annual report and financial statements 201 1
great choice great value great service
annual report and financial statements 2012 plc 
annual report and financial statements 201 2
introduction
review of the business
“following a challenging start to our 
financial year we were encouraged 
by the progress in the second half 
particularly considering the context 
of a tough retail environment 
likeforlike sales grew in both 
quarter three and quarter four and 
we also grew total revenues 
yearonyear we have continued 
to move forward as a business and 
strengthen our market leading 
position – evolving our customer 
offer delivering worldclass 
customer service expanding our 
store estate investing in infrastructure 
and reducing net debt”
mathew williams
chief executive officer
for more information visit
toppstilescouk 1
review of the business governance financial statements additional information
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annual report and financial statements 201 2
highlights
review of the business
£1 77 7 m
group revenue 52 weeks ended 
1 october 201 1 £1755m
–07
likeforlike revenue
1
52 weeks ended 1 october 201 1 –20
600
gross margin
52 weeks ended 1 october 201 1 596
£1 55m
operating profit
52 weeks ended 1 october 201 1 £140m
£1 25m
profit before tax
52 weeks ended 1 october 201 1 £7 9m
5 1 4p
basic earnings per share
52 weeks ended 1 october 201 1 304p 
£1 66m
adjusted operating profit
2
52 weeks ended 1 october 201 1 £182m
£1 28m
adjusted profit before tax
3
52 weeks ended 1 october 201 1 £139m
5 1 1p
adjusted earnings per share
4
52 weeks ended 1 october 201 1 550p
075p
final dividend
52 weeks ended 1 october 201 1 06p
125p
total dividend
52 weeks ended 1 october 201 1 11p
review of the business
1 highlights
4 our strategy
5 chairman’s statement
7 chief executive’s statement
12 business review
22 corporate social responsibility
governance
26 directors and advisors
28 directors’ report
32 corporate governance statement
34 remuneration report
financial statements
39 independent auditor’s report  
 – consolidated financial statements
40  consolidated statement of financial performance
40  consolidated statement of comprehensive 
income
41 consolidated statement of financial position
42 consolidated statement of changes in equity
43 consolidated cash flow statement
44 notes to the consolidated financial statements
70  independent auditor’s report –  
company financial statements
71 company balance sheet
72 notes to the company financial statements
additional information
75 five year record
76 notice of annual general meeting
79  explanatory notes to the notice of 
annual general meeting
84 the team
92 store locations
1
 likeforlike revenues are defined as sales from stores that have been trading for more than 52 weeks
2
 2012 adjusted operating profit excludes several items we have incurred during the period due to their nature 
these are the impairment of plant property and equipment of £05 million 201 1 £11 million business 
restructuring costs of £04 million 201 1 £nil an increase in property related provisions of £02 million 
201 1 £19 million 201 1 also included an inventory charge of £13 million for which there is no equivalent 
charge this year
3
 2012 adjusted profit before tax is adjusted for the effect of the items above plus
– property disposal gain of £16 million 201 1 £nil 
–  £08 million charge relating to the interest rate derivatives and forward currency contracts the group 
defined as topps tiles plc and all its subsidiaries has in place per ias 39 201 1 £16 million charge
4
 adjusted for the post tax effect of items highlighted above 2 
stylish
modern and
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annual report and financial statements 201 2
for more inspiration why not pop into one of our stores or visit 
toppstilescouk
modern style is depicted through 
elements of minimalist living such as simple 
clean lines and paredback accessorising 
pieces of the latest iconic designs and 
influences drawn from cutting edge 
technology captivate this style flawlessly
domino 
perfect to create the minimalist look 
domino features a subtle shimmering 
pattern of squares adding interest 
and depth to a simple scheme
simply whites 
gone are the days when white tiles 
were just plain and practical we’ve 
sourced real stone frosted mosaics  
glass polished and matt finishes to 
suit any taste style  budget
here to help 
meeting our customers desires to be 
inspired whatever their style and 
budget is a key component of our 
excellent customer service 4 
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annual report and financial statements 201 2
 
outstanding value
when these three key elements of our business are combined we believe we offer outstanding value our existing customers’ satisfaction surveys 
are the best possible validation of this and their recommendations are an important source of future growth for the business over the past year 
906 of our customers have told us that they would recommend us to friends and family something we are incredibly proud of

customer service 
customer service remains our number 
one priority and it is our policy to be 
honest helpful and knowledgeable but 
never pushy we invest extensively in 
training to ensure our staff have the best 
product knowledge in the industry we 
mystery shop the customer experience in 
all our stores every month and encourage 
all customers to complete a satisfaction 
survey

product offer
as a specialist we are able to offer a 
huge range of products with many of 
them in stock and available to take 
away many of our key lines are 
imported directly from factories all over 
the world which ensures that we can 
offer the very latest tastes and trends to 
our customers often on an exclusive 
basis
locational convenience
we have over 300 locations nationwide 
in easily accessible highly visible 
locations all with customer parking 
thereby ensuring that the majority of the 
uk population have a store near them 
