of  
cash ﬂows the consolidated balance sheet the consolidated 
statement of changes in equity the accounting policies and the 
related notes 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 
respective responsibilities of directors and auditors 
as explained more fully in the directors’ responsibilities 
statement set out on page 74 the directors are responsible for 
the preparation of the group 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 group 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 
this report including the opinions has been prepared for and 
only for the company’s members as a body in accordance 
with chapter 3 of part 16 of the companies act 2006 and for 
no other purpose we do not in giving these opinions accept 
or assume responsibility for any other purpose or to any other 
person to whom this report is shown or into whose hands it 
may come save where expressly agreed by our prior consent 
in writing
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 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 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 group ﬁnancial statements 
  give a true and fair view of the state of the group’s affairs as 
at 31 may 2011 and of its proﬁt and cash ﬂows for the year 
then ended 
  have been properly prepared in accordance with ifrss as 
adopted by the european union and 
  have been prepared in accordance with the requirements of 
the companies act 2006 and article 4 of the las regulation 
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 group ﬁnancial statements 
are prepared is consistent with the group ﬁnancial statements
matters on which we are required to report by exception
we have nothing to report in respect of the following
under the companies act 2006 we are required to report to 
you if in our opinion 
  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
under the listing rules we are required to review 
  the directors’ statement set out on page 74 in relation  
to going concern
  the part of the corporate governance statement relating to 
the company’s compliance with the nine provisions of the 
june 2008 combined code speciﬁed for our review and
  certain elements of the report to shareholders by the board 
on directors’ remuneration
other matter
we have reported separately on the parent company ﬁnancial 
statements of misys plc for the year ended 31 may 2011 and 
on the information in the directors’ remuneration report that  
is described as having been audited
giles hannam senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
london
28 july 2011
financial statements
misys leading technology and innovation
annual report 2011 75 all ﬁgures in £ millions note 2011 2010
continuing operations
revenue 1 3700 3419
adjusted operating proﬁt before 1 719 636
  – amortisation of acquired intangibles 1 106 10
  – losses gains on embedded derivatives 1 40 15
  – translation exchange differences recycled from reserves 1 – 20
operating proﬁt before exceptional items 573 621
exceptional gains – 52
exceptional losses 210 136
net exceptional items 2 210 84
operating proﬁt 1 363 537
finance costs 105 104
exceptional ﬁnance income 2 48 14
finance income 16 03
net ﬁnance costs 7 41 87
proﬁt before taxation 322 450
taxation before exceptional items 8 115 125
taxation on exceptional items and exceptional ﬁnance income 2 42 28
exceptional tax credit charge 2 94 108
taxation 8 21 205
proﬁt after taxation from continuing operations 343 245
discontinued operation
proﬁt after taxation and before exceptional items 78 432
exceptional items after taxation 2 6069 63
proﬁt after taxation from discontinued operation 3 6147 369
proﬁt for the year 6490 614
proﬁt for the year – attributable to equity holders of misys plc 6490 443
proﬁt for the year – attributable to non controlling interest – 17  1
pence pence
basic earnings per share 9 1463 84
diluted earnings per share 9 1432 82


all ﬁgures in £ millions note 2011 2010
proﬁt for the year 6490 614
other comprehensive income
– exchange difference on the translation of foreign operations 73 624
– actuarial losses recognised 27 09 13
– tax charge credit on items taken directly to equity 43 03
other comprehensive income for the period net of tax 125 614
total comprehensive income for the year 6365 1228
total comprehensive income attributable to
– equity holders of misys plc 6459 821
– non controlling interest 94 407
total income recognised in the year 6365 1228
financial statements
misys leading technology and innovation 
76 annual report 2011 all ﬁgures in £ millions note 2011 2010
operating activities
net cash ﬂow generated from operations 791 1687
net interest paid 10 39 106
net taxation paid 73 63
net cash ﬂow from operating activities 679 1518
investing activities
acquisitions and disposals of businesses 11 4645 29
expenditure on developed software 280 318
other capital expenditure and ﬁnancial investment 12 2151 109
net cash ﬂow from used in investing activities 6516 456
net cash ﬂow used in ﬁnancing activities 13 7715 662
decrease increase in cash and cash equivalents in the year 520 400
net cash and cash equivalents at the start of the year 1149 631
differences on exchange 61 118
net cash and cash equivalents at the end of the year 15 568 1149
all ﬁgures in £ millions 2011 2010
continuing operations
proﬁt after taxation 343 246
net ﬁnance costs 41 87
taxation credit charge 21 205
amortisation of other intangible assets 223 118
depreciation and impairment charge of property plant and equipment 65 45
sharebased payment charges 74 63
differences between pension charge and cash contributions 14 12
increase in trade and other receivables 60 128
decrease in trade and other payables and provisions 30 59
increase in deferred income 91 106
movement in derivative receivables and payables 41 16
other noncash movements 14 08
net cash ﬂow generated from continuing operations 795 67 1
discontinued operation
proﬁt after taxation 6147 368
net ﬁnance costs 01 10
taxation charge 39 228
amortisation of other intangible assets 50 196
depreciation and impairment charge of property plant and equipment 11 48
sharebased payment charges 23 120
net proﬁt on disposal of businesses 6038 –
loss on disposal of available for sale asset 13 –
proﬁt on disposal of available for sale asset 116 –
increase decrease in inventories 01 03
decrease increase in trade and other receivables 27 259
decrease increase in trade and other payables and provisions 45 189
decrease increase in deferred income 117 113
other noncash movements – 06
net cash ﬂow used in generated from discontinued operation 04 1016
net cash ﬂow generated from operations 791 1687
financial statements
misys leading technology and innovation
annual report 2011 77 all ﬁgures in £ millions note 2011 2010
non current assets
goodwill 16 2311 3155
other intangible assets 17 2759 2244
property plant and equipment 18 145 308
investments 19 55 7 1
trade and other receivables 20 87 16
derivative ﬁnancial instruments 23 20 49
deferred tax assets 25 356 195
5733 6038
current assets
inventories – 21
trade and other receivables 20 1344 2857
derivative ﬁnancial instruments 23 10 1 1
current tax asset – 50
cash and cash equivalents 15 568 1203
1922 4142
current liabilities
trade and other payables 21 888 1429
loans and overdrafts 22 179 463
derivative ﬁnancial instruments 23 16 07
current tax liabilities 243 312
provisions 24 80 77
deferred income 26 1053 1665
2459 3953
net current liabilities assets 537 189
total assets less current liabilities 5196 6227
non current liabilities
trade and other payables 21 39 59
loans and overdrafts 22 1331 731
derivative ﬁnancial instruments 23 23 20
deferred tax liabilities 25 276 111
provisions 24 113 180
deferred income 26 52 66
retirement beneﬁt obligations 27 62 43
1896 1210
net assets 3300 5017
equity
share capital 43 59
share premium account 127 1519
capital redemption reserve 1477 03
other reserves 32 1653 1938
shareholders funds 3300 3519
non controlling interest – 1498
total equity 3300 5017
approved by the board
mike lawrie
28 july 2011
financial statements
misys leading technology and innovation 
78 annual report 2011 all ﬁgures in £ millions
share
 capital
share
 premium
capital
 redemption
 reserve
other 
reserves
attributable
to the
owners of
the parent
non
 controlling
 interest
total 
equity
at 1 june 2010 59 1519 03 1938 3519 1498 5017
total comprehensive income for the year – – – 6459 6459 94 6365
shares issued in the year to  
 purchase sophis 01 55 – – 56 – 56
transactions with owners
share options settled from own shares – 10 – 61 71 – 71
business disposed – – – 399 399 1404 1803
convertible debt – equity component – – – 161 161 – 161
shares repurchased for cancellation 17 17 5250 5250 – 5250
b share scheme – shares issued 1457 1457 – – – – –
b share scheme – redemption of b shares 1118 – 1118 1056 1056 – 1056
b share scheme – dividends paid 339 339 339 339 339
expenses incurred on transactions  
 with owners – – – 55 55 – 55
sharebased payments – – – 97 97 – 97
deferred tax on sharebased payments – – – 36 36 – 36
at 31 may 2011 43 127 1477 1653 3300 – 3300
no ordinary shares were purchased by the misys employee share trust during the current or preceding year
for the year ended 31 may 2010
all ﬁgures in £ millions
share
 capital
share
 premium
capital
 redemption
 reserve
other 
reserves
attributable
to the
owners of
the parent
non
 controlling
 interest
total 
equity
at 1 june 2009 59 1519 03 852 2433 925 3358
total comprehensive income for the year – – – 821 821 407 1228
transactions with owners
shares options settled from own shares – – – 29 29 – 29
exercise of allscripts share options – – – – – 08 08
conversion of allscripts 35 senior  
 convertible debentures – – – 35 35 57 92
sharebased payments – – – 129 129 54 183
deferred tax on sharebased payments – – – 72 72 47 119
at 31 may 2010 59 1519 03 1938 3519 1498 5017
financial statements
misys leading technology and innovation
annual report 2011 79 the consolidated ﬁnancial statements have been prepared in 
accordance with international financial reporting standards 
ifrss and international financial reporting interpretations 
committee ifric interpretations as adopted by the european 
union eu and with those parts of the companies act 2006 
that are applicable to companies reporting under ifrs  
the group in addition to complying with its legal obligation  
to apply ifrss as adopted by the european union has also 
applied ifrss as issued by the international accounting 
standards board
going concern
as a result of the funding activities undertaken the group  
has improved both its shortterm and mediumterm liquidity 
position and diversiﬁed its funding sources through the 
issuance of a convertible bond interest cover and debt to 
ebitda ratios are comfortably within the targets set by the 
board and banking covenants the group’s forecasts and 
projections taking account of reasonable potential variations  
in trading performance show that the group should be able  
to operate within the level of its current ﬁnancing for the 
foreseeable future
after making enquiries the directors have a reasonable 
expectation that the group has adequate resources to 
continue in operational existence for the foreseeable future 
the group therefore continues to adopt the going concern 
basis in preparing its consolidated ﬁnancial statements
changes in accounting policy and disclosures
the group has adopted the following new and amended iass 
and ifrss as of 1 june 2010
–  ifrs 3 revised ‘business combinations’ and consequential 
amendments to ias 27  ‘consolidated and separate ﬁnancial 
statements’ ias 28 ‘investments in associates’ and ias 31 
‘interests in joint ventures’ are effective prospectively to 
business combinations for which the acquisition date is on  
or after the beginning of the ﬁrst annual reporting period 
beginning on or after 1 july 2009
the revised standard continues to apply the acquisition 
method to business combinations but with some signiﬁcant 
changes compared with ifrs 3 for example all payments  
to purchase a business are recorded at fair value at the 
acquisition date with contingent payments classiﬁed as debt 
subsequently remeasured through the income statement 
there is a choice on an acquisitionbyacquisition basis to 
measure the noncontrolling interest in the acquiree either at 
fair value or at the noncontrolling interest’s proportionate share 
of the acquiree’s net assets all acquisitionrelated costs are 
expensed
the revised standard was applied to the acquisition of the 
controlling interest in sophis management gp luxembourg 
sarl and sophis holding gp luxembourg sarl together 
‘sophis’ on 28 february 2011 acquisitionrelated costs  
of £77m have been expensed in the consolidated income 
statement which previously would have been included in  
the consideration for the business combination see note 16 
for further details of the business combination that occurred  
in 2011
–  ias 27 revised requires the effects of all transactions with 
noncontrolling interests to be recorded in equity if there is  
no change in control and these transactions will no longer 
result in goodwill or gains and losses the standard also 
speciﬁes the accounting when control is lost any remaining 
interest in the entity is remeasured to fair value and a gain or 
loss is recognised in proﬁt or loss
the following ifrss and ifric interpretations and 
amendments have been adopted by the group but none had 
any material impact on the group results or ﬁnancial position
–  annual improvements to ifrss 2009 and 2010 –  
as required by the amendments to ias 21 ‘the effects of 
changes in foreign exchange rates’ the group has opted  
to recycle cumulative translation reserves arising from 
differences on quasiequity longterm intragroup loans  
on loss of control of subsidiaries
– amendment to ias 32 ‘classiﬁcation of right issues’
– amendment to ias 36 ‘impairment of assets’
–  amendment to ias 39 ‘financial instruments recognition 
and measurement’ on eligible hedged items 
–  amendment to ifrs 2 ‘share based payments –  
group cashsettled sharebased payment transactions’ 
effective 1 january 2010
–  ifric 17 ‘distribution of noncash assets to owners’
the following new standards interpretations and amendments 
to existing standards have been published and are mandatory 
for the group’s accounting periods beginning on or after  
1 january 2011 or later periods but the group has not early 
adopted them
–  ifrs 9 ‘financial instruments’ not yet endorsed by the eu 
–  ifrs 10 ‘consolidated ﬁnancial statements’ not yet 
endorsed by the eu
–  ifrs 11 ‘joint arrangements’ not yet endorsed by the eu
–  ifrs 12 ‘disclosure of involvement with other entities’  
not yet endorsed by the eu
–  ifrs 13 ‘fair value measurement’ not yet endorsed by  
the eu
–  ias 24 revised ‘related party disclosures’
–  ias 27 further revision ‘separate ﬁnancial statements’  
not yet endorsed by the eu
–  ias 28 further revision ‘investment in associates and joint 
ventures not yet endorsed by the eu
–  ifric 14 ‘prepayments of a minimum funding requirement’
–  ifric 19 ‘extinguishing ﬁnancial liabilities with equity 
instruments’
the group has undertaken an initial review of the impact of 
these new standards interpretations and amendments and 
has concluded that they are unlikely to be material
financial statements
misys leading technology and innovation 
80 annual report 2011 a summary of the group’s accounting policies is given below
accounting convention
the consolidated ﬁnancial information has been prepared 
under the historical cost convention except for certain  
items which are measured at fair value as disclosed in the 
accounting policies below these accounting policies have 
been consistently applied to all the years presented unless 
otherwise stated
basis of consolidation
the group’s ﬁnancial statements consolidate the ﬁnancial 
statements of misys plc the ‘company’ and its subsidiary 
undertakings on acquisition the assets liabilities and 
contingent liabilities of a subsidiary are measured at their  
fair value at the date of acquisition
the group uses the acquisition method of accounting to 
account for business combinations the consideration 
transferred for the acquisition of a subsidiary is the fair value  
of the assets transferred the liabilities incurred and the equity 
interests issued by the group the consideration transferred 
includes the fair value of any asset or liability resulting from  
a contingent consideration arrangement acquisitionrelated 
costs are expensed as incurred identiﬁable assets acquired 
and liabilities and contingent liabilities assumed in a business 
combination are measured initially at their fair values at the 
acquisition date on an acquisitionbyacquisition basis the 
group recognises any noncontrolling interest in the acquiree 
either at fair value or at the noncontrolling interest’s 
proportionate share of the acquiree’s net assets
the excess of the consideration transferred the amount of any 
noncontrolling interest in the acquiree and the acquisition date 
fair value of any previous equity interest in the acquiree over  
the fair value of the group’s share of the identiﬁable net assets 
acquired is recorded as goodwill if this is less than the fair 
value of the net assets of the subsidiary acquired in the case of 
a bargain purchase the difference is recognised directly in the 
statement of comprehensive income prior to the adoption of 
ifrs goodwill arising on acquisition was taken to reserves in 
accordance with uk gaap  
subsidiary undertakings acquired during the period  
are included in the ﬁnancial statements from the date  
of acquisition subsidiary undertakings disposed of are 
included in the ﬁnancial statements up to the date of  
disposal accordingly the consolidated income statement  
the consolidated statement of comprehensive income and  
the consolidated statement of cash ﬂow include the results  
and cash ﬂows for the period of ownership
subsidiaries are all entities over which the group has the 
power to govern the ﬁnancial and operating policies generally 
accompanying a shareholding of more than one half of the 
voting rights the existence and effect of potential voting rights 
that are currently exercisable or convertible are considered 
when assessing whether the group controls another entity
intercompany transactions balances and unrealised gains  
on transactions between group companies are eliminated 
unrealised losses are also eliminated but considered as an 
impairment indicator of the asset transferred accounting 
policies of subsidiaries have been changed where necessary 
to ensure consistency with the policies adopted by the group
critical accounting estimates and judgements
estimates and judgements are continually evaluated and are 
based on historical experience and other factors including 
expectation of future events that are believed to be reasonable 
under the circumstances due to inherent uncertainty involved 
in making estimates and assumptions actual outcomes could 
differ from those assumptions and estimates the critical 
judgements that have been made in arriving at the amounts 
recognised in the group’s ﬁnancial statements and the key 
sources of estimation uncertainty that have a signiﬁcant risk of 
causing a material adjustment to the carrying values of assets 
and liabilities within the next ﬁnancial year are discussed below
revenue recognition
the recognition of initial licence fees is dependent upon  
there being no signiﬁcant vendor obligations outstanding 
management exercises judgement in assessing whether such 
obligations are signiﬁcant and if necessary the value of the 
revenue to be deferred
the revenue and proﬁt of ﬁxed price global services contracts 
is recognised on a percentage of completion basis when the 
outcome of a contract can be estimated reliably management 
exercises judgement in determining whether a contract’s 
outcome can be estimated reliably management also makes 
some estimates in the calculation of future contract costs fair 
values of contracts the value of discounts given the value of 
upgrade clauses in contracts which are used in determining 
the value of amounts recoverable on contracts and timing of 
revenue recognition estimates are continually revised based 
on changes in the facts relating to each contract
impairment of goodwill and intangible assets 
goodwill is reviewed annually for impairment and other 
intangible assets are reviewed for impairment whenever events 
or changes in circumstances indicate that the carrying amount 
may not be recoverable an impairment review requires an 
estimate to be made of the ‘value in use’ or the ‘fair value less 
costs to sell’ as appropriate the value in use calculation 
includes estimates about the future ﬁnancial performance of 
the cash generating units including management’s estimates 
of longterm operating margins and longterm growth rates
capitalisation of development costs
expenditure on developed software is capitalised when the 
group is able to demonstrate all of the following the technical 
feasibility of the resulting asset the ability and intention to 
complete the development and use or sell it how the asset  
will generate probable future economic beneﬁts and the ability 
to measure reliably the expenditure attributable to the asset 
during its development management estimates the future 
sales and longterm operating margins of the asset
financial statements
misys leading technology and innovation
annual report 2011 81 onerous property contracts
property provisions require an estimate to be made of the  
net present value of the future costs of vacant and sublet 
properties the calculation includes estimates of future cost 
involved including management’s estimates of the longterm 
letting potential of the properties
taxation
the group is subject to income taxes in numerous 
jurisdictions management is required to exercise signiﬁcant 
judgement in determining the worldwide provision for income 
taxes certain transactions require the use of estimates and 
judgements to determine the ﬁnancial effect where the ultimate 
tax determination is uncertain when the ﬁnal outcome of such 
matters is different or expected to be different from previous 
estimates such differences will impact income tax in the 
period in which the determination is made
the group recognises deferred tax assets on temporary 
differences where it is probable that future proﬁts will be 
available against which the deferred tax asset can be utilised 
where the future results differ from expectations such 
differences will impact the deferred tax asset recognised  
in the period in which the determination is made
segmental reporting
the group’s segmental analysis is by business sector which 
reﬂects the basis on which operations are reported to the  
chief operating decision maker the business sectors are 
deﬁned by distinctly separate product offerings or markets 
segment results assets and liabilities include items directly 
attributable to a segment as well as those that can be  
allocated on a reasonable basis
revenue recognition
revenue represents the fair value of consideration received  
or receivable from clients for goods and services provided  
by the group net of discounts and sales taxes revenue is 
recognised when a valid contract exists delivery to a customer 
has occurred with no signiﬁcant vendor obligations remaining 
and where the collection of the resulting receivable is 
considered probable
where these circumstances exist but no invoice to the 
customer has been raised under the terms of the contracts 
revenue is recognised as normal but the corresponding 
receivable is shown as accrued income on the balance sheet
initial licence fees ‘ilf’ are the revenue generated when misys 
sells the right to use a software product including signiﬁcant 
upgrades and when a fee is payable for a signiﬁcant variation 
of an existing product ilf from sales of standard unmodiﬁed 
software are recognised when a valid contract exists delivery 
to a customer has occurred with no signiﬁcant vendor 
obligations remaining and where the collection of the resulting 
receivable is considered probable in instances where a 
signiﬁcant vendor obligation exists revenue recognition is 
delayed until the obligation has been satisﬁed no revenue is 
recognised for multiple deliveries or multiple element products 
if an element of the contract remains undelivered and is 
essential to the functionality of the elements already delivered
licence and installation fees from sales of standard software 
sold on an application service provider asp model are 
recognised over the expected life of the contract
revenue from global services such as implementation training 
and consultancy is recognised as the services are performed 
in certain circumstances the percentage of completion 
method is used to determine the degree of completion of  
a contract this involves a comparison of the costs incurred  
on the contract to date with the total expected costs of  
the contract losses on contracts are recognised as soon  
as a loss is foreseen by reference to the estimated costs  
of completion
initial licence fees on sales of bespoke or heavily customised 
software together with revenue from the associated 
professional services contract are recognised on a percentage 
of completion basis over the period from the commencement 
of performance on the contract to customer acceptance 
maintenance fees are recognised rateably over the period  
of the contract revenue from electronic data interchange 
edi and remote processing services transaction processing 
is recognised as the services are performed 
share incentive schemes
the group operates several equitysettled sharebased 
compensation plans the fair value of the employee services 
received in exchange for the grant of the options is recognised 
as an expense
the total amount to be expensed over the vesting period is 
determined by reference to the fair value of the options 
granted excluding the impact of any nonmarket vesting 
conditions for example proﬁtability and sales growth targets 
nonmarket vesting conditions are included in assumptions 
about the number of options that are expected to become 
exercisable
at each balance sheet date a revised estimate is made of the 
number of options that are expected to become exercisable  
if the revised estimate differs from the original estimate the 
charge to the income statement is adjusted over the remaining 
vesting period of the options
the social security contributions payable in connection with  
the grant of the share options is considered an integral part of 
the grant itself and the charge will be treated as a cashsettled 
transaction
pensions
the group operates a number of deﬁned contribution pension 
schemes covering the majority of its employees the costs of 
these pension schemes are charged to the income statement 
as incurred in addition the group has a closed funded deﬁned 
beneﬁt pension scheme in the uk as well as a number of  
other smaller deﬁned beneﬁt arrangements outside the uk
the remaining active members of the closed uk deﬁned 
beneﬁt scheme now contribute to a deﬁned contribution 
section of the scheme and do not accrue further beneﬁts 
under the deﬁned beneﬁt scheme full independent actuarial 
valuations are carried out on a regular basis and updated to 
each balance sheet date the assets of the schemes are held 
separately from those of the group
pension scheme assets are measured using bid market values
financial statements
misys leading technology and innovation 
82 annual report 2011 pension scheme liabilities are measured using a projected  
unit method and discounted at the current rate of return on  
a high quality corporate bond of equivalent term and currency 
to the liability the pension scheme surplus to the extent that  
it is recoverable or deﬁcit is recognised in full on the balance 
sheet any current or past service cost is recognised in the 
income statement the net of the expected increase in the 
present value of the schemes’ liabilities and the group’s 
longterm expected return on its schemes’ assets are included 
in the income statement
any difference arising from experience or assumption changes 
and differences between the expected return on assets  
and those actually achieved are charged or credited to  
the statement of comprehensive income and expense  
as they arise
leases
leases are classiﬁed as ﬁnance leases whenever the terms  
of the lease transfer substantially all the risks and rewards  
of ownership to the lessee all other leases are classiﬁed  
as operating leases
property plant and equipment held under ﬁnance leases is 
capitalised in the balance sheet at the lower of cost or present 
value of the minimum lease payments and is depreciated over 
its useful life the capital elements of future obligations under 
leases are included as liabilities in the balance sheet
lease payments are apportioned between ﬁnance charges 
and reduction of the lease obligation so as to achieve a 
constant rate of return on the remaining balance of the liability
rentals paid under operating leases are charged to income  
on a straight line basis over the lease term
taxation
taxation comprises the amount chargeable on the proﬁts for 
the period together with deferred taxation deferred taxation  
is recognised using the liability method in respect of all 
temporary differences that have originated but not reversed  
at the balance sheet date where transactions or events have 
occurred at that date that may result in an obligation to pay 
more or a right to pay less tax in the future
deferred tax assets are recognised only to the extent that it is 
probable that there will be sufﬁcient taxable proﬁts from which 
the underlying temporary differences can be deducted or 
where there are deferred tax liabilities against which the assets 
can be recovered
deferred tax is measured on an undiscounted basis at the tax 
rates that are expected to apply in the periods in which the 
related deferred tax asset is realised or the deferred tax liability 
is settled based on tax rates and laws enacted or substantively 
enacted at the balance sheet date
the carrying amount of deferred tax assets is reviewed at 
each balance sheet date and are reduced to the extent that  
it is no longer probable that sufﬁcient proﬁts will be available 
unrecognised deferred tax assets are reassessed at each 
balance sheet date and are recognised to the extent that it is 
probable that future proﬁts will allow the deferred tax asset  
to be recovered 
current and deferred tax is recognised in the income 
statement except when the tax relates to items charged 
 or credited directly to equity in which case the tax is also 
recognised in equity
foreign currencies
items included in the ﬁnancial statements of group companies 
are measured using the currency of the primary economic 
environment in which each entity operates their functional 
currency the consolidated ﬁnancial statements are presented 
in sterling 
each subsidiary translates foreign currency transactions into  
its own functional currency at rates ruling at the date of each 
transaction foreign currency monetary assets and liabilities 
are retranslated at rates ruling at the balance sheet date and 
currency translation differences are recognised in the income 
statement
on consolidation the results of overseas operations are 
translated to sterling at the average exchange rate for the 
period assets and liabilities of overseas operations are 
translated at exchange rates prevailing on the balance sheet 
date the currency translation differences arising on both 
elements are recognised in the translation reserve
exchange gains and losses on foreign currency borrowings 
used to ﬁnance an equity investment in an overseas operation 
are offset in reserves against the exchange differences arising 
on the retranslation of the net investment up to the level of  
the investment the exchange differences on any ineffective 
portion are recognised in the income statement cumulative 
translation reserves are recycled to the income statement on 
loss of control of subsidiaries
goodwill and fair value adjustments arising on the acquisition 
of a foreign entity are treated as assets and liabilities of the 
foreign entity and translated at the closing rate
when a foreign operation is disposed of the cumulative 
translation differences that relate to it including changes to any 
longterm intragroup borrowing are removed from equity and 
recognised in the income statement as part of the gain or loss 
on disposal
the group hedges its exposure to certain foreign exchange 
risks using derivatives and foreign currency borrowings 
details of the accounting policies in respect of these items  
are given in the derivative ﬁnancial instruments and hedge 
accounting section
business combinations
goodwill represents the excess of the cost of an acquisition 
over the fair value of the group’s share of the net identiﬁable 
assets of the acquired subsidiary at the date of acquisition
goodwill is recognised as an intangible asset it is not 
amortised but is reviewed for impairment annually and 
whenever there is a potential indicator of impairment  
any impairment is recognised immediately in the income 
statement and is not subsequently reversed
financial statements
misys leading technology and innovation
annual report 2011 83 on acquisition speciﬁc intangible assets are identiﬁed and 
recognised separately from goodwill and then amortised over 
their estimated useful lives these include such items as brand 
names customer relationships and complete technology  
to which value is ﬁrst attributed at the time of acquisition the 
capitalisation of these assets and related amortisation charges 
are based on judgments about the value and economic life  
of such items these economic lives for intangible assets  
are estimated at between four and ﬁfteen years for acquisition 
intangibles 
on the disposal of a previously acquired subsidiary the 
attributable amount of goodwill is included in the determination 
of the gain or loss on disposal
transaction costs
acquisitionrelated costs are expensed as incurred 
contingent consideration
where part or the entire amount of purchase consideration  
is contingent on future events it is classiﬁed as debt  
and recognised at fair value at acquisition date this is 
subsequently remeasured through the income statement
discontinued operations and assets held for sale
where the group expects to recover the carrying amount of a 
group of assets through a sale transaction rather than through 
continuing use and a sale is considered highly probable at the 
balance sheet date the assets are classiﬁed as held for sale 
and measured at lower of cost and fair value less costs to sell 
no depreciation or amortisation is charged in respect of non 
current assets classiﬁed as held for sale
if the group of assets constitutes a separate major line  
of business it is classiﬁed as a discontinued operation 
other intangible assets and research and development 
expenditure
research expenditure including the cost of inhouse software 
research is expensed in the period in which it is incurred
expenditure on developed software is capitalised when the 
group is able to demonstrate all of the following the technical 
feasibility of the resulting asset the ability and intention to 
complete the development and use or sell it how the asset  
will generate probable future economic beneﬁts and the ability 
to measure reliably the expenditure attributable to the asset 
during its development
development costs which do not meet these criteria are 
recognised in the income statement as incurred and are not 
subsequently capitalised 
capitalised expenditure on developed software is amortised 
over its useful economic life in line with expected future 
economic beneﬁts once the related software product is 
available for use
intangible assets purchased separately such as software 
licences that do not form an integral part of related hardware 
are capitalised at cost and amortised over their useful 
economic lives intangible assets acquired through a business 
combination are initially measured at fair value and amortised 
on a systematic basis that reﬂects the pattern of beneﬁts 
expected over their useful economic lives if the pattern of 
future beneﬁts cannot be determined reliably the intangible 
assets are amortised on a straight line basis the amortisation 
period is reviewed annually
estimated useful lives by major class of assets are as follows
acquired intangibles 415 years
developed software 37 years
third party software 37 years
property plant and equipment
property plant and equipment is stated at cost less 
accumulated depreciation cost includes the original purchase 
price of the asset and the cost attributable to bringing the asset 
to its working condition for its intended use depreciation is 
calculated on a straight line basis so as to write off the cost 
less estimated residual value of each asset over its expected 
useful life 
the residual values and useful economic lives of property plant 
and equipment are reviewed annually the useful lives by major 
class of asset applied from the date of purchase are
leasehold improvements 
515 years or the period of 
the lease if shorter
computer and other equipment 410 years
impairment of assets
assets that are subject to depreciation or amortisation are 
reviewed for impairment whenever events or changes in 
circumstances indicate that the carrying amount may not  
be recoverable and at each reporting date
goodwill and developed software not yet brought into use  
are reviewed for impairment annually an impairment loss  
is recognised for the amount by which the asset’s carrying 
amount exceeds its recoverable amount the recoverable 
amount is the higher of an asset’s fair value less costs to sell 
and its value in use
for the purposes of assessing impairment assets are grouped 
at the lowest levels for which there are separately identiﬁable 
cash ﬂows cash generating units
an asset is derecognised upon disposal or when no future 
economic beneﬁts are expected from its future use or disposal
any gain or loss arising on derecognition of the asset is 
included in the income statement in the year the asset is 
derecognised
financial statements
misys leading technology and innovation 
84 annual report 2011 financial assets
financial assets are classiﬁed in the following categories  
‘at fair value through proﬁt or loss’ ‘loans and receivables’  
and ‘available for sale’
‘financial assets at fair value through proﬁt or loss’ are ﬁnancial 
assets held for trading derivatives are also classiﬁed as held 
for trading unless they are designated as hedges gains and 
losses arising from changes in fair value of ‘ﬁnancial assets  
at fair value through proﬁt or loss’ are included in the income 
statement in the period in which they arise financial assets  
at fair value through proﬁt or loss are subsequently held at  
fair value 
‘loans and receivables’ are nonderivative ﬁnancial assets  
with ﬁxed or determinable payments that are not quoted in  
an active market and are carried at amortised cost 
‘available for sale’ ﬁnancial assets are measured at fair value 
unrealised gains and losses are recognised in equity except  
for impairment losses interest and dividends arising from  
those assets which are recognised in the consolidated  
income statement
trade and other receivables
trade receivables are recognised initially at fair value and 
subsequently measured at amortised cost using the effective 
interest method less provision for impairment 
where there is objective evidence that there is an impairment 
loss the amount of loss is measured as the difference between 
the carrying amount and the present value of the estimated 
future cash ﬂows discounted at the effective interest rate  
the amount of loss is recognised in the income statement 
within administrative and other operating charges the carrying 
amount of a receivable is reduced by appropriate allowances 
for estimated irrecoverable amounts through the use of an 
allowance account for trade receivables amounts charged  
to the allowance account are written off when there is no 
expectation of further recovery subsequent recoveries  
of amounts previously written off are credited against 
administrative and other operating charges in the income 
statement 
investments
equity instruments that do not have a quoted market price  
in an active market and whose fair value cannot be reliably 
measured are stated at cost subject to review for impairment
 