in addition our website allows customers 
to review our range in advance either 
purchasing directly online or visiting a 
store to discuss their project and benefit 
from our exceptional customer service

customer 
service
outstanding 
value
locational 
convenience
product 
offer
the topps’ strategy is focused on delivering outstanding 
value to our customers to ensure they always “return and 
recommend” this has enabled us to increase our competitive 
advantage by further increasing market share built upon 
the strong foundations of customer service product 
offer and locational convenience 
our strategy
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annual report and financial statements 201 2
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our business 
it’s reassuring to be able to report that despite the continued tough 
retail climate during the last 12 months topps has both maintained 
its market leading position and delivered an overall increase in 
yearonyear sales for the first time since 2007 to achieve this 
we adopted a strategy which at its core focused on inspiring our 
customers in their quest to enhance their homes and on improving 
the way we met the needs of our exacting trade customers this 
approach enabled us to move from a position where likeforlike 
sales declined by 47 in the first half of our financial period to 
likeforlike growth of 35 during the second half
the final trading results do however reflect the stagnating 
performance of the economy a continuing low level of housing 
transactions and a lack of overall consumer confidence total 
revenue was £1777 million 2011 £1755 million and with 
gross margin increased to 600 2011 596 we were able 
to deliver an adjusted profit before tax of £128 million as well 
as reducing our net debt although this result was down from last 
year’s adjusted profit before tax of £139 million it was in line with 
market expectations and our internal projections
in our previous annual report we committed ourselves to prudent 
cost management further investment in key infrastructure and 
achieving our target for growing the store estate good progress 
has been made on these targets enabling us to
 a deliver an underlying cost increase of just 25 c£2 million 
lower than inflationary and store space growth
 a grow the overall store estate to 325 stores at year end 
2011 320 whilst simultaneously closing unprofitable units
 a enhance the overall appearance of our stores
 a convert 10 tile clearing house sites to the more profitable 
topps format
 a fully integrate our second grove park warehouse to enable more 
direct sourcing of product and thus secure additional margin gains
 a further develop the awareness of topps as a brand through 
national television advertising campaigns 
 a increase our share of the tile market by a further 1 to 27
meeting the needs of our customers
these results could not have been achieved in the current retail 
environment if topps had not maintained its absolute focus on the 
needs of our customers our objective of inspiring our customers 
whilst giving them top quality advice and guidance has once 
again resulted in topps being rated in the top 10 of european 
retailers when it comes to levels of customer satisfaction this result 
is not only a tribute to the quality of our staff but it also underscores 
the importance we attach to our continuous on the job staff training 
and the development of our company apprenticeship scheme
on behalf of the board i would like to thank every one of our 
employees for the personal contribution they have made in helping 
to maintain topps’ position as the uk’s number one tile retailer 
our people have also demonstrated their appreciation of the wider 
responsibilities that a business like topps has by again making 
“help for heroes” the company’s chosen charity their fundraising 
efforts have been inspiring and have included everything from local 
cake sales to climbing mount kilimanjaro
corporate governance
this year we strengthened the depth and independence of the 
board with the appointment of two new nonexecutive directors 
in december 2011 claire tiney joined the board bringing with 
her a wealth of human resources experience gained from a retail 
career spent with marks and spencer mothercare woolworths 
and mcarthur glen in january 2012 andy king currently ceo of 
nottcuts and formerly with boots and bodyshop also joined the 
board his arrival has brought to topps strong strategic marketing 
and general management experience gained from his 
comprehensive retailing career
these appointments have enabled us to further strengthen the 
board’s committee structure alan white has now been appointed 
senior independent director and chair of the audit committee 
claire tiney has taken on the chair of the remuneration committee 
topps has maintained its position as the 
uk’s number one tile retailer by giving 
its customers inspiration for their home 
improvement projects outstanding value for 
money and exceptional levels of service
michael jack 
chairman
chairman’s statement
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review of the business
chairman’s statement continued
andy king has been appointed as chair of the nominations 
committee and in addition has accepted responsibility for 
reviewing the company’s environmental and corporate social 
responsibility policies 
during the year we also said goodbye to a very long serving 
member of our board when in april nick ounstead announced 
that he was to retire during his 15 years with the business nick 
made an outstanding contribution to topps helping us move from 
a small unquoted business to today’s position as the uk’s number 
one tile retailer on behalf of the board i would like to record our 
sincere appreciation for all he did for topps and send him our 
very best wishes for the future
dividend
this year’s trading and particularly our second half performance 
has reinforced the board’s view that the business is on a secure 
financial footing in pursuit of our progressive dividend policy we 
will be recommending to shareholders a final dividend of 075p 
per share 2011 06p per share this will cost £14 million 
2011 £11 million the shares will trade ex dividend on 
24 december 2012 and subject to approval at the annual 
general meeting the dividend will be payable on 31 january 
2013 this brings the total dividend for the year to 125p per 
share 2011 11p per share an increase of 136
our future 
our results for the year have confirmed that in spite of challenging 
economic conditions topps’ fundamental retail formula is sound 
we recognise however that if we are to continue to grow our 
share of the market in this retail environment innovative thinking 
will be required in june we unveiled some new approaches to 
the marketing of our products in our lab store at milton keynes 
we are continuing to evaluate these new approaches and they 
will help set the tone for the future appearance of our stores
the commercial success of these new initiatives will be greatly 
assisted if uk economic policy can deliver a sustained 
improvement in consumer confidence in addition the success 
of any of the initiatives designed to stimulate the market for 
houses and their refurbishment will be of considerable value 
to the business
for our part we will continue to inspire our customers’ home 
improvement plans whilst at the same time investing in our people 
– our greatest strength and most important asset we also 
recognise the increasingly important role being played in retailing 
online and so we plan to further develop our web presence 
in order to make it even easier for our customers to research their 
purchases and find the combination of tiles and wood flooring 
that is just right for them
by combining all these elements in a package that offers unrivalled 
instore service unparalleled ranges industry leading technical 
advice and great value for money for both our trade and retail 
customers we will have a strong platform upon which to build 
our success in the new financial year
michael jack 
chairman
26 november 2012
 1 metallic random 
mix mosaic 
this glass mosaic with 
metallic effect pieces adds 
a dramatic effect to any 
modern scheme
 2 stratum 
bangontrend this 
textured tile is designed to 
be butted up together for 
a seamless finish 7
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annual report and financial statements 201 2
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looking ahead we recognise that economic conditions are likely 
to remain uncertain throughout 2013 however i believe that we 
are operating in an environment where customers value topps 
unique blend of outstanding product range affordability industry 
leading customer service and locational convenience these key 
differentiators provide us with a platform to achieve both further 
growth and market share gains as we consolidate our position 
as the uk’s number one tile retailer
matthew williams 
chief executive officer
we started this year knowing that the economic outlook would 
be challenging for businesses dependent on consumer confidence 
and discretionary spending this cautious approach proved well 
founded as we experienced a decline in revenues during the first 
half i am very pleased however with the way in which the 
business and specifically our store colleagues responded – 
arresting the decline and then returning the business to both 
likeforlike sales growth during the second half and overall sales 
growth across the year 
we maintained our focus on strengthening our market leading 
position by continuing to deliver outstanding service and excellent 
value high quality products to our customers we further upgraded 
and expanded our store estate strengthened our offer and 
supported this with new marketing initiatives instore on television 
and online in addition we have seen the first benefits of our 
investments in both stores and supply chain infrastructure 
we remain focused on maintaining an efficient cost base but also 
recognise a continuing need to invest in key areas of the business 
as we move forwards we have maintained our investment in 
marketing over the last year and will continue to ensure that our 
stores are sufficiently resourced to continue to offer the high 
standards of customer service we pride ourselves on
the market 
topps has seen its position as the uk’s leading tile retailer 
strengthen further during the period with our share of the non
contract tile market growing to 27 2011 26 source market 
and business development “mbd” our unwavering focus on 
offering our customers outstanding service and value enabled 
the group to once again outperform the market
tile consumption in the uk continues to be low in comparison 
to the rest of europe roughly onethird of the demand experienced 
in northern europe source mbd however longterm growth 
based on projections of an increase in housing stock and consumer 
usage of tiles remains attractive
store development and expansion
we have continued to focus on optimising returns from the existing 
store estate adding new stores selectively where we believe strong 
opportunities exist and targeting tactical relocations of individual 
stores where this is supported by the local market opportunity
in the last 12 months we opened 13 new stores and closed eight 
stores of which one was a relocation resulting in a net increase 
of five stores to bring the total at year end to 325 stores these 
new stores have performed well and we remain very encouraged 
with the return on investment in the year ahead we have plans in 
place to increase the estate by a further five new stores
we have continued to invest across all parts of our store estate 
and this year have progressed a programme of “light touch” refits 
– spending around £20000 per store on a range of minor 
improvements such as store signage counters floors lighting etc 
18 stores have benefited from the programme this year and we 
intend to continue this into 2013