financial liabilities and equity
financial 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
trade payables
trade payables are recognised initially at fair value and 
subsequently measured at amortised cost using the effective 
interest method 
bank loans and overdrafts
bank loans and overdrafts are initially recognised at fair  
value less directly attributable transaction costs and are 
subsequently measured at amortised cost using the effective 
interest rate method the difference between the proceeds  
net of transaction costs and the redemption value is 
recognised in the income statement within ﬁnance costs  
over the period of the borrowings borrowings are classiﬁed  
as current liabilities unless the group has an unconditional right 
to defer settlement of the liability for at least 12 months after 
the balance sheet date
equity instruments
ordinary shares are classiﬁed as equity incremental costs 
directly attributable to the issue of new shares or options are 
shown in equity as a deduction net of tax from the proceeds 
where any group company purchases the company’s equity 
share capital treasury shares the consideration paid including 
any directly attributable costs net of income taxes is deducted 
from equity attributable to the company’s equity holders until 
the shares are cancelled or reissued 
derivative ﬁnancial instruments and hedge accounting
derivative ﬁnancial instruments are initially recognised at  
fair value on the date a derivative is entered into and are 
subsequently remeasured at fair value the method of 
recognising the resulting gain or loss depends on whether the 
derivative is designated as a hedging instrument and if so the 
nature of the item being hedged changes in the fair value of 
derivative ﬁnancial instruments where they are not designated 
as hedging instruments are recognised in the income 
statement as operating costs
certain ﬁnancial assets and liabilities which are denominated 
in currencies other than those of the functional currencies of 
the entities concerned are hedged using forward currency 
contracts gains and losses on these contracts are recorded  
in operating costs together with offsetting gains and losses on 
the underlying items 
expected future nonsterling cash ﬂows of the group are also 
hedged with forward currency contracts hedge accounting  
is not applied and the gains and losses are recorded in the 
income statement under ﬁnance incomecost 
hedge accounting
the business activities of the group expose it to ﬁnancial risks 
that arise from changes in both foreign exchange rates and 
interest rates the group uses forward currency contracts and 
interest rate swaps to hedge these exposures in accordance 
with its treasury policy the group does not enter into 
derivatives for speculative purposes
the group designates certain derivatives as either
a  hedges of the fair value of recognised assets or liabilities  
or a ﬁrm commitment fair value hedges
b  hedges of a particular risk associated with a recognised 
asset or liability or a highly probable forecast transaction  
cash ﬂow hedge or
c  hedges of a net investment in a foreign operation 
financial statements
misys leading technology and innovation
annual report 2011 85 changes in the fair value of derivative ﬁnancial instruments that 
are designated and effective as hedges of future cash ﬂows  
are recognised directly in equity and any ineffective portion is 
recognised immediately in the income statement 
if the item being hedged is a nonﬁnancial asset or liability the 
gains or losses on the associated derivative that had previously 
been recognised in equity are included in the measurement of 
the asset or liability at the time it is recognised
conversely if the item being hedged is a ﬁnancial asset or 
liability any amounts arising from changes in fair value that are 
deferred in equity are subsequently recognised in the income 
statement in the same accounting period in which the hedged 
item affects net income
hedge accounting of a transaction is discontinued when the 
hedging instrument is sold terminated or exercised or when 
the hedging instrument no longer qualiﬁes for hedge 
accounting
under these circumstances any cumulative gain or loss on  
the hedging instrument which has already been recognised  
in equity is retained in equity until the transaction occurs 
however if a hedged transaction is no longer expected to 
occur any net cumulative gain or loss that has already been 
recognised in equity is immediately transferred to the income 
statement
embedded derivatives
certain longterm software licensing contracts are priced in 
currencies usually us dollars sterling or euros which are  
not the functional currencies of the entities entering into the 
contracts under ias 39 such contracts are considered to 
contain an embedded foreign currency derivative which must 
be extracted from the host contract and measured separately 
at each balance sheet date except where the currency of the 
contract is recognised as a common means of exchange in the 
country concerned gains or losses on these derivatives are 
charged or credited to the income statement the contracts 
are generally of up to 10 years’ duration and this is therefore 
the period over which the assets and liabilities recognised in 
the balance sheet are expected to crystallise
quasiequity loans
intercompany loans which are considered to be part of the 
longterm capital structure of subsidiary undertakings are 
deemed to be quasiequity loans as allowed by ias 21  
foreign exchange gains and losses on these loans are taken  
to reserves if the subsidiary undertaking is subsequently sold 
cumulative gains or losses taken to reserves are recycled to  
the income statement as part of the proﬁt or loss on disposal
research and development tax credits
research and development tax credits are claimed against 
qualifying development spend in certain territories these  
are recognised on an accruals basis in line with the related 
development costs as permissible under ias 20 the income 
statement impact of the credits is offset against development 
costs
provisions
provisions are recognised when the group has a present legal 
or constructive obligation as a result of past events and it is 
probable that an outﬂow of resources will be required to settle 
the obligation and if this amount is capable of being reliably 
estimated if such an obligation is not capable of being reliably 
estimated no provision is recognised and the item is disclosed 
as a contingent liability where material
onerous property contracts
provision for onerous lease commitments on property 
contracts is based on an estimate of the net unavoidable lease 
and other payments in respect of these properties including 
dilapidation costs these comprise rental and other property 
costs payable plus any termination costs less any income 
expected to be derived from the properties being sublet the 
provisions are discounted at an appropriate rate to take into 
account the effect of the time value of money
exceptional items
where certain expense or revenue items recorded in a period 
are material by their nature size or incidence these are 
disclosed as exceptional within a separate line on the income 
statement examples of items classiﬁed as ‘exceptional’ 
include 
a  proﬁt or loss on the disposal of a business
b  restructuring costs including those associated with the 
turnaround programme
c  acquisition integration costs and
d  transaction costs relating to business combinations  
or disposals
cash and cash equivalents
cash and cash equivalents include cash held at bank and in 
hand together with shortterm highly liquid investments with  
an original maturity of less than three months that are readily 
convertible to known amounts of cash and subject to an 
insigniﬁcant change in value
financial statements
misys leading technology and innovation 
86 annual report 2011 1 segmental analysis
operating segments are reported in a manner consistent with the internal reporting to the chief operating decision maker 
‘codm’ the codm has been identiﬁed as the misys operations team comprising the group chief executive chief financial 
ofﬁcer and all executive vice presidents the misys operations team is responsible for resource allocation and assessing the 
performance of the operating segments the operating segments are deﬁned by distinctly separate product offerings or markets 
the operating segments consist of banking treasury  capital markets tcm misys sophis and open source the corporate 
 other category includes open source and corporate costs as these operations are not reportable segments as required to be 
disclosed under ifrs 8 global services is considered as a horizontal function with performance assessed by the codm in each 
of the deﬁned operating segments
allscripts was previously reported as an operating segment but was disposed of in the year and hence is now reported under 
discontinued operation similarly misys sophis has been reported as a new segment after its acquisition from 1 march 2011
certain costs within the corporate  other segment are allocated to the other reportable segments based on revenue
revenue operating proﬁt loss by business
all ﬁgures in £ millions banking tcm
misys
sophis
corporate 
 other
2011
total
revenue 1674 1849 168 09 3700
adjusted operating proﬁt 356 426 56 119 719
amortisation of acquired intangibles 08 05 93 – 106
losses on embedded derivatives 38 02 – – 40
operating proﬁt loss before exceptional items 310 419 37 119 573
exceptional items 11 45 46 108 210
operating proﬁt loss 299 374 83 227 363
exceptional ﬁnance income 48
net ﬁnance costs 89
proﬁt before taxation 322
taxation before exceptional items 115
taxation on exceptional items and exceptional ﬁnance income 42
exceptional tax credit 94
taxation 21
proﬁt for the period from continuing operations 343
proﬁt for the period from discontinued operation 6147
proﬁt for the year 6490
financial statements
misys leading technology and innovation
annual report 2011 87 1 segmental analysis continued
all ﬁgures in £ millions banking tcm
misys
sophis
corporate 
 other
2010
total
revenue 1617 1795 – 07 3419
adjusted operating proﬁt 323 420 – 107 636
amortisation of acquired intangibles 10 – – – 10
gains on embedded derivatives 14 01 – – 15
translation exchange differences recycled from reserves – – – 20 20
operating proﬁt loss before exceptional items 327 421 – 127 621
exceptional items 14 – – 70 84
operating proﬁt loss 313 421 – 197 537
exceptional ﬁnance income 14
net ﬁnance costs 101
proﬁt before taxation 450
taxation before exceptional items 125
taxation on exceptional items and exceptional ﬁnance cost 28
exceptional tax charge 108
taxation 205
proﬁt for the year from continuing operations 245
proﬁt for the year from discontinued operation 369
proﬁt for the year 614
excluded from the above are the following items relating to the discontinued operation allscripts revenue £1017m 2010 
£4404m operating proﬁt before exceptional items £125m 2010 £687m and proﬁt before tax £6186m 2010 £597m
all revenue is derived from external customers no individual customer contributed more than 10 of total group revenue in the 
current or prior year
revenue
the table below gives a list of the revenue streams by segment
all ﬁgures in  
£ millions banking tcm
misys
sophis
corporate 
 other
2011
total banking tcm
corporate 
 other
2010
total
initial licence 
fees 480 481 60 – 1021 403 513 – 916
asp 
subscriptions 
revenue 01 30 22 01 54 02 35 – 37
maintenance 838 763 57 02 1660 847 763 – 1610
transaction 
processing – 108 – – 108 –102 – 102
global services 355 467 29 06 857 365 382 07 754
167 4 1849 168 09 3700 1617 1795 07 3419
sophis was acquired on 28 february 2011 and so contributed no revenue in the preceding year
financial statements
misys leading technology and innovation 
88 annual report 2011 other segmental information
all ﬁgures in £ millions banking tcm
misys
sophis
corporate 
 other
continuing
 operations
discontinued
 operation
2011
total
net assets liabilities
assets 1290 1210 4152 1003 7655 – 7655
liabilities 1001 986 241 2127 4355 – 4355
289 224 3911 1124 3300 – 3300
capital investment
goodwill and acquired intangibles 05 20 3897 09 3913 – 3913
developed software 134 72 11 03 214 66 280
other 22 30 02 04 58 19 77
16 1 122 3910 08 4185 85 4270
depreciation amortisation impairment 
 and derecognition
acquired intangibles 08 05 93 – 106 35 141
developed software 55 36 05 01 97 11 108
other 34 27 05 19 85 15 100
97 68 103 20 288 61 349
sharebased payment charge 32 19 01 46 98 23 121
employees average number 2075 1285 100 307 3767 640 4407
all ﬁgures in £ millions banking tcm
misys
sophis
corporate 
 other
continuing
 operations
discontinued
 operation
2010
total
net assets liabilities
assets 1 18 1 137 3 – 513 3067 71 13 10180
liabilities 1030 87 3 – 1691 3594 1569 5163
151 500 – 11 7 8 527 5544 5017
capital investment
developed software 116 65 – 03 184 134 318
other 17 1 1 – 16 44 105 149
133 7 6 – 19 228 239 467
depreciation amortisation impairment  
 and derecognition
acquired intangibles 10 – – – 10 148 158
developed software 50 39 – – 89 30 119
other 32 26 – 08 66 70 136
92 65 – 08 165 248 413
sharebased payment charge 10 10 – 40 60 137 197
employees average number 1525 1029 – 1164 3718 2412 6130
capital investment comprises expenditure on investments goodwill other intangible assets and property plant and equipment
banking and tcm assets consist primarily of goodwill other intangible assets property plant and equipment and trade and other 
receivables and exclude cash balances corporation tax recoverable and deferred tax assets which are included within corporate as 
these are managed centrally misys sophis assets include all of the above items including cash and taxation assets
banking and tcm liabilities consist primarily of trade and other payables and provisions and exclude bank overdrafts loans 
corporation tax payable deferred tax liabilities and retirement beneﬁt obligations which are included within corporate as  
these are managed centrally misys sophis liabilities include all of the above items including taxation liabilities
financial statements
misys leading technology and innovation
annual report 2011 89 1 segmental analysis continued
misys plc is domiciled in the uk the total revenue from external customers in the uk and united states of america is included  
in the table below the total revenue from external customers from other countries is shown under the regional headings below
all ﬁgures in £ millions
united
 kingdom
rest of 
europe asia paciﬁc
united 
states of 
america
middle east 
and africa other
2011
total
revenue by destination 406 1418 629 677 475 95 3700
assets by location of operations 1126 4974 262 945 263 85 7655
noncurrent assets by location  
 of operations 320 4433 – 549 35 20 5357
capital investment by location  
 of operations 46 3973 – 134 23 09 4185
employees by location of operations  
 average number 535 537 2130 454 111 – 3767
all ﬁgures in £ millions
united
 kingdom
rest of 
europe asia paciﬁc
united 
states of 
america
middle east 
and africa other
2010
total
revenue by destination 477 1318 501 596 465 62 3419
assets by location of operations 905 632 281 928 243 78 3067
noncurrent assets by location  
 of operations 365 392 17 576 04 22 1376
capital investment by location  
 of operations 72 65 06 75 – 10 228
employees by location of operations  
 average number 402 543 2077 490 111 95 3718
excluded from the above are the following items relating to the discounted operation allscripts all of which relate to the united 
states of america revenue £1017m 2010 £4404m assets nil 2010 £7113m noncurrent assets nil 2010 £4418m capital 
investment £85m 2010 £234m and average number of employees 640 2010 2412
2 exceptional items
all ﬁgures in £ millions 2011 2010
restructuring activities and turnaround programme a 44 87
advisory and professional fees related to corporate activities b 89 49
integration costs c 77 –
receipt from sale of legal claim d – 39
exceptional refund of vat e – 13
exceptional items within continuing operations 210 84
exceptional ﬁnance income within continuing operations f 48 14
taxation credit on exceptional items within continuing operations 42 28
exceptional tax credit charge g 94 108
exceptional items after taxation within continuing operations 26 150
loss on disposal of medication services group – 03
proﬁt on disposal of businesses h 6038 –
advisory and professional fees 79 78
net proﬁt on disposal of available for sale asset i 103 –
exceptional items within discontinued operation 6062 81
taxation credit on exceptional items within discontinued operation 07 18
exceptional items after taxation within discontinued operation 6069 63
exceptional items after taxation 6043 213
financial statements
misys leading technology and innovation 
90 annual report 2011 a restructuring activities and turnaround programme
a total charge of £44m 2010 £87m has been recognised  
as an exceptional item in relation to costs incurred in the 
groupwide restructuring and turnaround programme  
in the current year these costs primarily relate to
   severance costs £59m 2010 £34m in relation to the 
relocation of development activities for the usa and  
western europe and other restructuring programmes and
  net property credit of £15m 2010 cost of £53m being  
a provision release in respect of vacant properties which 
have been sublet of £38m 2010 cost of £76m offset by  
a charge of £23m 2010 credit of £23m on the surrender  
of a property lease
these costs are analysed by business as follows
all ﬁgures in £ millions 2011 2010
banking 12 14
tcm 44 –
corporate  other 12 73
44 87
there was a related cash outﬂow of £60m in the current year 
2010 £46m
b advisory and professional fees relating to corporate activities
included within the current year costs are £77m 2010 £nil 
regarding the acquisition of sophis comprised of consultancy 
legal and tax fees regarding the acquisition costs incurred for 
other corporate activities are £12m 2010 £49m
c integration costs
the current year costs comprise £31m relating to a writeoff  
of software held by misys which is no longer required following 
the merger with sophis £30m being provision for onerous 
lease costs created on the exit of sophis properties £04m 
being writeoff of ﬁxtures and ﬁttings in these properties and 
£12m 2010 £nil provision for management retention bonuses 
agreed as part of the acquisition
d receipt from sale of legal claim
on 27 may 2010 an offer of 6m from a third party was 
accepted to sell an outstanding claim against lehman brothers 
arising from its administration in 2009 the original claim by 
misys arose as a result of the failure to complete funding for  
the allscripts acquisition this cash was received before  
31 may 2010
e exceptional refund of vat
agreement was reached with hmrc relating to the repayment 
of vat incurred between years 1988 to 1995 relating to 
acquisition costs a total of £27m including interest see f  
was credited in 2010
f exceptional ﬁnance income
a net credit of £48m has arisen as a result of exceptional items 
in relation to the disposal of allscripts and acquisition of sophis 
see note 7 last year a credit of £14m had arisen as a result 
of supplemental interest on the refund of vat see e above
g taxation
the exceptional current tax credit of £94m included within uk 
prior year items relates to the successful settlement of historical 
uk tax issues arising in 2002 to 2006 resulting in the release of 
the related provisions in 2010 the exceptional tax charge of 
£108m relates to the loss of future tax beneﬁts in continuing 
operations following the restructuring of the us group due to 
the disposal of allscripts recognised as a £27m charge within 
current taxation and a £81m charge within deferred taxation
h proﬁt on disposal of business
a proﬁt of £6038m has been realised as a result of the sale  
of the group’s majority stake in allscripts in august 2010 the 
proﬁt on disposal is exempt from tax in the relevant taxing 
jurisdiction in addition allscripts incurred £79m of exceptional 
costs in the period to the date of disposal relating to the 
separation from misys and merger with eclipsys 
i net proﬁt on available for sale assets
following the disposal of allscripts note h above in august 
2010 there was a further disposal of 125m shares of the 
residual shareholding in november 2010 misys received 
proceeds of £1394m which gave rise to a loss of £13m 
compared to the carrying value calculated as at august 2010 
in february 2011 there was a further disposal of 65m shares 
of the residual shareholding misys received proceeds of 
£849m which gave rise to a proﬁt of £116m compared to the 
carrying value calculated as at november 2010 this proﬁt from 
disposal is also exempt from tax
3 discontinued operation
the results of the group’s discontinued operation allscripts 
which have been included in the consolidated income 
statement were as follows
all ﬁgures in £ millions 2011 2010
revenue 1017 4404
operating costs 892 3717
operating proﬁt for the period 125 687
exceptional items note 2 6062 81
net ﬁnance costs 01 10
proﬁt before tax from discontinued  
 operation 6186 596
taxation note 8 39 227
proﬁt after tax from discontinued  
 operation 6147 369
employees costs related to allscripts include
all ﬁgures in £ millions 2011 2010
wages and salaries 344 1339
social security costs – 104
sharebased payment beneﬁts 24 138
368 158 1
all ﬁgures in £ millions 2011 2010
net cash ﬂows from operating activities 14 939
net cash ﬂows from investing activities 85 208
net cash ﬂows from ﬁnancing activities – 269
99 462
financial statements
misys leading technology and innovation
annual report 2011 91 3 discontinued operation continued
a proﬁt of £6038m arose on disposal of allscripts being the 
proceeds of disposal less the carrying amount of the allscripts 
net assets and attributable goodwill
all ﬁgures in £ millions
proceeds on disposal net of underwriting expenses 7642
fair value of investment retained 2141
net assets at disposal less noncontrolling interest 1373
goodwill disposed note 16 2400
disposal costs 94
foreign exchange recycling from reserves 122
proﬁt on disposal 6038
after the disposal in august 2010 misys retained a 103 
interest in allscripts this holding was reduced to 35 as  
a result of a further disposal in november 2010 with the ﬁnal 
disposal of allscripts stock taking place in february 2011  
in addition allscripts incurred £79m of exceptional costs  
in the period from 1 june 2010 to disposal in august 2010
all ﬁgures in £ millions 2011 2010
advisory and professional fees 79 78
loss on disposal of medication  
 services group – 03
net proﬁt on disposal of available  
 for sale asset 103 –
24 81
4 operating costs
all ﬁgures in £ millions 2011 2010
cost of sales 1942 1789
sales and marketing costs 412 37 8
administrative and other  
 operating charges 773 631
exceptional items note 2 210 84
3337 2882
included within operating costs are the following items
all ﬁgures in £ millions 2011 2010
research and development expenditure 693 644
capitalisation of developed software 214 184
479 460
amortisation of developed software 97 89
amortisation of other intangible assets 126 28
impairment and depreciation of 
property plant and equipment 65 45
foreign exchange differences 08 19
operating lease costs
  – and buildings 138 153
  – plant and equipment 02 03
amortisation of other intangible assets includes £98m  
2010 £nil in respect of intangible assets acquired with sophis
details of employee costs are provided in note 6
during the year the group obtained the following services from 
the company’s auditor and its associates
all ﬁgures in £ millions 2011 2010
fees payable to  
 pricewaterhousecoopers llp for the 
 audit of the consolidated ﬁnancial 
 statements 06 06
statutory audit fees payable  
 to associate members of 
 pricewaterhousecoopers llp 04 09
other fees in respect of assurance  
 services required by legislation  
 and regulation 08 16
18 31
tax services 07 24
other services 02 06
27 61
tax fees in 2010 include £17m relating to the disposal of 
allscripts
financial statements
misys leading technology and innovation 
92 annual report 2011 5 sharebased payments
this note summarises ifrs 2 ‘sharebased payment’ disclosure requirements for misys plc share option schemes during  
the year the sharebased payment charge including accrued social security expense was £98m 2010 £60m related  
to continuing operations and £23m 2010 £137m related to the discontinued operation excluding social security expense  
the sharebased payment charge was £74m 2010 £63m related to continuing operations and £23m 2010 £120m related  
to the discontinued operation
the following material sharebased payment arrangements existed at the end of the year
type of arrangement
no 
of options
 granted in
 2011
‘000
no 
of options
 granted in 
2010
‘000
fair value 
per share of
 2011 grant
1
£
fair value 
per share of 
2010 grant
1
£
contractual 
life
years
longterm incentive plan – – – –8
misys 1998 unapproved share option plan type 1 – – – –10
misys share award plan 15 15 271 184 10
misys senior executive bonus plan 1112 1766 111 067 5
sharesave uk 178 312 120 079 3
sharesave non uk 122 413 117 111 3
transformation incentive plan
– tip nil cost – – –  – 10
– tip market value – – –  – 10
restricted stock units contract – – –  – 2
trustee share award 441 – 285  – 10
ceo incentive plan 1600 – 196  – 3
omnibus share plan 4915 6464 209 166 3
1 where several grants were made in the year the weighted average fair value has been provided
details of the longterm incentive plan ltip the misys senior executive bonus plan msebp and the transformation incentive 
plan tip are shown in the directors’ remuneration report
in the years ended 31 may 2009 2010 and 2011 grants under the misys share award plan msap were made to senior 
managers at nil cost
the sharesave schemes provide for a yearly award of options at a discount to the market price and are available to all group 
employees
 