we converted 10 further tile clearing house stores to the more 
profitable topps tiles format trading results from these conversions 
have been strong on average generating c25 more sales post 
the conversion 
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chief executive’s statement 8 
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 1 
 3 
£1 77 7 m
group revenue 
52 weeks ended 1 october 201 1 
£1 755m
we have continued to improve our online presence and see our 
website as very much a way of driving additional footfall to stores 
we know increasing numbers of customers are undertaking the 
research phase of their project online but prior to actual purchase 
however most of our customers tell us that they still prefer to visit 
our store physically see the products they are interested in and 
benefit from our expert instore advice before they buy to help 
them with this process we have focused our online efforts on 
incorporating more inspirational room set photography a greater 
variety of design ideas and the integration of our marketleading 
interactive “visualiser” into the online experience this enables 
customers to choose from our extensive range of wall and floor 
tiles and model them into a variety of different room settings 
customer service
as the uk’s leading tile specialist the provision of exceptional 
levels of customer service is a key differentiator of the topps tiles 
brand 
we measure customer satisfaction based on the “net promoter” 
scoring system the net promoter score is calculated based on 
customers’ feedback to the question of how likely they are to 
recommend topps tiles to friends or colleagues the scores are 
based on a numerical scale from 0–10 which allows customers to 
be split into promoters 9–10 passives 7–8 and detractors 0–6 
the final score is based on the percentage of promoters less the 
percentage of detractors thereby creating a possible range of 
–100 to 100 over the financial period our net promoter 
score has averaged 906 2011 881 – well within the 
top 10 of european retailers when it comes to customer service 
quality which we consider to be a very clear endorsement of 
our customer service ethic
product offer
we continue to lead the market with our wide range of products to 
suit all tastes we offer a core range of c1500 items which are 
available in stock to take away and a further c3000 items which 
are available to order on short lead times
our customers are choosing a wider variety of tiles than we have 
seen previously and are becoming increasingly adventurous in their 
tastes through greater use of colour and larger format tiles 
maintaining innovation in our product range is a key driver 
of success and on average we refresh around 20 of our core 
range each year 
our diverse product sourcing strategy is also a key driver of our 
business – we have a specialist team of buyers who are able 
to shop all over the world and combined with our operational 
flexibility are able to bring product to market quicker than 
our competitors
we have also reviewed our wood flooring offer and have 
completely relaunched the range from october 2012 featuring 
a broad offer that will cater for all our customers needs 
marketing advertising and sponsorship
the evolution of the topps tiles brand continued during the period 
in line with our greater emphasis on inspiring customers and 
reaching beyond our traditional customer base our product 
brochures and instore merchandising have been repositioned to 
reflect customers’ increased focus on style as the principal driver in 
their purchase decision this approach also provides consistency 
with our improved consumer website more emphasis has also 
been placed on promoting the breadth of our ranges with a 
greater focus on being able to attract high end customers as well 
as retaining those attracted by our traditional value message 
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chief executive’s statement continued
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 1 diamante this supersized version of the popular 
metro brickeffect tile adds a stylish dimension to 
any setting
 2 kula splashback part of our range of 
designer splashbacks the union jack design is a 
real show stopper
 3 polished porcelain  expresso marble 
mosaic a feature panel of natural stone mosaics 
creates a stylish look with timeless appeal
 4 essentials  hammered pearl mosaic 
for a more funky style this aqua pairing makes 
a bold statement
£1 66m
adjusted operations profit
2
52 weeks ended 1 october 201 1 
£1 82m
–07
likeforlike revenue 
52 weeks ended 1 october 201 1 –20
over the course of the last financial period we have continued 
to invest around 2 of sales in marketing expenditure with the 
objectives of driving footfall and increasing market share television 
advertising and sponsorship has proved to be the most effective 
way to build consumer awareness of the topps brand this year 
we resumed our previously successful weather sponsorship and 
have featured on both daybreak and channel 4 news we have 
also continued our campaign of communicating our inspirational 
agenda through home interest magazines and pr our trade 
specific campaigns have included a talksport radio campaign and 
increased use of direct mail and email and these initiatives have 
been successful in increasing our overall share of trade business 
community
topps’ commitment to its local communities through sponsorship 
and charitable activity remains strong we aim to make 
positive contributions to those communities served by our stores 
working closely with them to promote our primary aim of being 
a “good neighbour” 
we currently sponsor over 300 youth football teams nationwide 
providing the teams with support new kits and equipment 
our work for the charity help for heroes which we have been 
supporting since 2008 has gone from strength to strength and 
we have already helped to raise over £200000 for this very 
worthy cause we also work with the british association of modern 
mosaic ”bamm” sponsoring two national competitions and 
supporting the promotion of mosaic art in schools and community 
groups countrywide
staff development
our people are fundamental to fulfilling our key objective of 
delivering excellent customer service which remains as important 
as ever we continue to invest in their professional development 
through a sophisticated in store elearning system which is 
developed and administered inhouse providing new courses 
and regular updates in addition to this under the government’s 
vocational educational initiative we have seen in excess of 700 
colleagues successfully achieve nationally recognised qualifications 
in retail skills and retail management skills 
all our staff are incentivised with competitive benefit packages 
and performance based rewards and we encourage internal 
promotion we anticipate that staffing levels will increase in 
the coming year in line with the progressive expansion of the 
store base
current trading and outlook
in the first seven weeks of the new financial period group revenues 
increased by 10 on a likeforlike basis
looking ahead whilst we recognise that there are a number 
of uncertainties facing our customers we also believe that by 
continuing to deliver our core qualities of excellent customer service 
great inspirational product ranges and outstanding overall value for 
money we can continue to deliver our primary goal of increasing 
market share and maximising returns for our shareholders 
matthew williams 
chief executive officer
26 november 2012
review of the business
 4 
2
 as explained on page 1 10 
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annual report and financial statements 2012
classic
simply plc 
annual report and financial statements 201 2 11
review of the business governance financial statements additional information
for more inspiration why not pop into one of our stores or visit 
toppstilescouk
classic style is a timeless choice that 
is quietly elegant this perpetual look 
embodies form and function with muted 
primary hues and a neutral colour scheme
rina black  cora 
cotta  beige 
earthy shades paired with neutral 
tones help to create the right 
classic balance
real and specialeffect natural textures 
dominate the classic style from 
travertine and marble to wood and 
stoneeffect tiles  mosaics there’s 
an abundance of choice
here to help 
customer service lies at the heart of our 
philosophy we go way beyond the tile 
to ensure our customers have everything 
they could possibly need 12 
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matthew williams chief executive officer left
rob parker chief financial officer right
our primary objectives continue to be focused on 
optimising returns from the existing estate careful 
management of our cost base and improving our 
financial flexibility whilst our most recent trading 
period offers some encouragement we continue 
to be cautious in our outlook and believe that 
our current strategy and objectives are therefore 
appropriate for the business at the present time 
cautionary statement
this business review chairman’s statement and chief executive’s 
statement have been prepared solely to provide additional 
information to shareholders to assess the group’s strategies and the 
potential for those strategies to succeed these reports should not 
be relied on by any other party or for any other purpose
the business review chairman’s statement and chief executive’s 
statement contains certain forwardlooking statements these 
statements are made by the directors in good faith based on the 
information available to them up to the time of their approval of this 
report and such statements should be treated with caution due to 
the inherent uncertainties including both economic and business 
risk factors underlying any such forwardlooking information
the directors in preparing this business review have complied 
with section 417 of the companies act 2006 this business 
review has been prepared for the group as a whole and therefore 
gives greater emphasis to those matters which are significant to 
topps tiles plc and to its subsidiary undertakings when viewed 
as a whole
nature objectives and strategies 
of the business
topps tiles is the uk’s leading specialist tile retailer with a 27 
market share as a true specialist the topps’ offer covers a wide 
range and includes wall and floor tiles natural stone laminate 
flooring solid wood flooring and a comprehensive range of 
associated products such as underfloor heating adhesives 
and grouts
the group strategy is focused on delivering outstanding value and 
service to our customers the key elements to the success of this 
strategy are the friendly professionalism and expertise of our staff 
store locations product choice and availability 
key operational objectives
 a deliver outstanding value for money and service to ensure 
customers always “return and recommend”
 a maintain and extend our market leading position 
 a manage the store estate prudently opening new stores where 
opportunities arise that complement the existing estate and review 
of the existing store portfolio to ensure we are keeping track with 
consumer shopping patterns and that our cost base is as efficient 
as possible
 a continued evolution of the instore customer offer to maintain 
our competitive advantage
 a further development of the ecommerce offering to maintain 
leading edge customer service
 a ensure our business model continues to address the particular 
requirements of both retail and trade customers
key financial objectives 
 a primary focus on increasing revenues and cash generation 
maintaining tight cost control and optimising gross margins
 a maximising earnings per share and shareholder returns including 
biannual review of our dividend policy
 a maintaining a capital structure which enables an appropriate 
balance of financial flexibility and capital efficiency
progress against these objectives is discussed throughout this report 
and where appropriate measures are utilised these are included 