in the tables below similar sharebased payment arrangements have been aggregated as follows
  share option schemes – nil cost includes ltip msap msebp tip nil cost ceo incentive plan and trustee share award
  share option schemes – market value includes type 1 tip market value and omnibus share plan and 
  savingsrelated share option schemes includes the sharesave uk and sharesave non uk schemes
modiﬁcation of share option schemes
the nonmarket performance conditions of certain share option schemes were modiﬁed during the year to reﬂect the impact of 
the return of cash to shareholders following the disposal of allscripts via a tender offer and b share scheme this modiﬁcation 
has not resulted in a change to the fair value of the schemes and no additional charge has been expensed during the year as  
a result of the modiﬁcation the schemes modiﬁed were the omnibus share plan transformation incentive plan msebp  
share options msap and sharesave 
financial statements
misys leading technology and innovation
annual report 2011 93 5 sharebased payments continued
sharebased payment charges
sharebased payment charges are calculated by spreading the fair value of an option over the vesting period having taken into 
account any performance conditions when estimating the number of options expected to vest the vesting period is typically 
three years from date of grant or the beginning of the bonus year in respect of grants under the msebp 
all options are valued using the blackscholes option pricing model except grants under the ltip and tip which use the  
monte carlo option pricing model as they have market performance conditions which are included in the fair value calculation
the following assumptions have been used in the option pricing models
type of arrangement 2011 2010 2009
riskfree interest rate  06199 0622 0550
dividend yield  nil nil nil
volatility
1
 of misys plc ordinary shares 
  – share option schemes – nil cost 3247 4157 3965
  – share option schemes – market value 3947 4246 4161
  – savingsrelated share option schemes 4446 4546 3846
expected lives years of options granted under
  – share option schemes – nil cost 165 1065 0465
  – share option schemes – market value 6565 3065 3065
  – savingsrelated share option schemes 3133 3133 3133
1 expected volatility was calculated using the share price history for the period equivalent to the expected life
the following additional assumptions have been used for the monte carlo option pricing models
ltip – total shareholder return 2011 2010 2009
volatility of the top 30 techmark companies  –  – 42
volatility1 of misys plc ordinary shares  45  – –
correlation coefﬁcient –  – 030
 there were no options granted during the year that required use of the monte carlo option pricing model
all models incorporate the share price at the date of grant the weighted average share price of options granted during the year 
was £286 2010 £187 2009 £127
financial statements
misys leading technology and innovation 
94 annual report 2011 options outstanding
at 31 may 2011 options and awards outstanding and a reconciliation of movements between balance sheet dates are shown in 
respect of the company’s ordinary shares of 1p each under the following schemes
share option schemes
 – nil cost
share option schemes
 – market value
savingsrelated share
 option schemes
number
‘000
weighted 
fair value
£
number
‘000
weighted
 exercise 
price
£
weighted 
fair value
£
number
‘000
weighted 
exercise 
price
£
weighted 
fair value
£
at 1 june 2008 10018 – 18156 279 – 1060 181 –
options granted 8871 105 2765 123 051 688 113 061
options exercised 1259 –––––––
options lapsed or expired 3134 – 6149 265 – 512 184 –
at 31 may 2009 14496 14772 255 1236 142
options granted 7062 176 1183 184 064 725 144 097
options exercised 2895 – 838 197 – 75 190 – 
options lapsed or expired 3921 – 4310 250 – 269 157 – 
at 31 may 2010 14742 10807 255 1617 138
options granted 5909 235 2174 302 129 300 234 118
options exercised 4277 3034 223 213 187
options lapsed or expired 4340 2322 385 185 139
at 31 may 2011 12034 7625 240 1519 150
range of exercise prices – £123£343 £094£278
weighted average  
 remaining life 416 years 465 years 192 years
the average share price during the year ended 31 may 2011 was £299 2010 £208
weighted average exercise information is excluded for nil cost schemes
options outstanding at 31 may 2011 are further analysed as follows
share option schemes
 – nil cost
share option schemes
 – market value
savingsrelated share
 option schemes
number
‘000
latest
exercise
date
number
‘000
weighted
 exercise 
price
£
latest
exercise
date
number
‘000
weighted 
exercise 
price
£
latest
exercise
date
2002 – – 725 340 14112011 – – –
2003 – – 173 204 25072011 – – –
2004 – – 480 253 08032012 – – –
2005 – – 511 204 09052015 – – –
2006 10 28072015 ––––––
2007 797 17052017 1403 218 17052017 – – –
2008 245 19032018 485 241 10082017 126 132 01012012
2009 1541 28102018 1010 125 12052019 503 112 31122012
2010 3959 10022020 759 184 13082019 600 146 01012014
2011 5482 02092020 2079 303 18082020 290 235 31122014
12034 7625 240 1519 150
options exerciseable
at the balance sheet date the following options and awards had vested
share option schemes
 – nil cost
share option schemes
 – market value
savingsrelated share
 option schemes
number
‘000
number
‘000
weighted
 exercise price
£
number
‘000
weighted
 exercise price
£
2009 305 8812 301 24 189
2010 4204 8249 280 – –
2011 1182 3842 245 1 191
financial statements
misys leading technology and innovation
annual report 2011 95 6 directors and employees
directors’ remuneration
details of the directors’ remuneration are given in the directors’ 
remuneration report
employee costs
all ﬁgures in £ millions 2011 2010
wages and salaries 1661 1620
social security costs 160 152
pension costs 53 51
sharebased payment beneﬁts 98 60
1972 1883
the above analysis represents information regarding continuing 
operations only information regarding the discontinued 
operation is given in note 3
7 net ﬁnance costs
all ﬁgures in £ millions 2011 2010
bank loans and overdraft interest 
 payable 42 67
interest payable on convertible bond 29 –
amortisation of ﬁnancing facility costs 13 20
expected return on pension scheme  
 assets note 27 24 24
interest cost on pension scheme 
 liabilities note 27 26 24
realised loss on forward currency  
 exchange contracts 09 04
unwinding of discount on provisions 
 note 24 10 13
finance costs 105 104
exceptional ﬁnance income 48 14
interest receivable 16 03
net ﬁnance costs 41 87
an element of the group’s derivatives is ineligible for hedge 
accounting under ifrs gains or losses on these derivatives 
arising from market movements are credited or charged to 
ﬁnancing fair value remeasurements within ﬁnance income 
and ﬁnance expense in the group income statement these 
gains or losses are not regarded as part of operating proﬁt as 
they relate to ﬁnancing activities of the group
details of exceptional ﬁnance income are given below
all ﬁgures in £ millions 2011
foreign exchange gains and net proﬁts on options  
 and forward contracts taken out to hedge the  
 proceeds received from the sale of the allscripts 
 stake 113
fair value loss on currency forward contracts and 
 options taken out to hedge the costs of the 
 proposed sophis acquisition 25
arrangement fees written off relating to term loans 
 repaid in the period note 22 27
unconditional arrangement fees for new credit  
 facilities to fund sophis acquisition incurred prior  
 to shareholder approval note 22 13
total exceptional ﬁnance income 48
in the prior year a credit of £14m arose as a result of 
supplemental interest on the refund of a vat claim see note 2 
which was treated as exceptional
8 taxation
taxation on ordinary activities
all ﬁgures in £ millions 2011 2010
current taxation
uk corporation tax 49 02
uk prior year items note 2g 107 03
overseas taxation 133 104
overseas prior year items 11 36
irrecoverable withholding taxes 22 21
current taxation including tax relating  
 to continuing operations exceptional 
 items 86 94
deferred taxation note 25 107 111
tax credit charge – continuing 
 operations 21 205
the taxation charge before exceptional items was £115m 
2010 £125m
financial statements
misys leading technology and innovation 
96 annual report 2011 included within current taxation are credits of £57m 2010 £28m in respect of tax on exceptional items a charge of £15m 
2010 £04m in respect of tax on exceptional interest and a credit of £94m 2010 charge of £108m in respect of exceptional 
tax items see note 2
the taxation charge for the current year based on proﬁt before taxation is lower 2010 higher than the standard rate of  
uk corporation tax for the following reasons
all ﬁgures in £ millions 2011 2010
proﬁt on ordinary activities before taxation 322 450
tax on proﬁt on ordinary activities at the standard rate of uk tax of 278 2010 28 89 126
effects of
permanent differences 56 117
proﬁts arising overseas which are subject to rates of tax other than the uk standard rate 44 35
impact of changes in tax rates 15 06
adjustments to uk taxation charge in respect of prior periods note 2g 107 03
adjustments to overseas taxationcharge in respect of prior periods 11 36
effects of deferred tax recognition in respect of temporary differences 154 21
deferred tax effect of prior periods 25 05
irrecoverable withholding tax 22 20
total tax credit charge 21 205
all ﬁgures in £ millions 2011 2010
total tax credit charge
continuing operations 21 205
discontinued operation 39 227
18 432
the total tax charge for the year includes uk prior year adjustments of £107m credit 2010 £03m charge which comprises  
an exceptional tax credit for £94m 2010 £nil see note 2g and a non exceptional credit of £13m 2010 £03m the charge 
also includes a credit for the ﬁrst time recognition of deferred tax assets of £154m 2010 £21m charge this covers a numbers 
of countries where deferred tax assets are now considered likely to be utilised against future proﬁts arising in the corresponding 
tax jurisdiction
a number of changes to the uk corporation tax system were announced in the march 2011 uk budget statement 
legislation to reduce the main rate of corporation tax from 26 to 25 from 1 april 2012 is expected to be included in the 
finance act 2011 further reductions to the main rate are proposed to reduce the rate by 1 per annum to 23 by 1 april 2014 
these further changes had not been substantively enacted at the balance sheet date and are not therefore included in these 
ﬁnancial statements 
the effect of the changes expected to be enacted in the finance act 2011 would be to reduce the deferred tax asset provided at 
the balance sheet date by £10m this £10m decrease in the deferred tax asset would decrease proﬁt by £09m and decrease 
other comprehensive income by £01m this decrease in the deferred tax asset is due to the reduction in the corporation tax rate 
from 26 per cent to 25 per cent with effect from 1 april 2012 
the proposed reductions of the main rate of corporation tax by 1 per year to 23 by 1 april 2014 are expected to be enacted 
separately each year the overall effect of the further changes from 25 to 23 if applied to the deferred tax balance at the 
balance sheet date would be to further reduce the deferred tax asset by an additional £19m being £09m decrease in proﬁt 
and £01m decrease in other comprehensive income in 2013 and a further £09m decrease in proﬁt in 2014
financial statements
misys leading technology and innovation
annual report 2011 97 9 earnings per share 
earnings per share ‘eps’ have been calculated by dividing proﬁt attributable to shareholders by the weighted average number 
of shares in issue during the period diluted eps includes the dilutive effect of outstanding share options
adjusted basic and adjusted diluted eps are presented to provide more comparable and representative information accordingly 
the adjusted basic and adjusted diluted eps ﬁgures exclude exceptional items gains and losses on embedded derivatives 
amortisation of acquired intangibles and translation exchange differences recycled from reserves
all ﬁgures in £ millions
continuing
operations
discontinued
operation 2011
continuing
operations
discontinued
operation 2010
proﬁt for the period after tax 343 6147 6490 245 369 614
non controlling interest ––– – 171 171
proﬁt attributable to shareholders 343 6147 6490 245 198 443
add back
  exceptional items after taxation note 2 26 6069 6043 150 63 213
  losses gains on embedded derivatives after tax 30 – 30 10 – 10
  amortisation of acquired intangibles after tax 90 35 125 10 97 107
   translation exchange differences recycled  
 from reserves after tax ––– 07 – 07
   adjusted proﬁt items attributable to  
 non controlling interest –51 51 – 68 68
adjusted proﬁt attributable to shareholders 489 62 551 402 290 692
pence pence pence pence pence pence
basic earnings per share 77 1386 1463 46 38 84
diluted earnings per share 76 1357 1432 46 36 82
adjusted basic earnings per share 110 14 124 76 55 131
adjusted diluted earnings per share 108 14 122 75 53 128
the weighted average numbers of basic and diluted shares in issue during the year were 4435m and 4531m respectively  
2010 5294m and 5374m
10 net interest paid
all ﬁgures in £ millions 2011 2010
interest received 17 04
bank loans and overdraft interest paid 56 110
net cash ﬂow from interest paid 39 106
net interest paid and recognised within the discontinued operation during the period included in the above was £02m 2010 £12m
11 acquisitions and disposals of businesses
all ﬁgures in £ millions 2011 2010
cash consideration paid in respect of current year acquisitions 2119 –
cash consideration paid in respect of prior year acquisitions – 24
cash consideration received in respect of current year disposals net of expenses 6764 –
cash consideration paid in respect of prior year disposals – 05
net cash ﬂow from acquisitions and disposals 4645 29
net cash outﬂow on current year acquisitions represents the cash consideration paid for the equity interest on the acquisition of 
sophis of £2299m offset by cash acquired of £180m see note 16
cash consideration received in respect of current year disposals represents proceeds on disposal of allscripts of £7642m  
net of cash held by allscripts at the time of disposal of £784m and disposal costs of £94m see note 3
financial statements
misys leading technology and innovation 
98 annual report 2011 12 other capital expenditure and ﬁnancial investment
all ﬁgures in £ millions 2011 2010
purchase of third party software 27 38
purchase of acquired intangibles 05 –
purchase of property plant and equipment 50 82
purchase of investments 14 13
sale of property plant and equipment 04 04
proceeds on sale of investments 2243 20
net cash ﬂow from other capital expenditure and ﬁnancial investment 2151 109
other capital expenditure and ﬁnancial investment recognised within the discontinued operation during the period included in the 
above was an outﬂow of £19m 2010 £74m
sale of investment relates to the disposal of the remaining stakes in allscripts in november 2010 and february 2011
13 financing activities
all ﬁgures in £ millions 2011 2010
decrease increase in bank borrowings note 14 2122 689
capital element of ﬁnance leases 02 09
share options exercised 71 36
convertible debt net of costs 818 –
convertible debt – equity component 161 –
premium paid for foreign exchange options regarding sophis acquisition 65 –
sale of hedge option 117 –
foreign exchange gains on settled transactions 20 –
arrangement fees for new facility 13 –
b share scheme – redemption of b shares 1056 –
b share scheme – dividends paid 339 –
return of cash to shareholders 5250 –
advisory costs and stamp duty on tender offer and b share scheme 55 –
net cash ﬂow from ﬁnancing activities 7715 662
14 movement in bank borrowings
all ﬁgures in £ millions 2011 2010
repayment of bank loans 2500 998
repayment of sophis bank loans post acquisition 1634 –
drawdown of bank facilities 2040 581
capitalised fees in respect of bank facilities 28 02
receipt of other loans – 01
repayment of other loans – 271
decrease in bank borrowings 2122 689
financial statements
misys leading technology and innovation
annual report 2011 99 15 analysis of net funds debt
all ﬁgures in £ millions
at 
1 june 2010 cash ﬂow acquisition disposals
non cash 
movements
differences 
on exchange
at 
31 may 2011
cash 1203 30 180 784 – 61 568
bank overdraft 54 54 – – – – –
1149 84 180 784 – 61 568
bank loans note 22 1123 2122 1634 – 41 – 676
convertible bond note 22 – 979 – – 145 – 834
finance leases 17 02 – 14 – 01 –
net funds debt 09 1229 1454 770 104 60 942
included in the above amounts are cash balances of £339m 2010 £43m not available for the general use of the group which 
include £274m us 450m cash collateral for a guarantee relating to potential tax liabilities this guarantee was put in place as 
part of the allscripts disposal prior year balances also include £987m related to the discontinued operation which were not 
available for general use of the group due to the sizeable noncontrolling interest in allscripts
16 goodwill
all ﬁgures in £ millions 2011 2010
opening cost and net book value 3155 2898
differences on exchange 160 291
acquisition of sophis 1716 –
disposal of allscripts note 3 2400 –
adjustment to goodwill – 34
cost and net book value at 31 may 2311 3155
included within the cost and net book value at 31 may 2010 is £2566m related to the discontinued operation
cash generating units
goodwill relating to the banking £203m 2010 £199m tcm £352m 2010 £390m and misys sophis £1756m 2010 £nil  
groups of cash generating units cgus are considered signiﬁcant in comparison to the total carrying amount of goodwill assets 
at 31 may 2011 the recoverable amounts of the banking tcm and misys sophis cgus were determined based on valueinuse 
calculations and no impairment was identiﬁed during the year misys sophis was acquired on 28 february 2011 management 
has reviewed post acquisition trading which was in line with expectation 
where the recoverable amount of a cgu is determined based on valueinuse calculations these calculations use pretax cash 
ﬂows for each cgu based on approved budgets and management forecasts which are consistent with the recent ﬁnancial 
performance of the relevant cgu for banking and tcm valueinuse calculations it was not necessary to look at cash ﬂows 
beyond ﬁve years as cash ﬂows within this time horizon were signiﬁcantly in excess of the carrying amounts of the cgus and 
hence no terminal value was assigned the valueinuse calculation for misys sophis includes long term cash ﬂow growth of 2
direct and indirect costs and corporate overheads have been calculated using the same percentage of revenue as for the  
recent budget and incorporates planned margin improvement management determined budgeted operating margin based  
on past performance and its expectations of market development as outlined in the business review section 
sensitivity analyses have been performed around the base case assumptions with the conclusion that no reasonably possible 
changes in key assumptions would cause the recoverable amount to be less than the carrying amount
for the valueinuse calculations the ﬁrst three years’ cash ﬂows were based on budget and management forecasts and 
thereafter growth rates based on current and expected future performance as reﬂected in the table below
the following assumptions have been used in order to determine recoverable amounts based on valueinuse calculations
cgu
growth rates
for cash ﬂows
years 13
growth rates 
for cash ﬂows
years 45
pretax 
discount rate
2011
pretax
 discount rate
2010
banking 8 3 10 10
tcm 10 9 12 12
misys sophis 15 13 13 – 
financial statements
misys leading technology and innovation 
100 annual report 2011 acquisition of sophis
on 28 february 2011 the group acquired 100 of the issued share capital of sophis for consideration of £2355m as a result 
of this acquisition the group has established its position as the number one application software and services provider in capital 
markets as misys sophis’ buyside solutions are complementary to the group’s sellside strengths
an analysis of the net assets acquired is shown below
all ﬁgures in £ millions book value
provisional 
fair value
 adjustments
provisional 
fair value at 
28 feb 2011
intangible assets –2122 2122
property plant and equipment 12 – 12
deferred tax assets liabilities 80 265 185
cash 180 – 180
other assets 295 10 285
external debt 1618 16 1634
other liabilities 107 34 141
net assets acquired 1158 1797 639
goodwill 1716
total consideration 2355
an analysis of the enterprise value of sophis is shown below
all ﬁgures in £ millions 2011
consideration paid in cash 2086
consideration held in escrow 213
external debt net of cash acquired 1454
net cash outﬂow on acquisition of subsidiaries 3753
equity consideration – shares issued 56
enterprise value of sophis 3809
the goodwill arising on the acquisition of sophis is principally attributable to the anticipated proﬁtability achieved through 
perceived cost and revenue synergies the fair value adjustments are based on an independent valuation at the time of 
acquisition and primarily relate to identiﬁed intangible assets technology customer relationships and brand name and related 
deferred tax and other taxation
acquisition costs of £77m have been recognised as an exceptional expense in the current year
included in the proﬁt for the year is an £86m loss attributable to the additional business generated by the sophis group had 
this business combination been effected at 1 june 2010 the results of the combined group from continuing operations would 
have been revenue of £4173m operating proﬁt of £222m adjusted operating proﬁt of £844m and proﬁt after tax of £110m the 
directors consider these ‘proforma’ numbers to represent an approximate measure of the performance of the combined group 
on an annualised basis and to provide a reference point for comparison in future periods
in determining the ‘proforma’ revenue and proﬁt of the group had sophis been acquired at the beginning of the current 
reporting period the directors have
  calculated depreciation of plant and equipment and intangibles acquired on the basis of the fair values arising in the initial 
accounting for the business combination rather than the carrying amounts recognised in the preacquisition ﬁnancial 
statements
  calculated borrowing costs based on the funding levels credit ratings and debtequity position of the group after the business 
combination and
 calculated the effect of alignment of accounting policies from 1 june 2010
financial statements
misys leading technology and innovation
annual report 2011 101 17 other intangible assets
all ﬁgures in £ millions
complete
 technology
customer 
relationships
trade names 
and brands
total 
acquired 
intangibles
developed 
software
third party 
software total
cost
at 1 june 2010 791 737 362 1890 959 326 3175
differences on exchange 01 38 19 56 42 15 113
on disposal of allscripts 581 676 339 1596 290 168 2054
on acquisition of sophis 1570 357 195 2122 57 01 2180
transfers 26 – – 26 –26 –
disposals – – – – 30 04 34
additions 05 – – 05 280 27 312
at 31 may 2011 1812 380 199 2391 934 141 3466
accumulated amortisation and impairment
at 1 june 2010 311 133 33 477 284 170 931
differences on exchange 06 09 02 17 16 08 41
charge for the year 105 29 07 141 108 24 273
transfers 12 – – 12 –12 –
on disposal of allscripts 161 130 35 326 45 82 453
disposals – – – – 01 02 03
at 31 may 2011 261 23 03 287 330 90 707
net book value
at 31 may 2011 1551 357 196 2104 604 51 2759
all ﬁgures in £ millions
complete
 technology
customer 
relationships
trade names 
and brands
total 
acquired 
intangibles
developed 
software
third party 
software total
cost
at 1 june 2009 733 664 325 1722 761 276 2759
differences on exchange 58 73 37 168 55 20 243
derecognised –––– 175 – 175
disposals – –––– 08 08
additions – – – – 318 38 356
at 31 may 2010 791 737 362 1890 959 326 317 5
accumulated amortisation and impairment
at 1 june 2009 223 58 13 294 314 130 738
differences on exchange 10 12 03 25 26 10 61
charge for the year 78 63 17 158 119 37 314
derecognised –––– 175 – 175
disposals – –––– 07 07
at 31 may 2010 311 133 33 477 284 170 931
net book value
at 31 may 2010 480 604 329 1413 67 5 156 2244
financial statements
misys leading technology and innovation 
102 annual report 2011 the following prior year balances relate to the discontinued operation
all ﬁgures in £ millions
complete
 technology
customer 
relationships
trade names 
and brands
total 
acquired 
intangibles
developed 
software
third party 
software total
at 31 may 2010
cost 621 722 362 1705 242 179 2126
accumulated amortisation 155 124 34 313 36 85 434
net book value 466 598 328 1392 206 94 1692
derecognition of £175m developed software in the prior year relates to software which has been assessed as having no further 
commercial value
trade names and brands relate principally to the sophis brand which is being amortised over 15 years from the date of 
acquisition on 28 february 2011 complete technology relates principally to the core technology underlying the sophis portfolio 
of products and is being amortised over a period of 8 years from the date of acquisition the fair value of the intangible assets 
acquired during the year is based on an independent valuation at the time of acquisition
18 property plant and equipment
all ﬁgures in £ millions
leasehold
 property
 improvements
computer 
and other
equipment total
cost
at 1 june 2010 182 559 741
differences on exchange 09 35 44
on acquisition of sophis –12 12
on disposal of allscripts 39 253 292
additions 09 41 50
disposals 05 22 27
at 31 may 2011 138 302 440
accumulated depreciation
at 1 june 2010 67 366 433
differences on exchange 04 23 27
charge for the period 11 45 56
on disposal of allscripts 20 144 164
impairment 16 04 20
disposals 05 18 23
at 31 may 2011 65 230 295
net book value
at 31 may 2011 73 7 2 145
financial statements
misys leading technology and innovation
annual report 2011 103 18 property plant and equipment continued
all ﬁgures in £ millions
freehold
 properties
leasehold
 property
 improvements
computer 
and other
equipment total
cost
at 1 june 2009 15 169 478 662
differences on exchange – 11 49 60
additions –06 92 98
disposals 15 04 60 7 9
at 31 may 2010 –182 559 741
accumulated depreciation 
at 1 june 2009 08 50 314 372
differences on exchange – 06 34 40
charge for the year – 15 78 93
disposals 08 04 60 7 2
at 31 may 2010 – 67 366 433
net book value
at 31 may 2010 –115 193 308
the following prior year balances relate to the discontinued operation
all ﬁgures in £ millions
leasehold
 property
 improvements
computer 
and other
equipment total
at 31 may 2010
cost 41 255 296
accumulated depreciation 21 143 164
net book value 20 112 132
included in the above analysis is plant and equipment acquired under ﬁnance leases with a net book value of £nil 2010 £16m 
after accumulated depreciation of £02m 2010 £38m prior year balances include net book value of £15m after accumulated 
depreciation of £37m related to the discontinued operation the net book value of leasehold properties comprised of short 
leasehold amounting to £65m 2010 £115m
financial statements
misys leading technology and innovation 
104 annual report 2011 19 investments
all ﬁgures in £ millions 2011 2010
at 1 june 71 61
differences on exchange – 02
additions 14 13
disposal – 07
impairment and other fair value 
movements 08 02
on disposal of business 22 –
transfer from subsidiary investment 2141 –
fair value movements in allscripts 
investment 01 –
disposal of allscripts investment 2140 –
at 31 may 55 7 1
included within investments at 31 may 2010 is £22m related  
to the discontinued operation
the group’s investments comprise investments in us and 
european technology funds and marketable securities which 
are classiﬁed as ‘fair value through proﬁt or loss’ fair value 
gains and losses are recognised within operating costs the 
investments are denominated in us dollars and euros and are 
non interest bearing
transfer from subsidiary investment relates to the remaining 
investment in allscripts after the disposal in august 2010  
see note 3
20 trade and other receivables
all ﬁgures in £ millions 2011 2010
trade receivables 694 177 5
less provision for impairment  
 of receivables 46 80
648 1695
other receivables 107 204
prepayments 87 27 6
accrued income 502 682
current trade and other receivables 1344 2857
other receivables 51 08
prepayments – 06
accrued income 36 02
non current trade and other receivables 87 16
total trade and other receivables 1431 287 3
the following prior year balances relate to the discontinued 
operation
all ﬁgures in £ millions 2010
trade receivables 1118
less provision for impairment of receivables 59
1059
other receivables 79
prepayments 196
accrued income 318
1652
the quality of trade receivables can be assessed by reference 
to the historical default rate of £13m 2010 £50m for the 
preceding 365 days at 08 of the opening net trade 
receivables balance 2010 37
the carrying value of trade receivables that would otherwise  
be past due or impaired but whose terms were renegotiated 
were £02m 2010 £nil 
the amount of provision against receivables as at 31 may 2011 
was £46m 2010 £80m the individually impaired 
receivables relate to receivables over 365 days customers in 
ﬁnancial difﬁculty customer acceptance issues and cancelled 
contracts
as at 31 may 2011 trade receivables of £312m 2010 £910m 
were past due but not impaired in the table below these are 
the receivables over 30 days these relate to a number of 
independent customers for whom there is no recent history  
of default the ageing analysis of net trade receivables is  
as follows
all ﬁgures in £ millions 2011 2010
030 days 336 785
3060 days 80 267
6090 days 83 162
90120 days 36 162
over 120 days 113 319
648 1695
the maximum exposure to credit risk at the reporting date is 
the fair value of each class of receivable mentioned above  
the group does not hold any collateral as security
movements in the group’s provision for impairment of trade 
receivables are as follows
all ﬁgures in £ millions 2011 2010
at 1 june 80 74
provision for impairment of receivables 27 72
receivables written off during the year 
as uncollectible 13 50
unused amounts reversed 18 22
on acquisition of business 22 –
on disposal of business 52 –
foreign exchange and other – 06
at 31 may 46 80
financial statements
misys leading technology and innovation
annual report 2011 105 21 trade and other payables
all ﬁgures in £ millions 2011 2010
trade payables 134 285
other taxation and social security 86 127
other payables 54 54
accruals 614 963
current trade and other payables 888 1429
other payables 01 12
accruals 38 47
non current trade and other payables 39 59
total trade and other payables 927 1488
accruals comprise
all ﬁgures in £ millions 2011 2010
cost of sales excluding staff  
 related costs 154 488
staff related costs including sales 
 commissions and bonuses 359 484
other 139 38
total accruals 652 1010
other accruals include £101m 2010 £nil payable to  
allscripts for historical tax matters relating to us banking  
and tcm tax liabilities
the following prior year balances relate to discontinued 
operation    
all ﬁgures in £ millions 2010
trade payables 211
other taxation and social security 45
other payables 10
accruals 458
724
22 loans and overdrafts
all ﬁgures in £ millions 2011 2010
bank overdrafts – 54
bank loans 179 400
finance leases – 09
current loans and overdrafts 179 463
bank loans 497 723
convertible bond 834 –
finance leases – 08
non current loans and overdrafts 1331 731
total loans and overdrafts 1510 1194
included within total loans and overdrafts at 31 may 2010 is 
£16m related to the discontinued operation
bank overdrafts
this relates to gbp and euro overdraft facilities 
bank loans
in november 2010 a new credit facility was agreed comprising 
a £90m term loan and a £190m multicurrency credit facility 
the term loan is repayable in installments between may 2011 
and august 2014 the revolving facility expires in august 2014 
initial arrangement fees relating to this facility of £13m have 
been expensed as an exceptional item being unconditional 
arrangement fees for new credit facilities to fund the sophis 
acquisition the remaining arrangement fees of £28m paid  
on drawdown are carried on the balance sheet these costs 
are being amortised over the expected term of the facility  
at 31 may 2011 £20m of the term loan had been repaid and 
none of the revolving credit facility was being used 
at 31 may 2010 the group had a £210m credit facility 
comprised of an £80m term loan and £130m revolving credit 
facility both of these were fully repaid by november 2010  
fees of £27m relating to the expired credit facility have been 
expensed as an exceptional item as the facility no longer  
exists note 7
the group is subject to certain ﬁnancial covenants under  
the term loan and revolving credit facility agreement these 
include a minimum ratio of operating proﬁt before depreciation 
amortisation and exceptional items to net interest charged  
and a maximum ratio of net borrowings to operating proﬁt 
before depreciation amortisation and exceptional items  
these covenants have not been breached during the year  
nor are they forecast to be breached in the foreseeable future
convertible bonds
the company issued 1000 25 convertible bonds at a par 
value of £100m on 22 november 2010 the bonds mature  
ﬁve years from the issue date at their nominal value of £100m 
or can be converted into shares at the holder’s option from  
4 january 2011 until 15 november 2015 at the prevailing 
conversion price 
if not previously converted or redeemed the bonds will be 
redeemed at par ﬁve years from the settlement date the 
company will have the option to call all outstanding bonds  
at any time on or after 7 december 2013 if the parity value  
on each of at least 20 dealing days in any period of  
30 consecutive dealing days on the london stock exchange 
exceeds 127 of the principal amount
the values of the liability component and the equity conversion 
component were determined at issuance of the bond the fair 
value of the liability component included in noncurrent 
borrowings was calculated using a market interest rate for  
an equivalent nonconvertible bond the residual amount 
representing the value of the equity conversion option  
is included in shareholders’ equity in other reserves
financial statements
misys leading technology and innovation 
106 annual report 2011 the amounts charged in the accounts relating to the convertible bonds can be reconciled as follows
all ﬁgures in £ millions 2011
cash received from issue of bonds 1000
less cost of issue 21
proceeds received note 13 979
interest accrued on convertible bonds 29
coupon payment made in may 2011 13
995
disclosed as
debt 834
equity 161
995
23 derivative ﬁnancial instruments
all derivative ﬁnancial instruments are measured at their fair value and are calculated by reference to the net present value of future 
cash ﬂows based on exchange rates and interest rates quoted on international ﬁnancial markets at the balance sheet date
2011 2010
all ﬁgures in £ millions assets liabilities assets liabilities
forward foreign currency contracts 06 08 02 03
embedded derivatives 24 31 58 24
30 39 60 27
analysed as follows
  current 10 16 1 1 07
  non current 20 23 49 20
30 39 60 27
forward currency contracts used to economically hedge fair value and cash ﬂow risks
certain ﬁnancial assets and liabilities which are denominated in currencies other than those of the functional currencies of  
the entities concerned are hedged using forward currency contracts gains and losses on these contracts are recorded as 
operating costs in the income statement together with offsetting gains and losses on the underlying items 
expected future nonsterling cash ﬂows of the group are also hedged with forward currency contracts hedge accounting is  
not applied and the gains and losses are recorded in the income statement under ﬁnance incomecost
embedded derivatives
certain longterm software licensing contracts are priced in currencies usually us dollars sterling or euros other than those of 
the functional currencies of the customer and ipr holder entering into the contracts or the commonly used functional currency  
of that market under ias 39 such contracts may contain an embedded foreign currency derivative which must be extracted 
from the host contract and measured separately at each balance sheet date gains or losses on these derivatives are charged  
or credited to the income statement in operating costs the contracts are generally of up to 10 years’ duration and this is 
therefore the period over which the assets and liabilities recognised in the balance sheet are expected to crystallise
financial statements
misys leading technology and innovation
annual report 2011 107 24 provisions
all ﬁgures in £ millions property
contingent
consideration other total
at 1 june 2010 220 02 35 257
net provisions credited charged to the income statement 11 02 21 08
business disposed 08 – – 08
unwinding of discount 10 – – 10
utilisation of provisions 46 – 28 74
foreign exchange movements 03 – 03 –
at 31 may 2011 168 – 25 193
analysis of total provision
current 55 – 25 80
non current 113 – – 113
168 – 25 193
included within the property provision at 31 may 2010 is £08m related to the discontinued operation
the property provisions comprise the net present value of the estimated future costs of vacant and sublet properties and  
the excess rent over market value for occupied properties of subsidiaries acquired in previous years after taking into account 
dilapidations the provision relating to vacant and sublet properties is expected to be utilised on average over the next ﬁve years 
and the excess over market value provision over the next one year during the year the discount rate applicable to all new 
property provisions was 275 representing the ﬁve year corporate bond rate 2010 275
included in contingent consideration are amounts relating to various acquisitions included in other provisions are amounts 
principally in respect of professional fees maintenance costs and restructuring costs for the current year and non property 
related onerous contracts
25 deferred taxation
all ﬁgures in £ millions losses
other
 deductible 
temporary
 differences total
at 1 june 2010 363 279 84
credited to the income statement – continuing operations note 8 102 20 122
impact of change in tax rates taken to the income statement note 8 13 02 15
on disposal of business 231 334 103
charged to equity in respect of sharebased payments 07 29 36
credit to equity in respect of ias 21 movement – 47 47
deferred tax arising on pension –04 04
arising on acquisition of business 46 231 185
currency translation differences 02 24 22
at 31 may 2011 276 196 80
financial statements
misys leading technology and innovation 
108 annual report 2011 all ﬁgures in £ millions losses
other
 deductible 
temporary
 differences total
at 1 june 2009 491 255 236
charged to the income statement 170 119 289
impact of change in tax rates taken to the income statement 03 09 06
charged to equity in respect of sharebased payments – 119 119
credit to equity in respect of ias 21 movement – 01 01
currency translation differences 45 32 13
at 31 may 2010 363 279 84
certain deferred tax assets and liabilities have been offset the following is an analysis of the deferred tax balances after offset 
for ﬁnancial reporting purposes
2011 2010
losses
other 
deductible
 temporary 
differences total losses
other 
deductible
 temporary 
differences total
deferred tax assets 262 94 356 157 38 195
deferred tax liabilities 14 290 276 206 317 1 1 1
as shown above 276 196 80 363 279 84
included within deferred tax liabilities at 31 may 2010 is £103m related to the discontinued operation
deferred tax assets of £276m 2010 £363m have been recognised in respect of carried forward tax losses where latest 
forecasts show that these are expected to be recovered against future proﬁt streams deferred tax liabilities of £290m  
2010 £317m offset by deferred tax assets of £94m 2010 £38m have been recognised in respect of other taxable temporary 
differences including £01m 2010 £nil in respect of unremitted earnings of subsidiaries of the uk and £265m 2010 £06m 
relating to intangibles arising on the acquisition of sophis
deferred tax assets recoverable within one year are £74m 2010 £10m
deferred tax assets of £868m 2010 £432m relating to tax losses and £02m 2010 £66m relating to other deductible 
temporary differences have not been recognised on the basis that they are unlikely to be recovered against future proﬁt streams 
in addition £2500m 2010 £4940m of uk capital losses have been agreed with the uk tax authorities but have not been 
recognised as these can only be utilised against speciﬁc types of future gains
financial statements
misys leading technology and innovation
annual report 2011 109 26 deferred income
all ﬁgures in £ millions 2011 2010
current
maintenance fees 872 1152
other income 181 513
1053 1665
non current
maintenance fees 22 22
other income 30 44
52 66
included within deferred income at 31 may 2010 is £716m 
related to the discontinued operation
deferred maintenance fees represent amounts invoiced in 
advance for contracts which provide technical support and 
troubleshooting assistance helpdesk etc in addition to 
upgrades and enhancements to the group’s software products 
and hardware maintenance
maintenance fees are recognised as revenue rateably as the 
services are provided over the period of the contract other 
deferred income represents amounts invoiced including 
deposits primarily in respect of initial licence fees for software 
products and professional services for which the revenue 
recognition criteria have yet to be satisﬁed
27 retirement beneﬁt obligations
deﬁned contribution schemes
the group operates a number of deﬁned contribution  
pension schemes covering the majority of its employees  
the cost of these pension schemes including £05m relating  
to sophis was £47m 2010 £47m and was charged to the 
income statement as incurred there were no outstanding or 
prepaid contributions at either the beginning or the end of the 
ﬁnancial year
deﬁned beneﬁt schemes
in 200304 the active members of the uk ﬁnal salary scheme 
ceased to accrue beneﬁts on the basis of their ﬁnal salary 
during the year thereafter the beneﬁts of the active members 
accrue on a money purchase deﬁned contribution basis
in addition the group operates a number of other smaller 
deﬁned beneﬁt arrangements
the latest full actuarial valuation of the uk scheme was carried 
out as at 31 may 2008 the assumptions of which have been 
updated to 31 may 2011 by qualiﬁed independent actuaries 
the last full actuarial valuations of the other group schemes 
were carried out on a number of different dates these 
assumptions have been updated to 31 may 2011 by qualiﬁed 
independent actuaries a new full actuarial valuation of the  
uk scheme is in progress
the principal assumptions used in the valuations of the  
uk scheme only are
2011