in the key performance indicators section
review of the business
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–07
likeforlike sales growth year
onyear 52 weeks to 1 october 201 1 
–20
13
total sales growth yearonyear 
52 weeks to 1 october 201 1 –38
600
gross margin 
52 weeks to 1 october 201 1 596
£1 28m
adjusted pbt

52 weeks to 1 october 201 1 £139m
£456m
net debt
52 weeks to 1 october 201 1 £509m
133
inventory days 
52 weeks to 1 october 201 1 123
operational review 
our primary objectives continue to be focused on optimising returns 
from the existing estate careful management of our cost base and 
improving our financial flexibility whilst our most recent trading 
period offers some encouragement we continue to be cautious 
in our outlook and believe that our current strategy and objectives 
are therefore appropriate for the business at the present time 
over the financial period we have maintained our focus on cost 
control and have only seen increases in costs resulting from 
inflationary factors oneoff items or where we have decided that 
additional investment was appropriate further detail of expenditure 
is provided within the financial review 
the directors receive regular information on these and other metrics 
for the group as a whole this information is reviewed and 
updated as the directors feel appropriate
risks and uncertainties
the board conducts a continuing review of key risks and 
uncertainties the board’s primary focus when reviewing these 
risks and uncertainties over the last 12 months has included
 a the continuing challenges of the uk economy and the subsequent 
business impact
 a balancing our longer term investment needs against the uncertain 
economic outlook
 a ensuring that the group’s capital structure remains appropriate 
and that future funding requirements are accessible
uk economy
the business has made good progress this year having started 
from a position of weak consumer confidence and declining 
revenues the business has returned to growth over the second half 
of the financial period and we have been successful in our goal of 
growing our market share the board believes that the economic 
climate will remain uncertain and as a result consumer confidence 
could also be impacted 
the board believes the business is well positioned to deal with 
these challenges and will continue to generate healthy profits whilst 
remaining cash generative
balancing our longer term investment needs 
against the uncertain economic outlook
having made some larger infrastructure investments in the previous 
financial period the board considered that a reduction to an 
ongoing level of investment in this period was appropriate 
we have invested £61 million the majority of which is for either 
new stores refits or store improvement works the board intends 
to continue with this cautious expansionary approach and we will 
continue to open new stores where strong trading locations become 
available we will also continue to invest in older parts of the store 
estate through a programme of minor store improvements 
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adjusted pbt as defined on page 1
financial kpis  14 
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annual report and financial statements 201 2
 1 
 2 
 3 
27
market share 
52 weeks to 1 october 201 1 26
appropriate capital structure
the group has a £750 million committed revolving credit facility 
in place which expires in may 2015 as at the financial period 
end £600 million of this facility was drawn with a further £150 
million of undrawn financing available the business also had 
£144 million in cash balances as at the financial period end 
resulting in a net debt position of £456 million the loan facility 
contains financial covenants which are tested on a biannual basis 
other key risks
in addition to the above the board considers other key risks 
including its relationship with key suppliers the potential threat 
of new competitors the risk of failure of key information technology 
systems possible impacts on costs of sourcing due to weakness 
of sterling in comparison to the euro and us dollar currencies 
loss of key personnel and the development of substitute products 
the board’s response to these risks is articulated throughout this 
report and includes
 a continuing improvement in our existing retail operations including 
regular review of our product offer and customer service to ensure 
that we are maximising the opportunity to deliver sales
 a careful management of costs across all areas of the business with 
increases in expenditure only in areas that the board decides are 
appropriate in order to either drive shortterm gains or generate 
longer term strategic benefits
 a tight management of cash and continued reduction in net debt 
to improve financial flexibility
 a continuing review of the group’s global sourcing strategy to 
enable us to deliver greater value for money whilst maintaining 
returns and minimising the risk of over reliance on any individual 
supplier
the directors will continue to monitor all of the key risks and 
uncertainties and the board will take appropriate actions 
to mitigate these risks and their potential outcomes
906
net promoter score 
52 weeks to 1 october 201 1 881
325
number of stores 
52 weeks to 1 october 201 1 320
review of the business
business review continued
note – net promoter score is calculated based 
on customers’ feedback to the question of how 
likely they are to recommend topps tiles to 
friends or colleagues the scores are based 
on a numerical scale from 0–10 which allows 
customers to be split into promoters 9–10 
passives 7–8 and detractors 0–6 the final 
score is based on the percentage of promoters 
minus the percentage of detractors
nonfinancial kpis  15
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 4 
going concern
based on a detailed review of the above risks and uncertainties 
and management’s current expectations the board believes that the 