2010

rate of increase in salaries na na
rate of increase in pensions in payment
fixed 3 30 30
fixed 35 35 35
rpi max 5 min 3 38 39
rpi max 5 min 35 41 41
post 1988 guaranteed minimum pension 22 26
discount rate 54 55
inﬂation assumption 36 37
mortality rates age years years
current pensioner – male 87 89
current pensioner – female 89 91
future retiree – male 89 91
future retiree – female 91 92
the group employs a building block approach in determining 
the longterm rate of return on pension plan assets historical 
markets are studied and assets with higher volatility are 
assumed to generate higher returns consistent with widely 
accepted capital market principles the overall expected rate  
of return on assets is then derived by aggregating the expected 
return for each asset class over the actual asset allocation for 
the plan at 31 may 2011 
mortality assumptions are based on 100 of standard s1pxa 
year of use tables with allowance for future improvements to be 
in line with cmi2010 core projections assuming a long term 
rate of future improvement of 125 per annum for both males 
and females mortality assumptions in the prior year were 
based on the pxa00 year of use tables we believe that the 
underlying population of the s1pxa tables better reﬂect the 
membership of the uk scheme
the yearend assets and liabilities in the schemes were
all ﬁgures in £ millions 2011 2010
equities 96 51
government bonds 230 230
corporate bonds 163 17 4
insurance policies 02 02
other 01 03
market value of assets 492 460
adjustment for unrecoverable surplus 35 –
total market value of assets 457 460
actuarial value of liabilities 519 503
deﬁcit in the schemes 62 43
related deferred tax asset 16 12
net pension liability 46 31
financial statements
misys leading technology and innovation 
110 annual report 2011 movement in the plan assets and obligations during the year
all ﬁgures in £ millions 2011 2010
plan assets
fair value at 1 june 460 393
expected return on plan assets note 7 24 24
actuarial gain loss 11 49
contributions paid by employer 06 05
net beneﬁts paid out 20 13
foreign exchange 02 02
fair value at 31 may 457 460
beneﬁt obligations
present value at 1 june 503 410
current service cost 20 17
interest cost note 7 26 24
actuarial gain loss 02 62
net beneﬁts paid out 20 13
business disposals 02 –
gains arising from curtailments or 
settlements 02 –
foreign exchange 04 03
present value at 31 may 519 503
net liability 62 43
an asset of £35m 2010 £nil in respect of the uk ﬁnal salary 
scheme has not been recognised as the group would not be 
able to derive future economic beneﬁt from it
the amounts recognised in the statement of comprehensive 
income are as follows
all ﬁgures in £ millions 2011 2010
current service cost included in  
 employee costs 06 04
deferred pension costs included 
 in investments 14 13
interest cost on pension scheme  
 liabilities 26 24
expected return on plan assets 24 24
included in ﬁnance income 02 –
gains arising from curtailments  
 or settlements 02 –
total income statement expense 06 04
the long term expected rate of return on the uk scheme 
assets is 51 2010 51 and on overseas scheme assets 
78 2010 83
the actual return on the schemes’ assets was a gain of £47m 
2010 £49m
the amounts recognised in the statement of comprehensive 
income are as follows
all ﬁgures in £ millions 2011 2010
total actuarial gainslosses 26 37
change in irrecoverable surplus 35 24
total loss 09 13
cumulative amount of actuarial  
 losses recognised 22 13
financial statements
misys leading technology and innovation
annual report 2011 111 27 retirement beneﬁt obligations continued
history of experience gains and losses in the uk scheme
2011 2010 2009 2008 2007
experience gains losses on schemes’ assets
amounts £m 23 25 22 45 32
percentage of schemes’ assets 49 57 55 109 83
experience losses gains on schemes’ liabilities
amounts £m 03 01 16 23 –
percentage of schemes’ liabilities 07 02 43 56 –
history of asset values beneﬁt obligation and deﬁcit in schemes
all ﬁgures in £ millions 2011 2010 2009 2008 2007
fair value of plan assets 457 460 393 423 382
deﬁned beneﬁt obligation 519 503 410 438 393
deﬁcit in scheme 62 43 17 15 1 1
the expected contributions to deﬁned beneﬁt schemes for the next ﬁnancial year beginning 1st june 2011 are £05m  
2010 £05m
28 contingent liabilities
contingent liabilities that are quantiﬁable arise from property rental guarantees that have been issued in the normal course  
of business from letters of credit and also from bonds that have been issued in support of tenders submitted to prospective 
customers these amount to £32m 2010 £197m included within contingent liabilities at 31 may 2010 is £170m related to the 
discontinued operation
the group’s subsidiaries and the company can be parties to legal actions and claims arising in the ordinary course of business 
whilst the outcome of current outstanding actions and claims remains uncertain it is expected that they will be resolved without 
a material impact to the group’s ﬁnancial position
at yearend there was a 45m guarantee in place relating to potential tax liabilities arising as a result of the disposal of allscripts 
which misys would be responsible for covering if they were to become payable
29 commitments
commitments of the group under non cancellable operating leases at 31 may
2011 2010
all ﬁgures in £ millions
land and
 buildings
plant and 
equipment
land and
 buildings
plant and 
equipment
rental payments due within one year 156 01 197 08
rental payments due between one and ﬁve years 488 – 645 09
rental payments due after ﬁve years 335 – 556 –
total 979 01 1398 17
included within commitments at 31 may 2010 is £305m for land and buildings and £11m for plant and equipment related to the 
discontinued operation
capital expenditure on property plant and equipment committed by the group at 31 may 2011 was £04m 2010 £02m