group will continue to meet all of its financial commitments as they 
fall due and will be able to continue as a going concern 
the current economic climate creates a degree of uncertainty 
in the outlook which when combined with the financial covenants 
included in our loan facilities has led the board to conduct a 
detailed review of a number of different trading scenarios as 
well as possible mitigating actions should they be required 
based on this analysis the board has concluded that the company 
would be able to fully meet all of its future financial commitments 
and therefore considers it appropriate to prepare the financial 
statements on the going concern basis
financial review
profit and loss account
revenue
revenue for the period ended 29 september 2012 increased by 
13 to £1777 million 2011 £1755 million likeforlike store 
sales decreased by 07 in the period which consisted of a 47 
decrease in the first half of the financial period and a 35 
increase in the second half 
gross margin
overall gross margin was 600 compared with 596 in the 
previous financial period at the interim stage of this period gross 
margin was 597 and we have recorded a gross margin of 
603 in the second half of the period the environment in which 
we operate continues to be a highly competitive one and we 
are able to utilise our scale to ensure that we can offer customers 
outstanding value whilst also generating increasing levels of returns 
continued improvement in the efficiency of our supply chain and 
further vertical integration have been the key drivers of the 
improvements over the financial period we will continue to invest 
margin in a controlled way to drive transaction volume where we 
consider it appropriate to do so
operating expenses
total operating costs have risen from £906 million to £911 
million an increase of 05 costs as a percentage of sales were 
513 compared to 516 in the previous period when 
adjusting items detailed below are excluded operating costs were 
£900 million 2011 £877 million equivalent to 506 of sales 
2011 500 of sales
the movement in adjusted operating costs is explained by 
the following key items
 a inflation at an average of approximately 2 has increased 
our cost base by around £17 million 
 a the average number of uk stores trading during the financial 
period was 320 2011 313 which would imply a 22 
increase in store costs generating approximately £17 million 
of additional costs
 a additional costs following the opening of our second warehouse 
account for a £07 million increase yearonyear
 a employee profit share costs have decreased by £06 million
 a stores costs have fallen by c£15 million on an underlying basis 
due to a variety of cost saving initiatives
 a the remaining elements of the cost base are broadly flat when 
compared to the prior year
during the period we have incurred several charges which we 
have excluded from our adjusted operating costs due to their 
nature these charges relate to impairments of plant property 
and equipment of £05 million 2011 £11 million business 
restructuring costs of £04 million 2011 £nil and an increase in 
property related provisions of £02 million 2011 £19 million 
2011 also included an inventory charge of £13 million for which 
there is no equivalent charge this year
review of the business
 1  arteak these woodeffect tiles enable you to 
achieve the aesthetic beauty of real wood with the 
benefits of hardwearing high quality porcelain
 2 wood antartic part of our new wood flooring 
range antartic features halffilled surface 
imperfections for an authentic  rustic look 
 3 metro this muchloved design classic can 
be worked into any style or scheme
 4 travertine the most popular of stones travertine 
used on the wall and floor provides a unique and 
timeless look that oozes elegance funky
time to get
plc 
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review of the business governance financial statements additional information
for more inspiration why not pop into one of our stores or visit 
toppstilescouk
not just for the young funky style is 
for those confident enough to experiment 
with design and create a really individual 
statement through the use of bold colours 
rich patterns  textures and contemporary 
glossy finishes
left to right stardust red 
fusion yellow matrix red 
diamante blue 
vibrant colours and eclectic mixes 
are back in fashion it’s time to be 
adventurous and make a statement 
with your individual style
here to help 
our instore experts use their knowledge and 
expertise to ensure our customers make the right 
decisions for their homes as we know that 
choosing tiles or wood flooring can sometimes 
be a little daunting 18 
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annual report and financial statements 201 2
review of the business
business review continued
 2 
 1 
325
number of stores
52 weeks ended 1 october 201 1 320
133
inventory days
52 weeks ended 1 october 201 1 123
£456m
net debt
52 weeks ended 1 october 201 1 
£509m
operating profit
operating profit for the period was £155 million 
2011 £140 million
operating profit as a percentage of sales was 87 
2011 80
excluding the adjusting items detailed on page 1 operating profit 
was £166 million 2011 £182 million 
other gains and losses
during the period we disposed of three freehold properties giving 
rise to a gain of £16 million 2011 £nil 
financing
the net cash interest charge for the year was £38 million 2011 
£44 million excluding the impact of revaluations and cancellation 
of derivative instruments the underlying interest charge has fallen 
compared to the prior financial period due to a decision to cancel 
50 of the interest rate derivatives the company had in place 
the impact of this cancellation is a saving of c£125 million per 
annum for five years and the cash cost of the cancellation was 
£67 million 2011 £nil as this cost had been previously 
charged to the company’s income statement in the form of a 
“marked to market” transaction it is effectively offset by a reversal 