financial statements
misys leading technology and innovation 
112 annual report 2011 30 related party transactions
transactions between misys plc and its subsidiaries which are related parties have been eliminated on consolidation and  
are not disclosed in this note
remuneration of key management personnel
the key management personnel of the group comprise the company directors and other senior management their 
remuneration is set out below in aggregate
all ﬁgures in £ millions 2011 2010
shortterm employment beneﬁts 68 83
post employment beneﬁts 02 02
termination beneﬁts 02 –
sharebased payments beneﬁts 66 90
included with in the above disclosure at 31 may 2010 is £15m in shortterm employment beneﬁts and £43m in sharebased 
payments beneﬁts related to the discontinued operation
valueact capital has a holding of 67 812779 shares representing 2021 2010 257 in the company on an aggregated basis 
which reduced as result of the tender offer on 15 december 2010 jeff ubben who is a nonexecutive director of the company 
is chief executive ofﬁcer and chief investment ofﬁcer of valueact capital the company has also considered whether mike 
lawrie is a related party to valueact capital through his equity shareholding interest as disclosed in the directors’ remuneration 
report as he does not hold a management position within valueact capital nor does his equity shareholding give the right to 
signiﬁcant inﬂuence over valueact capital it has been concluded that he is not a related party to valueact capital as deﬁned  
by ias 24 “related party disclosure”
31 called up share capital
the table below reconciles the allotted and fully paid share capital to those shares not held by the company
number of shares
allotted fully 
paid share 
capital treasury mest esop net
at 1 june 2010 594584179 46477433 17133515 103272 530869959
shares cancelled during the year 182150609 12796552 – – 169354057
share consolidation 51554197 3606820 2012467 12909 45922001
sophis consideration stock 1626140 – – – 1626140
share options exercised – 6415383 1108687 – 7524070
at 31 may 2011 362505513 23658678 14012361 90363 324744111
par value of each share is 114 pence during the year 6415383 2010 1049481 treasury shares with a cost of £68m  
2010 £08m were utilised to satisfy share awards 
shareholders approved the return of capital via a tender offer of the proceeds of disposal of allscripts on 13 august 2010  
on 16 december 2010 169354057 ordinary shares were tendered and were repurchased for cancellation at a strike price  
of 310 pence per ordinary share for a total cost of £525 million
to enable the company to return the balance of the proceeds from the allscripts disposal shareholders approved a £146 million 
return of share capital by way of a b share scheme at the company’s general meeting on 11 february 2011 383579014  
b shares were issued on 14 february 2011 shareholders owning 89266979 b shares elected to receive the initial dividend 
payment of 38 pence each and these shares were subsequently converted to deferred shares the remaining shares were 
redeemed at a later date for 38 pence each the ﬁnal redemption date for b shares was 7 april 2011 and all transactions relating 
to the b share scheme have now been completed
the share consolidation approved as part of the b share scheme took place on 14 february 2011 when shareholders 
exchanged 8 existing ordinary shares of 1p each for 7 new ordinary shares of 1
1
7 pence each 114p
the misys employee share trust mest purchases shares in the market using funds contributed by the respective group 
employing companies these shares are used to satisfy awards made under the group’s share incentive arrangements at 31 may 
2011 the mest held 14012361 2010 17 133515 shares purchased for a cost of £37 9m 2010 £406m and with a market value 
of £507m 2010 £386m during the year it utilised shares with a cost of £26m 2010 £66m to satisfy share awards
the employee share ownership plan esop purchases shares in the market using funds loaned by the company share 
purchases are timed to ensure that the esop has sufﬁcient shares to satisfy its requirements as and when its obligations fall due 
the trustees of the esop have waived its rights to dividends at 31 may 2011 the esop held 90363 2010 103272 shares 
purchased for a cost of £02m 2010 £02m and with a market value of £03m 2010 £02m
financial statements
misys leading technology and innovation
annual report 2011 113 32 other reserves
all ﬁgures in £ millions
retained
 earnings
convertible
 bond reserve
treasury 
shares own shares
translation
 reserve total
at 1 june 2010 2851 – 941 407 435 1938
total comprehensive income for the period 6438 – – – 21 6459
transactions with owners
share options settled from own shares 101 – 135 27 – 61
convertible bond – equity component – 161 – – – 161
business disposed – – – – 399 399
shares repurchased for cancellation 5250 – – – – 5250
b share scheme – dividends paid 339 – – – – 339
b share scheme – redemption of b shares 1056 – – – – 1056
expenses incurred on transactions with owners 55 – – – – 55
sharebased payments 97 – – – – 97
deferred tax on sharebased payments 36 – – – – 36
at 31 may 2011 2621 161 806 380 57 1653
all ﬁgures in £ millions
retained
 earnings
convertible
 bond reserve
treasury 
shares own shares
translation
 reserve total
at 1 june 2009 2241 – 963 473 47 852
total comprehensive income for the period 433 – – – 388 821
share options settled from own shares 59 – 22 66 – 29
conversion of allscripts 35 senior convertible 
debentures 35 – – – – 35
sharebased payments 129 – – – – 129
deferred tax on sharebased payments 72 – – – – 72
at 31 may 2010 2851 – 941 407 435 1938
own shares reserve relates to misys employee share trust and employee share ownership plan see note 31
the misys employee share trust was a beneﬁciary of the b share scheme and received funds of £62m this income in mest 
has been netted against the redemption of b shares expense within retained earnings


financial statements
misys leading technology and innovation 
114 annual report 2011 33 financial instruments risk management
misys operates a centralised treasury function which is responsible for managing the liquidity interest and foreign currency  
risks associated with the group’s activities under policies approved by the board of directors as part of its strategy for the 
management of these risks the group uses derivative ﬁnancial instruments in accordance with the group’s treasury policy 
derivative instruments are not entered into for speculative purposes treasury policy is reviewed and approved by the board and 
speciﬁes the parameters within which treasury operations must be conducted including authorised counterparties instrument 
types transaction limits and principles governing the management of liquidity interest and foreign currency risks 
the group’s principal ﬁnancial instruments other than derivatives are cash short term deposits bank loans overdrafts trade 
and other receivables and trade and other payables the main purpose of these ﬁnancial instruments is to raise ﬁnance for the 
group’s operations 
foreign exchange risk 
the group operates internationally and is exposed to foreign exchange risk arising from various currency exposures foreign 
exchange risk arises from future commercial transactions recognised assets and liabilities and net investment in foreign 
operations 
management has established a policy requiring group companies to manage their foreign exchange risk against their functional 
currency group companies are required to hedge on a monthly basis group treasury nets and consolidates the global 
prescribed hedges in the market with external forward contracts additionally group treasury reviews the actual nonsterling 
exposure cushion of the group and hedges those exceeding the levels set by the group foreign exchange policy with external 
forward contracts
the group’s net exposure to foreign currency risk is illustrated by the sensitivity analysis in note 37
interest rate risk
the group is exposed to cash ﬂow interest rate risk on ﬂoating rate bank loans overdrafts and cash held on deposit the 
group’s borrowings are primarily at variable interest rates set for periods of six months or less based on the various scenarios 
the group manages its cash ﬂow interest rate risk by using interest rate hedging instruments such as caps or swaps which  
are used to protect the group against signiﬁcant increases in interest rates under the interest rate swap the group agrees  
with other parties to exchange at speciﬁed intervals the difference between the speciﬁed swap rate and ﬂoating rate interest 
amounts calculated by reference to the agreed notional amounts
the group’s cash balances are kept in interest bearing current accounts and on shortterm deposit to maximise the level of 
return while maintaining an adequate level of liquidity the group does not generally invest surplus funds in longterm ﬁxed 
interest securities and therefore its exposure to fair value interest rate risk is not generally signiﬁcant
the group’s net exposure to interest rate risk is illustrated by the sensitivity analysis in note 37
credit risk 
credit risk arises from cash and cash equivalents derivative ﬁnancial instruments and deposits with banks and ﬁnancial 
institutions but primarily from outstanding trade receivables and committed transactions the group has policies in place  
to ensure that sales are made to customers with an appropriate credit history
derivative and cash transactions are limited to highquality ﬁnancial institutions the group has policies that limit the amount  
of credit exposure to any ﬁnancial institution for customer contracts the group and each reporting subsidiary have speciﬁed 
risk control and authorisation procedures in place to assess the credit quality of a customer where there is no independent  
risk rating for a customer such an assessment takes into account ﬁnancial position past experience and other factors 
the group has no signiﬁcant concentrations of credit risk with exposures spread over a large number of customers and 
counterparties 
liquidity risk
the group manages its cash and borrowing requirements centrally to minimise net interest expense within risk parameters  
set by the board whilst ensuring that the group has sufﬁcient liquid resources to meet the operating needs of the business  
the longterm forecast cash and borrowings proﬁle of the group is monitored to ensure that adequate headroom remains  
under current and projected committed borrowing facilities
financial statements
misys leading technology and innovation
annual report 2011 115 33 financial instruments risk management continued
the table below shows the maturity analysis of the undiscounted remaining contractual cash ﬂows of the group’s nonderivative 
ﬁnancial liabilities
all ﬁgures in £ millions
less than
one year 1 to 2 years 2 to 5 years over 5 years
2011
total
bank loans and overdrafts 233 229 329 – 791
convertible bond 25 25 1062 – 1112
trade and other payables 748 04 11 24 787
other liabilities 42 – – 03 45
total cash ﬂows 1048 258 1402 27 2735
all ﬁgures in £ millions
less than
one year 1 to 2 years 2 to 5 years over 5 years
2010
total
bank loans and overdrafts 494 785 – – 1279
trade and other payables 1249 06 13 27 1295
finance lease liabilities 09 04 04 – 17
other liabilities 47 12 – – 59
total cash ﬂows 1799 807 17 27 2650
the table below analyses the group’s outﬂow and inﬂow from derivative ﬁnancial instruments into relevant maturity groupings 
based on the remaining contractual maturity period at the balance sheet date the amounts disclosed in the table are the 
contractual undiscounted cash ﬂows
all ﬁgures in £ millions
less than
one year 1 to 2 years 2 to 5 years over 5 years
2011
total
derivative ﬁnancial instruments gross settled
– inﬂows 10 10 10 – 30
– outﬂows 16 16 07 – 39
total cash ﬂows 06 06 03 – 09
all ﬁgures in £ millions
less than
one year 1 to 2 years 2 to 5 years over 5 years
2010
total
derivative ﬁnancial instruments gross settled
– inﬂows 11 11 38 – 60
– outﬂows 07 06 14 – 27
total cash ﬂows 04 05 24 – 33
capital risk 
the capital structure of the group consists of debt and equity attributable to equity holders of the company comprising issued 
capital reserves and retained earnings as shown in the consolidated statement of changes in equity and note 32 the group 
manages its capital with the objective that all entities within the group continue as a going concern while maintaining an efﬁcient 
structure to minimise the cost of capital
in order to maintain or adjust the capital structure the group may adjust the amount of dividends paid to shareholders  
return capital to shareholders issue new shares or sell assets to reduce debt during the year a return of capital was made  
to shareholders as described in note 31
the group is subject to certain ﬁnancial covenants on its funding facility and monitors capital largely on this basis this includes 
a maximum ratio of net borrowings to operating proﬁt before depreciation amortisation and exceptionals ebitda of 3 times 
and a minimum ratio of ebitda to net interest of 50 times at 31 may 2011 the net borrowings to adjusted ebitda ratio was  
13 2010 12 times and ebitda to net interest payable ratio as deﬁned in the loan agreement was 154 2010 96 the 
covenants were met throughout the year


financial statements
misys leading technology and innovation 
116 annual report 2011 34 financial instruments
the group uses derivative instruments in order to manage foreign currency exchange risk arising from future commercial 
transactions recognised assets and liabilities the group is also exposed to cash ﬂow interest rate risk from ﬂoating rate  
bank loans overdrafts and cash held on deposit 
forward foreign exchange contracts 
the fair value of foreign exchange derivatives at 31 may 2011 was a net liability of £02m 2010 £01m
35 financial instruments categories
all ﬁgures in £ millions
fair value
 hierarchy
1
fair value
 through pl
loans 
 receivables
amortised
cost
not a
ﬁnancial
instrument
2
current noncurrent
at 31 may 2011
financial assets
investments level 1 39 – – – –39
investments level 2 16 – – – –16
derivative ﬁnancial instruments level 2 30 – – – 10 20
trade and other receivables – 1344 – 87 1344 87
cash and cash equivalents – 568 – – 568 –
85 1912 – 87 1922 162
financial liabilities
derivative ﬁnancial instruments level 2 39 – – – 16 23
borrowings – – 1510 – 179 1331
trade and other payables – – 831 96 888 39
39 – 2341 96 1083 1393
all ﬁgures in £ millions
fair value
 hierarchy
1
fair value
 through pl
loans 
 receivables
amortised
cost
not a
ﬁnancial
instrument
2
current noncurrent
at 31 may 2010
financial assets
investments level 1 38 –––– 38
investments level 2 33 –––– 33
derivative ﬁnancial instruments level 2 60 – – – 11 49
trade and other receivables – 2590 – 283 2857 16
cash and cash equivalents – 1203 – – 1203 –
131 3793 – 283 407 1 136
financial liabilities
derivative ﬁnancial instruments level 2 27 – – – 07 20
borrowings – – 1194 – 463 731
trade and other payables – – 1355 133 1429 59
27 – 2549 133 1899 810
1   fair value hierarchy shows the fair value measurement categories as described below
2  assets that do not qualify as a ﬁnancial instrument include prepayments of £87m 2010 £283m liabilities that do not qualify as ﬁnancial instruments are  
tax and other social security payments of £96m 2010 £133m
financial statements
misys leading technology and innovation
annual report 2011 117 35 financial instruments categories continued
fair value measurement hierarchy
fair value measurements of ﬁnancial instruments where 
relevant are classiﬁed using the following fair value hierarchy 
which reﬂects the signiﬁcance of the inputs used in making  
the measurements
level 1 – quoted prices unadjusted in active markets for 
identical assets or liabilities
level 2 – input other than quoted prices included within  
level 1 that are observable for the asset or liability either 
directly ie as prices or indirectly ie derived from prices and
level 3 – inputs for the asset or liability that are not based on 
observable market data unobservable inputs
the fair value of ﬁnancial instruments traded in active markets 
is based on quoted market prices at the close of business  
on the balance sheet date a market is regarded as active  
if quoted prices are readily and regularly available from an 
exchange dealer broker industry group pricing service or 
regulatory agency and those prices represent actual and 
regularly occurring market transactions on an arm’s length 
basis the quoted market price used for ﬁnancial assets  
held by the group is the current bid price these instruments 
are included in level 1 and comprise investments in quoted 
marketable securities
the fair value of ﬁnancial instruments that are not traded in  
an active market for example overthecounter derivatives  
is determined by using valuation techniques the valuation 
techniques maximise the use of observable market data  
where it is available and rely as little as possible on entity 
speciﬁc estimates if all signiﬁcant inputs required to fair  
value an instrument are observable the instrument is  
included in level 2
speciﬁc valuation techniques used to value ﬁnancial 
instruments include
– quoted market prices
– forward exchange rates and
– external consultants’ valuations
financial assets
cash and cash equivalents primarily comprise cash deposits 
and investments cash which bears interest at nominal rates 
comprises £135m 2010 £61m denominated in sterling 
£324m 2010 £1038m in us dollars £18m 2010 £160m 
in euros and £91m 2010 £68m in other currencies
36 financial instruments fair values
the fair values of each category of the group’s ﬁnancial 
instruments approximate to their carrying values in the group’s 
balance sheet
37 financial instruments sensitivity analysis
foreign currency sensitivity analysis 
the group’s principal foreign currency exposures are to  
the us dollar and the euro the table below illustrates the 
hypothetical sensitivity of the group’s reported proﬁt and equity 
to a 10 increase and decrease in the us dollarsterling and 
eurosterling exchange rates at the yearend date assuming  
all other variables remain unchanged the sensitivity rate of 
10 represents the directors’ assessment of a reasonably 
possible change for the foreseeable future
income statement
all ﬁgures in £ millions 2011 2010
sterling strengthens by 10
us dollar 28 04
euro 25 20
sterling weakens by 10
us dollar 28 04
euro 25 20
yearend exchange rates applied in the above analysis  
are us dollar 164 2010 145 and euro 114 2010 118
interest rate sensitivity analysis 
the table below illustrates the hypothetical sensitivity of the 
group’s reported proﬁt to a 05 increase or decrease in 
interest rates assuming all other variables were unchanged 
the sensitivity rate of 05 represents the directors’ 
assessment of a reasonably possible change for the 
foreseeable future
income statement
all ﬁgures in £ millions 2011 2010
interest rate increase of 05 03 06
interest rate decrease of 05 03 06
38 principal subsidiary undertakings
information on the principal subsidiary undertakings included in 
the consolidated accounts at 31 may 2011 is provided in note e 
of the company accounts
39 events after the reporting period
on 21 june 2011 the board announced that it had received  
a preliminary approach that may or may not lead to an offer 
being made for the company
on 23 june 2011 fidelity national information services inc 
conﬁrmed that it had made a preliminary approach regarding  
a possible cash offer for misys plc


financial statements
misys leading technology and innovation 
118 annual report 2011 independent auditors’ report to the members of misys plc
introduction
we have audited the company ﬁnancial statements of misys 
plc for the year ended 31 may 2011 which comprise the 
company balance sheet and the related notes the ﬁnancial 
reporting framework that has been applied in their preparation 
is applicable law and united kingdom accounting standards 
united kingdom generally accepted accounting practice
respective responsibilities of directors and auditors 
as explained more fully in the directors’ responsibilities 
statement set out on page 74 the directors are responsible for 
the preparation of the company 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 
company 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
this report including the opinions has been prepared for and 
only for the company’s members as a body in accordance 
with chapter 3 of part 16 of the companies act 2006 and for 
no other purpose we do not in giving these opinions accept 
or assume responsibility for any other purpose or to any other 
person to whom this report is shown or into whose hands it 
may come save where expressly agreed by our prior consent 
in writing
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 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 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 parent company ﬁnancial statements 
  give a true and fair view of the state of the company’s affairs 
as at 31 may 2011
  have been properly prepared in accordance with united 
kingdom generally accepted accounting practice and 
  have been prepared in accordance with the requirements  
of the companies act 2006
opinion on other matters prescribed by the  
companies act 2006
in our opinion
  the part of the directors’ remuneration report to be  
audited has been properly prepared in accordance with  
the companies act 2006 and
  the information given in the directors’ report for the  
ﬁnancial year for which the company ﬁnancial statements  
are prepared is consistent with the company 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 company or returns adequate for our audit have not 
been received from branches not visited by us or
   the company ﬁnancial statements and the part of the 
directors’ remuneration report to be audited 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
other matter
we have reported separately on the group ﬁnancial statements 
of misys plc for the year ended 31 may 2011
giles hannam senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and registered auditors
london
28 july 2011
financial statements
misys leading technology and innovation
annual report 2011 119 all ﬁgures in £ millions note 2011 2010
non current assets
tangible ﬁxed assets d 47 65
investments in subsidiary undertakings e 4600 892
amounts due from subsidiary undertakings 7508 7587
deferred tax asset f 59 –
12214 8544
current assets
debtors g 502 67 3
derivative ﬁnancial instruments h 09 04
cash at bank and in hand 396 126
907 803
creditors falling due within one year
loans and overdrafts i 179 454
derivative ﬁnancial instruments h 11 04
other creditors j 990 622
provisions for liabilities and charges k 07 12
1187 1092
net current liabilities 280 289
total assets less current liabilities 11934 8255
creditors falling due after more than one year
bank loans i 1331 723
amounts due to subsidiary undertakings 8120 4504
accruals 36 41
provisions for liabilities and charges k 08 30
retirement beneﬁt obligations m – 02
net assets 2439 2955
equity
called up share capital o 43 59
share premium account o 127 1519
capital redemption reserve o 1477 03
other reserves p 792 137 4
equity shareholders funds 2439 2955
approved by the board
mike lawrie
28 july 2011
financial statements
misys leading technology and innovation 
120 annual report 2011 a accounting convention and policies
accounting convention
the ﬁnancial statements have been prepared on a going 
concern basis which the directors believe to be appropriate 
the company is in a net asset position and has net current 
assets after excluding intercompany balances the ﬁnancial 
position and resources of the misys group are sufﬁcient to 
support the going concern basis for the company
the ﬁnancial statements have been prepared under the 
historical cost convention except as described under the 
headings share incentive schemes and derivative ﬁnancial 
instruments and hedge accounting and in accordance with 
the applicable uk accounting standards the companies act 
2006 and the accounting policies set out below
share incentive schemes
the group operates several equity settled sharebased 
compensation plans the fair value of the employee services 
received in exchange for the grant of the options is recognised 
as an expense 
the total amount to be expensed over the vesting period  
is determined by reference to the fair value of the options 
granted excluding the impact of any nonmarket vesting 
conditions for example proﬁtability and sales growth targets 
nonmarket vesting conditions are included in assumptions 
about the number of options that are expected to become 
exercisable
at each balance sheet date a revised estimate is made of the 
number of options that are expected to become exercisable  
if the revised estimate differs from the original estimate the 
charge to the income statement is adjusted over the remaining 
vesting period of the options
the social security contributions payable in connection with  
the grant of the share options is considered an integral part of 
the grant itself and the charge will be treated as a cashsettled 
transaction
the sharebased payment charge is recharged as an expense 
to the relevant employing subsidiary full details of the share 
incentive schemes are disclosed in the directors’ remuneration 
report and note 5 of the group accounts
leases
rentals paid under operating leases are charged to income  
on a straight line basis over the lease term
taxation
taxation that is chargeable on the proﬁts for the period 
together with deferred taxation using tax rates enacted or 
substantively enacted at the balance sheet date deferred 
taxation is provided in full on timing differences which result  
in obligation at the balance sheet date to pay more tax or  
the right to pay less tax at a future date timing differences 
arise from the inclusion of items of income and expenditure  
in taxation computations in periods different from those in 
which they are included in the ﬁnancial statements deferred 
tax assets are recognised to the extent that they are likely  
to be recovered deferred tax assets and liabilities are not 
discounted
fixed assets
fixed assets are stated at cost less accumulated depreciation 
cost includes the original purchase price of the asset and the 
cost attributable to bringing the asset to its working condition 
for its intended use depreciation is calculated on a straight line 
basis so as to write off the cost less estimated residual value 
of each asset over its expected useful life the residual values 
and useful economic lives of ﬁxed assets are reviewed annually 
freehold land is not depreciated the useful lives by major 
class of asset applied from the date of purchase are
 515 years or the period  
leasehold improvements of the lease if shorter
computer and other equipment 410 years
investments
investments are shown at cost less any provision considered 
necessary for impairment the need for any impairment 
writedown is assessed by comparison of the carrying value  
of the asset against the higher of net realisable value or value in 
use the value in use is determined from estimated discounted 
future cash ﬂows discount rates used are based on the cost 
of capital of the company
bank loans and overdrafts
bank loans and overdrafts are initially recognised at fair  
value less directly attributable transaction costs and are 
subsequently measured at amortised cost using the effective 
interest method the difference between the proceeds net of 
transaction costs and the redemption value is recognised in 
the proﬁt and loss account over the period of the borrowings
foreign currencies
the company translates foreign currency transactions into  
its own functional currency at rates ruling at the date of each 
transaction foreign currency monetary assets and liabilities 
are retranslated at rates ruling at the balance sheet date  
and currency translation differences are recognised in the 
income statement
derivative ﬁnancial instruments and hedge accounting
derivatives are initially recognised at fair value on the date  
a derivative contract is entered into and are subsequently 
remeasured at fair value the method of recognising the 
resulting gain or loss depends on whether the derivative is 
designated as a hedging instrument and if so the nature of  
the item being hedged changes in the fair value of derivative 
ﬁnancial instruments where they are not designated as hedging 
instruments are recognised in the proﬁt and loss account
pensions
the company has a closed funded deﬁned beneﬁt pension 
scheme in the uk as well as a number of other smaller deﬁned 
beneﬁt arrangements outside the uk
the remaining active members of the closed uk deﬁned 
beneﬁt scheme now contribute to a deﬁned contribution 
section of the scheme and do not accrue further beneﬁts 
under the deﬁned beneﬁt scheme full independent actuarial 
valuations are carried out on a regular basis and updated to 
each balance sheet date the assets of the schemes are held 
separately from those of the company
pension scheme assets are measured using bid market values
financial statements
misys leading technology and innovation
annual report 2011 121 a accounting convention and policies continued
pension scheme liabilities are measured using a projected  
unit method and discounted at the current rate of return on a 
high quality corporate bond of equivalent term and currency  
to the liability the pension scheme surplus to the extent that  
it is recoverable or deﬁcit is recognised in full on the balance 
sheet any current or past service cost is recognised in the 
income statement the net of the expected increase in the 
present value of the schemes’ liabilities and the company’s 
longterm expected return on its schemes’ assets are included 
in the income statement
hedge accounting
the business activities of the group expose it to ﬁnancial risks 
that arise from changes in both foreign exchange rates and 
interest rates the company on behalf of the group uses 
forward currency contracts and interest rate swaps to hedge 
these exposures in accordance with its treasury policy the 
group does not enter into derivatives for speculative purposes 
the group designates certain derivatives as either
a  hedges of the fair value of recognised assets or liabilities  
or a ﬁrm commitment fair value hedges or
b  hedges of a particular risk associated with a recognised 
asset or liability or a highly probable forecast transaction  
cash ﬂow hedge
changes in the fair value of derivative ﬁnancial instruments that 
are designated and effective as hedges of future cash ﬂows  
are recognised directly in equity and any ineffective portion  
is recognised immediately in the proﬁt and loss account
conversely if the item being hedged is a ﬁnancial asset or 
liability any amounts arising from changes in fair value that  
are deferred in equity are subsequently recognised in the  
proﬁt and loss account in the same accounting period in  
which the hedged item affects net income
changes in the fair value of derivative ﬁnancial instruments 
where they are not designated as effective hedges of future 
cash ﬂows are recognised in the proﬁt and loss account any 
changes in the fair value of the underlying transaction are also 
recognised in the proﬁt and loss account where a ﬁnancial 
instrument does not qualify for hedge accounting any changes 
in the fair value are recognised in the proﬁt and loss account  
as it arises
under these circumstances any cumulative gain or loss on  
the hedging instrument which has already been recognised  
in equity is retained in equity until the transaction occurs 
however if a hedged transaction is no longer expected to 
occur any net cumulative gain or loss that has already been 
recognised in equity is immediately transferred to the proﬁt  
and loss account
provisions
provisions are recognised when the company has a present 
legal or constructive obligation as a result of past events and  
it is probable that an outﬂow of resources will be required  
to settle the obligation and if this amount is capable of being 
reliably estimated if such an obligation is not capable of being 
reliably estimated no provision is recognised and the item is 
disclosed as a contingent liability where material
onerous property contracts
provision for onerous lease commitments on property 
contracts is based on an estimate of the net unavoidable lease 
and other payments in respect of these properties including 
dilapidation costs these comprise rental and other property 
costs payable plus any termination costs less any income 
expected to be derived from the properties being sublet  
the provisions are discounted at an appropriate rate to  
take into account the effect of the time value of money
cash ﬂow disclosure
the company is included within the consolidated ﬁnancial 
statements of misys plc which are publicly available 
consequently the company has taken advantage of the 
exemption from preparing a cash ﬂow statement under  
the terms of frs 1 revised 1996 ‘cash ﬂow statements’
b proﬁt for the year
as permitted by section 408 of the companies act 2006  
the proﬁt and loss account of the company is not presented  
as part of these ﬁnancial statements the proﬁt attributable  
to shareholders for the year is £5829m 2010 £193m loss 
which includes auditors’ remuneration of £02m 2009 £01m 
included within the current year gain is £6070m of dividends 
received from group companies as part of the corporate 
restructuring programme
c commitments
commitments of the company under non cancellable 
operating leases at 31 may
all ﬁgures in £ millions 2011 2010
annual payments expiring after 5 years 41 41
all operating lease commitments relate to land and buildings the 
company has no capital commitments at 31 may 201 1 2010 £nil
d tangible ﬁxed assets
all ﬁgures in £ millions 2011 2010
cost
at 1 june 75 88
additions 01 02
disposals 03 15
at 31 may 73 75
depreciation and impairment
at 1 june 10 13
charge for the year 19 05
disposals 03 08
at 31 may 26 10
net book value
at 31 may 47 65
included in the above analysis are disposals of £nil 2010 
£15m relating to freehold land and properties costs of  
£63m 2010 £63m additions of £01m 2010 £02m and 
accumulated depreciation of £24m 2010 £08m relating  
to leasehold improvements and cost of £10m 2010 £12m 
disposals of £03m 2010 £nil and accumulated depreciation 
of £02m 2010 £02m relating to ﬁxtures and ﬁttings


financial statements
misys leading technology and innovation 
122 annual report 2011 e tangible ﬁxed assets
all ﬁgures in £ millions 2011 2010
cost
at 1 june 934 938
additions 3763 01
disposals 55 –
transfer to other group company – 05
at 31 may 4642 934
provisions for impairment
at 1 june and 31 may 42 42
net book value
at 31 may 4600 892
principal subsidiary undertakings
the company is the beneﬁcial owner of and has 100 of the nominal value and voting rights over all the equity share capital 
through subsidiary undertakings of the following principal operating subsidiary undertakings within banking tcm and misys 
sophis these develop and licence application software products to customers in well deﬁned vertical markets together with 
undertaking transaction processing professional services and ecommerce activities
company name
country of incorporation 
and operation markets served
banking and tcm
misys international banking systems gmbh germany global products and services
misys international banking systems inc usa in the following areas
misys international banking systems limited england and wales retail and international branch banking
misys international banking systems limited republic of ireland transaction banking
misys international banking systems limited hong kong treasury and capital markets
misys international financial systems pte limited singapore enterprisewide market and credit risk management
misys international banking systems sa france software integration technology
misys international banking systems sa luxembourg
misys software solutions india private limited india
summit systems sa france
summit systems inc usa
summit systems international limited england and wales
kapiti limited england and wales
misys iq limited england and wales
misys philippines inc philippines
sophis
sophis technology ireland limited republic of ireland portfolio and risk management services in the 
following areas
 investment banks
 treasury and capital markets
 hedge funds
 asset managers
 pension funds
in addition to the companies shown above the group also holds investments in a number of other subsidiary undertakings 
which in the directors’ opinion do not signiﬁcantly affect the ﬁgures in the consolidated ﬁnancial statements details of all group 
companies will be annexed to the company’s next annual return in compliance with section 409 and 410 and parts i and ii of 
schedule 4 of the companies act 2006
financial statements
misys leading technology and innovation
annual report 2011 123 f deferred tax assets
in the current year there is a deferred tax asset of £59m 
2010 £nil relating to tax losses £49m and other timing 
differences £10m the amount of £59m was credited  
to the proﬁt and loss account deferred tax assets have been 
recognised in respect of carried forward tax losses where 
latest forecasts show that these are expected to be recovered 
against future proﬁt streams
g debtors falling due within one year
all ﬁgures in £ millions 2011 2010
amounts due from subsidiary  
 undertakings 487  562 
other debtors 03  34 
corporation tax –  73 
prepayments 12  04 
total 502  673 
h derivative ﬁnancial instruments
all ﬁgures in £ millions assets
2011
liabilities assets
2010
liabilities
forward foreign  
 currency contracts 09  11 04 04
i loans and overdrafts
all ﬁgures in £ millions 2011 2010
bank loans  179  454 
total falling due within one year 179  454 
bank loans payable within two  
 to ﬁve years 497  723
convertible bond 834 –
total falling due after more  
 than one year 1331 723
total 1510  1177 
bank loans
in november 2010 a new credit facility was agreed comprising 
a £90m term loan and a £190m multicurrency credit facility 
the term loan is repayable in installments between may 2011 
and august 2014 the revolving facility expires in august 2014 
initial arrangement fees relating to this facility of £13m have 
been expensed as an exceptional item being unconditional 
arrangement fees for new credit facilities to fund the sophis 
acquisition the remaining arrangement fees of £28m paid  
on drawdown are carried on the balance sheet these costs 
are being amortised over the expected term of the facility  
at 31 may 2011 £20m of the term loan had been repaid  
and none of the revolving credit facility was being used 
at 31 may 2010 the group had a £210m credit facility 
comprised of an £80m term loan and £130m revolving credit 
facility both of these were fully repaid by november 2010  
fees of £27m relating to the expired credit facility have been 
expensed as an exceptional item as the facility no longer exists
convertible bonds
the company issued 1000 25 convertible bonds at a par 
value of £100m on 22 november 2010 the bonds mature  
ﬁve years from the issue date at their nominal value of £100m 
or can be converted into shares at the holder’s option from  
4 january 2011 until 15 november 2015 at the prevailing 
conversion price 
if not previously converted or redeemed the bonds will  
be redeemed at par ﬁve years from the settlement date  
the company will have the option to call all outstanding  
bonds at any time on or after 7 december 2013 if the parity  
value on each of at least 20 dealing days in any period of  
30 consecutive dealing days on the london stock exchange 
exceeds 127 of the principal amount 
the values of the liability component and the equity conversion 
component were determined at issuance of the bond the  
fair value of the liability component included in noncurrent 
borrowings was calculated using a market interest rate  
for an equivalent nonconvertible bond the residual amount 
representing the value of the equity conversion option  
is included in shareholders’ equity in other reserves
j other creditors falling due within one year
all ﬁgures in £ millions 2011 2010
amounts due to subsidiary  
 undertakings 849 584 
other creditors 02 02 
accruals 139 36 
total 990 622 
k provisions for liabilities and charges
all ﬁgures in £ millions
2011
property
2010
property
at 1 june 42 79
net provisions credited  
 charged to the income statement 12 22
unwinding of discount – 03
utilisation of provisions 15 62
at 31 may 15 42
analysis of total provision
current 07 12
non current 08 30
total 15 42
the property provisions comprise the net present value of  
the estimated future costs of vacant and sublet properties  
and the excess rent over market value for occupied properties 
after taking into account dilapidations
financial statements
misys leading technology and innovation 
124 annual report 2011 l contingent liabilities
contingent liabilities that are quantiﬁable arise from property 
rental guarantees that have been issued in the normal course 
of business and also from bonds that have been issued in 
support of tenders submitted to prospective customers  
these amount to £03m 2010 £03m
there are contingent liabilities that arise in the normal course  
of business in respect of guarantees in relation to subsidiaries 
these are not expected to result in a material gain or loss to 
the company
at yearend there was a 45m guarantee in place relating  
to potential tax liabilities arising as a result of the disposal  
of allscripts which misys would be responsible for covering  
if they were to become payable
m retirement beneﬁt obligations
deﬁned beneﬁt scheme
in 200304 the active members of the uk ﬁnal salary scheme 
ceased to accrue beneﬁts on the basis of their ﬁnal salary 
during the year thereafter the beneﬁts of the active members 
accrue on a money purchase deﬁned contribution basis
the latest full actuarial valuation of the uk scheme was carried 
out as at 31 may 2008 the assumptions of which have been 
updated to 31 may 2011 by qualiﬁed independent actuaries  
a new full actuarial valuation of the uk scheme is in progress
the principal assumptions used in the valuation of the  
uk scheme only are
2011

2010

rate of increase in salaries na na
rate of increase in pensions in payment
fixed 3 30 30
fixed 35 35 35
rpi max 5 min 3 38 39
rpi max 5 min 35 41 41
post 1988 guaranteed minimum 
pension 22 26
discount rate 54 55
inﬂation assumption 36 37
mortality rates age years years
current pensioner – male 87 89
current pensioner – female 89 91
future retiree – male 89 91
future retiree – female 91 92
the company employs a building block approach in 
determining the longterm rate of return on pension plan 
assets historical markets are studied and assets with higher 
volatility are assumed to generate higher returns consistent 
with widely accepted capital market principles the overall 
expected rate of return on assets is then derived by 
aggregating the expected return for each asset class  
over the actual asset allocation for the plan at 31 may 2011
mortality assumptions are based on 100 of standard s1pxa 
year of use tables with allowance for future improvements to be 
in line with cmi2010 core projections assuming a long term 
rate of future improvement of 125 per annum for both males 
and females mortality assumptions in the prior year were 
based on the pxa00 year of use tables we believe that the 
underlying population of the s1pxa tables better reﬂect the 
membership of the uk scheme
the yearend assets in the schemes were
all ﬁgures in £ millions 2011 2010
equities 94 49
government bonds 212 213
corporate bonds 162 17 3
other – 02
market value of assets 468 437
adjustment for unrecoverable surplus 35 –
total market value of assets 433 437
actuarial value of liabilities 433 439
deﬁcit in the schemes – 02
net pension liability – 02
movement in deﬁcit during the year
all ﬁgures in £ millions 2011 2010
plan assets
fair value at 1 june 437 37 3
expected return on plan assets 22 22
actuarial gain 23 49
contributions paid by employer 05 05
net beneﬁts paid out 19 12
fair value at 31 may 468 437
beneﬁt obligations
present value at 1 june 439 373
current service cost – –
interest cost 24 23
actuarial gain loss 11 55
net beneﬁts paid out 19 12
present value at 31 may 433 439
net asset liability 35 02
an asset of £35m 2010 £nil in respect of the uk ﬁnal  
salary scheme has not been recognised as the company 
would not be able to derive future economic beneﬁt from it
financial statements
misys leading technology and innovation
annual report 2011 125 m retirement beneﬁt obligations continued
the amounts recognised in the income statement are  
as follows
all ﬁgures in £ millions 2011 2010
current service cost included  
 in employee costs – –
interest cost on pension  
 scheme liabilities 24 23
expected return on plan assets 22 22
included in ﬁnance cost 02 01
total income statement expense 02 01
the long term expected rate of return on the uk scheme 
assets is 51 2010 51
the actual return on the schemes’ assets was a gain of £45m 
2010 £47m
the amounts recognised in the statement of comprehensive 
income are as follows
all ﬁgures in £ millions 2011 2010
total actuarial gains losses 34 30
change in irrecoverable surplus 
 effect of limit in para 58b 35 24
total losses 01 06
cumulative amount of actuarial  
 losses recognised 19 18
history of experience gains and losses in the uk scheme
2011 2010 2009 2008 2007
experience  
 gains losses on  
 schemes’ assets
amounts £m 23 25 22 45 32
percentage of  
 schemes’ assets 49 57 55 109 83
experience  
 losses gains  
 on schemes’ 
 liabilities
amounts £m 03 01 16 23 –
percentage of  
 schemes’ liabilities 07 02 43 56 –
history of asset values beneﬁt obligation and deﬁcit in schemes
all ﬁgures in £ millions 2011 2010 2009 2008 2007
fair value of  
 plan assets 468 437 397 412 443
deﬁned beneﬁt  
 obligation 433 439 373 411 373
surplus deﬁcit 
 in scheme 35 02 24 01 70
the expected contributions to the deﬁned beneﬁt scheme  
for the next ﬁnancial year beginning 1 june 2011 are £05m 
2010 £05m
financial statements
misys leading technology and innovation 
126 annual report 2011 n called up share capital
number of shares
allotted
 fully paid
 share capital treasury mest esop net
at 1 june 2010  594584179 46477433 17133515 103272 530869959 
shares cancelled during the year 182150609 12796552 – – 169354057
share consolidation  51554197 3606820  2012467  12909  45922001
sophis consideration stock 1626140 – – – 1626140 
share options exercised –  6415383  1108687 – 7524070 
at 31 may 2011 362505513 23658678 14012361 90363 324744111
par value of each share is 114 pence during the year 6415383 2010 1049481 treasury shares with a cost of £68m  
2010 £08m were utilised to satisfy share awards 
shareholders approved the return of capital via a tender offer of the proceeds of disposal of allscripts on 13 august 2010  
on 16 december 2010 169354057 ordinary shares were tendered and were repurchased for cancellation at a strike price  
of 310 pence per ordinary share for a total cost of £525 million
to enable the company to return the balance of the proceeds from the allscripts disposal shareholders approved a £146 million 
return of share capital by way of a b share scheme at the company’s general meeting on 11 february 2011 383579014  
b shares were issued on 14 february 2011 shareholders owning 89266979 b shares elected to receive the initial dividend 
payment of 38 pence each and these shares were subsequently converted to deferred shares the remaining shares were 
redeemed at a later date for 38 pence each the ﬁnal redemption date for b shares was 7 april 2011 and all transactions relating 
to the b share scheme have now been completed
the share consolidation approved as part of the b share scheme took place on 14 february 2011 when shareholders 
exchanged 8 existing ordinary shares of 1p each for 7 new ordinary shares of 1
1
7 pence each 114p
the misys employee share trust mest purchases shares in the market using funds contributed by the respective group 
employing companies these shares are used to satisfy awards made under the group’s share incentive arrangements  
at 31 may 2011 the mest held 14012361 2010 17 133515 shares purchased for a cost of £379m 2010 £406m and  
with a market value of £507m 2010 £386m during the year it utilised shares with a cost of £26m 2010 £66m to satisfy 
share awards
the employee share ownership plan esop purchases shares in the market using funds loaned by the company share 
purchases are timed to ensure that the esop has sufﬁcient shares to satisfy its requirements as and when its obligations fall due 
the trustees of the esop have waived its rights to dividends at 31 may 2011 the esop held 90363 2010 103272 shares 
purchased for a cost of £02m 2010 £02m and with a market value of £03m 2010 £02m
financial statements
misys leading technology and innovation
annual report 2011 127 o share capital and reserves
all ﬁgures in £ millions
share
capital
share
premium
account
capital
redemption
reserve
other
reserves
at 1 june 2010 59 1519 03 1374 
proﬁt retained for the year – – – 5829 
shares issued 01 55 – – 
shares repurchased for cancellation 17 – 17 5250
convertible bond – equity component – – – 161 
b share scheme – shares issued 1457 1457 – – 
b share scheme – redemption of shares 1118 – 1118 1056
b share scheme – dividends paid 339 – 339 339
expenses incurred on transactions with owners – – – 55
actuarial loss – – – 01
share options exercised – 10 – 55 
sharebased payments – – – 74 
at 31 may 2011 43 127 1477 792 
all ﬁgures in £ millions
share
capital
share
premium
account
capital
redemption
reserve
other
reserves
at 1 june 2009 59 1519 03 1491 
loss retained for the year – – – 193
actuarial loss – – – 06
share options exercised – – – 18 
sharebased payments – – – 64 
at 31 may 2010 59 1519 03 1374 
p other reserves
all ﬁgures in £ millions
retained
 earnings
convertible
 bond reserve
treasury
shares
own
shares total
at 1 june 2010 2722 –  941 407 1374 
total recognised income and expense for the period 5829 – – –  5829 
purchase of and other movement in own shares 5250 –  – –  5250
convertible bond – equity component – 161 – – 161 
b shares – redemption of shares 1056 –  – –  1056
b share scheme – dividends paid 339 – – –  339
expenses incurred on transactions with owners 55 – –  –  55
actuarial loss 01 –  –  –  01
share options settled from own shares 107 –  135  27  55 
sharebased payments 74  –  –  –  74 
at 31 may 2011 1817  161 806 380 792 
all ﬁgures in £ millions
retained
 earnings
convertible
 bond reserve
treasury
shares
own
shares total
at 1 june 2009 2927  –  963 473 1491 
total recognised income and expense for the period 193 –  –  –  193
actuarial loss 06 –  –  –  06
share options settled from own shares 70 –  22  66  18 
sharebased payments 64  –  –  –  64 
at 31 may 2010 2722  –  941 407 1374 


financial statements
misys leading technology and innovation 
128 annual report 2011 q events after the reporting period
on 21 june 2011 the board announced that it had received a preliminary approach that may or may not lead to an offer being 
made for the company
on 23 june 2011 fidelity national information services inc conﬁrmed that it had made a preliminary approach regarding a 
possible cash offer for misys plc
r related party transactions
the company is exempt under the terms of frs 8 from disclosing related party transactions with other 100 owned subsidiaries 
of misys plc group
valueact capital has a holding of 67 812779 shares representing 2021 2010 257 in the company on an aggregated basis 
which reduced as result of the tender offer on 15 december 2010 jeff ubben who is a nonexecutive director of the company 
is chief executive ofﬁcer and chief investment ofﬁcer of valueact capital
financial statements
misys leading technology and innovation
annual report 2011 129 all ﬁgures in £ millions 2011 2010 2009 2008 2007
revenue
banking 1674  1617  1830  1598  1486 
tcm 1849  1795  1611  1417  1251 
misys sophis 168  –  –  – – 
corporate  other 09  07  – – – 
continuing operations 3700 3419 3441 3015 2737 
operating proﬁt loss
banking 310 327 385 172 163 
tcm 419 421 365 321 284 
misys sophis 37 –  –  –  – 
corporate  other 119 127 216 110 95
continuing operations excluding exceptional items 573 621 534 383 352 
exceptional items 210 84 311 146 243
 363 537 845 237 109 
interest and other ﬁnance costs 41 87 140 34 139
proﬁt loss before taxation 322 450 705 203 30
taxation 21 205 30 114 19
proﬁt loss after taxation from continuing operations 343  245 735  89 49
proﬁt after taxation from the discontinued operation 6147 369 161 1044 199 
proﬁt for the year – attributable to noncontrolling interest – 171 76 – – 
proﬁt for the year – attributable to equity holders of misys plc 6490 443 820 1133 150 
net funds debt 942 09  1289 255 911
 pence  pence  pence  pence  pence 
adjusted basic earnings per share 124 131  98 140 146 
adjusted diluted earnings per share  122 128  97 140 145 
dividends per share – – – 791 753 
 number  number  number  number  number 
average number of employees
banking 2075 1525 1375 1788 1790 
tcm 1285 1029 1044 1066 892 
misys sophis 100 – – – – 
corporate  other 307 1164 971  81  70 
continuing operations 3767 3718 3390 2935 2752 
discontinued operation 640 2412 2021 1601 1597 
4407 6130 5411 4536 4349 
adjusted earnings per share includes continuing and discontinued operations
financial statements
misys leading technology and innovation 
130 annual report 2011 financial calendar
annual general meeting 28 september 2011
announcement of 2011 interim results
 provisional 
january 2012
preliminary announcement of 2012 results provisional july 2012
annual general meeting
the agm will take place at 12 noon on wednesday 28 
september 2011 at the lincoln centre 18 lincoln’s inn fields 
london wc2a 3ed the notice of agm accompanies this 
report and will also be displayed on the company’s website
electronic communications
changes in legislation have provided companies with greater 
ﬂexibility when communicating with their shareholders by 
using electronic communication misys is able to distribute 
messages to all its shareholders instantaneously reduce costs 
and its environmental impact only those shareholders who 
have elected to receive shareholder documents in hard copy 
will receive documents in this form if in future you would like to 
receive the annual report electronically rather than by post 
please register online at wwwmisyscom 
shareholders who have not elected to receive documents  
in hard copy will receive a notiﬁcation at the time of their 
publication advising that they are available electronically  
and how to access them
company website
whether you are looking for information about our activities 
ﬁnancial information social environmental and ethical 
responsibilities our approach to governance latest press 
releases this report and further information about the 
company is available on our corporate website at  
wwwmisyscom 
misys share price
the misys share price is quoted in most uk daily national 
newspapers under ‘software  computer services’ ‘support 
services’ or ‘information technology’ sections 
company secretary and registered ofﬁce
tom kilroy misys plc one kingdom street paddington 
london w2 6bl tel 44 0 20 3320 5000 the company  
is registered and domiciled in england no 1360027
registrar
our registrar is equiniti aspect house spencer road 
lancing west sussex bn99 6da telephone from uk  
0871 384 2070 from outside uk 44 0 121 415 7047  
wwwshareviewcouk please direct any enquiries about 
holdings of misys plc shares to the registrar
calls to 0871 numbers are charged at 8p per minute from a 
bt landline charges from other telephony providers may vary 
lines are open from 830am to 530pm monday to friday 
excluding bank holidays
share register fraud protecting your investment
shareholders are advised to be wary of any unsolicited advice 
offers to buy shares at a discount or offers of free reports 
about the company if you receive any unsolicited advice make 
sure you get the correct name of the person and organisation 
and check that they are appropriately authorised by the fsa by 
visiting wwwfsagovukpagesregister more information can 
be found at wwwmoneyadviceserviceorguk
tips on protecting your shares
  keep any documentation that contains your shareholder 
reference number in a safe place and destroy any 
documentation which you no longer need by shredding it
 inform equiniti promptly when you change your address
  consider holding your shares electronically in a crest 
account via a nominee
sharedealing services
shareholders can make use of the equiniti share dealing 
facilities either by telephoning equiniti on 08456 037 037  
uk only or by logging on to wwwshareviewcoukdealing
sharegift
the orr mackintosh foundation operates a purely voluntary 
charity share donation scheme for shareholders who wish to 
dispose of small numbers of shares when the dealing costs or 
minimum fee makes it uneconomical to sell them details of the 
scheme are available from sharegift at wwwsharegiftorg or 
can be obtained from equiniti
combined code
a copy of the combined code can be found at wwwfsagovuk 
financial statements
misys leading technology and innovation
annual report 2011 131 bankers
the royal bank of scotland plc 
135 bishopsgate 
london 
ec2m 3ur uk
legal advisers
allen  overy llp 
one bishops square 
london  
e1 6ad uk
allen  overy llp
1221 avenue of the americas 
new york  
ny 10020 usa
joint corporate brokers
jpmorgan cazenove limited 
20 moorgate 
london 
ec2r 6da uk 
deutsche bank ag  
1 great winchester street 
london  
ec2n 2db uk
auditor
pricewaterhousecoopers llp
one embankment place
london
wc2n 6rh uk


financial statements
misys leading technology and innovation 
132 annual report 2011 misys would like to thank all those who participated in producing  
this report particularly the members of staff for their contributions
this document has been printed on heaven 42 which is produced  
using virgin wood ﬁbre from fully sustainable forests all pulps used  
are elemental chlorine free ecf and manufactured at a mill that  
has been awarded the iso 14001 and emas certiﬁcates for environmental 
management the use of the fsc logo identiﬁes products which contain 
wood from wellmanaged forests certiﬁed in accordance with the rules  
of the forest stewardship council the paper is also completely 
biodegradable and recyclable
if you have ﬁnished reading this report and no longer wish to retain it  
please pass it on to other interested readers or dispose of it in your 
recycled paper waste
an online version of this report is available on our website at  
wwwmisyscomreport2011
designed and produced by the college  wwwthecollegeukcom 


Summary:
 transformation
this has been a year of transformation 
for misys we completed three signiﬁcant 
transactions the sale of allscripts the 
capital return to shareholders and the 
acquisition of sophis together these 
repositioned misys as a pure play 
ﬁnancial services software company 
more importantly strong market 
positions and compelling products for 
both the capital markets and banking 
sectors mean that misys is now well 
positioned for future growth
shareholder value
in june 2010 we announced our plan  
to sell the majority of our stake in 
allscripts and the intention to return  
the majority of the net proceeds to 
shareholders through a tender offer  
with the overwhelming support of our 
shareholders we sold the entire stake 
and completed the return of £670m to 
shareholders by way of a tender offer 
and b share scheme 
the stake in allscripts was acquired 
in late 2008 through a signiﬁcant 
investment that involved purchasing 
shares in and merging misys’ us 
healthcare business with allscripts  
in just two years this investment yielded  
a return of around 130
the divestiture of our stake in allscripts 
and the capital return to shareholders 
were complex transactions and in many 
ways without precedent they involved  
a complicated threeway transatlantic 
set of transactions with many us and  
uk legal and regulatory requirements 
and the distribution of four shareholder 
circulars 
robust performance
last year misys delivered robust 
operating performance with a good  
end to the ﬁnancial year as revenue 
growth improved to 8 in the second 
half group revenue for the whole year 
was £370m an increase of 4 on the 
previous year on a proforma constant 
currency basis adjusted operating proﬁt 
was up 12 with the adjusted operating 
margin 13 percentage points higher as 
management made further savings in  
the backofﬁce whilst sustaining our 
investment in product development and 
customerfacing resources adjusted 
proforma basic earnings per share rose 
by 22 to 151p
strengthening our position in  
ﬁnancial services
as a newly focused ﬁnancial services 
software provider we see acquisitions  
in our chosen markets as a key way of 
reinforcing misys’ prospects for future 
growth in november we announced  
the proposed acquisition of sophis  
a leading provider of portfolio and risk 
management solutions which are largely 
complementary to our existing offerings 
we see sophis as an exciting engine  
for growth in particular through its 
leadership position in the buyside 
providing solutions to organisations 
ranging from global asset managers  
to startup hedge funds
the ﬁrst post acquisition revenue 
contribution from the misys sophis 
division for the fourth quarter included  
in our ﬁnancial results was encouraging 
showing impressive growth of 32 on 
the previous year we are very pleased 
with the energy and enthusiasm of the 
misys sophis employees
together the treasury and capital 
markets and misys sophis divisions 
occupy a leading position within the 
capital markets and misys is now ideally 
placed to win more deals in this sector 
as well as being able to take advantage 
of crossselling opportunities and more 
immediate cost synergies 
in our banking business we continued  
to invest in the development of our 
innovative bankfusion platform this  
was rewarded both by sales success 
that exceeded our expectations and  
the emerging consensus amongst 
market commentators as to the special 
capabilities bankfusion can unlock  
for its customers
improving customer satisfaction
nothing demonstrates the power  
of mike lawrie’s turnaround strategy  
for misys more than the dramatic 
improvement in customer satisfaction 
achieved each year last year was no 
exception with signiﬁcant improvements 
across the business with the strongest 
scores recorded in product reliability  
and customer relationships




business review
misys leading technology and innovation 
18 annual report 2011 rewarding the creation of  
shareholder value 
last year a series of major and complex 
corporate transactions challenged 
our remuneration committee to make 
changes to incentive arrangements  
that struck the right balance between 
fairly rewarding management for their 
achievements and securing value for 
money for shareholders throughout the 
year we actively consulted shareholders 
on matters as diverse as recalibrating 
existing longterm incentives resetting 
dilution limits and the creation of a new 
incentive arrangement for our chief 
executive we were particularly grateful 
for shareholders’ consistent support  
all the more so as our remuneration 
committee had to be innovative in  
its proposals
board succession
i am pleased to welcome stephen  
wilson and timothy tuff to the board as 
executive and independent nonexecutive 
directors respectively together they bring 
greater international and direct experience 
of our industry to the board
conﬁdence in our future
the strength of misys’ prospects for 
future growth recently prompted an 
approach with a potential bid for the 
company we will evaluate any and  
all such approaches thoroughly to  
ensure the best possible outcome for our 
employees customers and shareholders 
your board believes that mike lawrie  
and the misys team can justiﬁably  
be very proud of the company’s 
transformation aside from creating 
signiﬁcant shareholder value they  
have undoubtedly made misys a more 
attractive place to work and a better 
company to do business with the  
board has great conﬁdence in misys’ 
ongoing strategy and its ability to 
continue to generate signiﬁcant growth 
and value for shareholders 
it traditionally falls to the chairman to 
record the board’s thanks to the ceo 
and their entire team rarely can such 
thanks be more richly deserved than in 
respect of last year’s achievements by 
the misys team throughout the year 
their effort and persistence has been 
extraordinary i would also like to thank 
our shareholders for their active interest 
and consistent support without which 
this very critical year in misys’ 
transformation simply wouldn’t  
have happened
james crosby
chairman
james crosby chairman
for more information on our approach 
to corporate governance please go 
to pages 50 to 61
business review
misys leading technology and innovation
annual report 2011 19 business review
20 annual report 2011
misys leading technology and innovation  “ this has been a year of great progress with our strategy and corporate 
structure we completed the acquisition of sophis to create the leading 
capital markets platform and delivered signiﬁcant value to shareholders  
from the divestment of allscripts we have great conﬁdence in the future 
opportunities for misys to continue its path to leadership in our industry” 
 
mike lawrie 
chief executive ofﬁcer
business review
annual report 2011 21
misys leading technology and innovation