of the historical charge detailed in the following section 
the remaining interest rate derivatives and forward currency 
contracts gave rise to a “marked to market” revaluation as required 
by ias 39 “financial instruments recognition and measurement” 
this revaluation has generated a fair value non cash gain of £59 
million 2011 £16 million charge primarily driven by the partial 
cancellation of the derivative detailed in the previous section the 
combined net charge for the year is therefore £08 million 2011 
£16 million charge due to the nature of the underlying financial 
instruments ias 39 does not allow hedge accounting to be 
applied to these losses and hence any gains or losses against these 
derivatives are applied directly to the income statement rather than 
being offset against balance sheet reserves
net interest cover was 53 times 2011 43 times based on 
earnings before interest tax depreciation and the impairment 
of plant property and equipment excluding the impact of ias 39 
in finance charges
profit before tax
reported profit before tax is £125 million 2011 £79 million 
group profit before tax margin was 70 2011 45
excluding the adjusting items detailed on page 1 profit before tax 
is £128 million 2011 £139 million
tax
the effective rate of corporation tax for the period was 218 
2011 277 continuing operations 
the effective rate of corporation tax is lower than the uk expected 
rate for the year of 25 due to prior year adjustments the 
underlying rate excluding prior year adjustments is 263 this is 
slightly higher than the uk expected rate due to nondeductible 
expenditure and depreciation on assets not qualifying for capital 
allowances 
earnings per share
basic earnings per share were 514p 2011 304p 
– continued and discontinued operations
diluted earnings per share were 509p 2011 297p 
– continued and discontinued operations  19
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review of the business
 3 
600
gross margin
52 weeks ended 1 october 201 1 596
dividend and dividend policy
trading across the year and in particular the second half gives the 
board confidence that the business is on a secure financial footing 
we strongly believe that it is appropriate to continue to reward our 
shareholders through a progressive dividend policy to this end we 
are recommending to shareholders a final dividend of 075p per 
share 2011 06p per share this will cost £14 million 
2011 £11 million the shares will become ex dividend on 
24 december 2012 and subject to approval at the annual general 
meeting the dividend will be payable on 31 january 2013
this brings the total dividend for the year to 125p per share 
2011 11p per share an increase of 136
balance sheet
capital expenditure
capital expenditure in the period amounted to £61 million 
2011 £108 million a decrease of 435 the previous 
financial period included an investment of £31 million in a second 
warehouse at our central office location in leicester whereas this 
year’s expenditure is more reflective of the planned future level of 
expenditure capital expenditure includes the cost of 12 new 
openings 10 conversions one relocation and 18 partial store 
refits at a cost of £52 million 2011 £53 million the remaining 
expenditure includes the purchase of two freehold stores at a cost 
of £05 million 2011 £16 million and £04 million towards the 
implementation of a new it system 2011 £08 million
at the period end the group held seven freehold or long leasehold 
sites including two warehouses and distribution facilities with a total 
carrying value of £142 million 2011 eight freehold or long 
leasehold valued at £178 million
property disposals
during the period we disposed of three freehold properties 
generating proceeds of £54 million 2011 £nil
inventory
inventory at the period end was £259 million 2011 £238 
million representing 133 days turnover 2011 123 days 
turnover this increase in stockholding is driven by the combination 
of an increase in the number of stores and the new warehousing 
facility we have opened which is allowing us to drive gross 
margin improvements
capital structure and treasury
cash and cash equivalents at the period end were £144 million 
2011 £91 million with repayable borrowings at £600 million 
2011 £600 million 
this gives the group a net debt position of £456 million 
2011 £509 million
cash flow 
cash generated by operations was £197 million compared 
to £207 million last period 
matthew williams 
chief executive officer
rob parker 
chief financial officer
26 november 2012
 1 features pieces of ceramic pool mosaic 
beautifully versatile this gloss ceramic mosaic is 
perfect for use in any wet room area
 2 features metro glass an ultramodern twist on 
this much loved design classic our metro glass range 
is available in a vivid colour palette 
 3 metro blue wall  henley cool floor 
a clever mix  match of colour pattern  plain tiles 
creates a stunning funky style kitchendiner 20 
elegan 
period
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21
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ce
for more inspiration why not pop into one of our stores or visit 
toppstilescouk
the resurgence of styles from bygone eras 
culminate together in our period style 
whether you aspire to georgian simplicity 
shabby chic or vintage glamour 
you can add a touch of period style 
with time honoured tiles packed with 
nostalgic character
provenza antic 
delicate floral patterns romantic 
pastel tones and crackle glaze finishes 
are key tile designs for this style
metro tangier 
delicate patterns smaller tile shapes 
and soft pastel hues are essential for 
capturing period character
here to help 
with over 1500 experts across our 
network of stores our staff are on hand 
every step of the way to help 
our customers with their home 
improvement project 22 
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annual report and financial statements 201 2
“since we launched our partnership with topps tiles we have seen people climb 
mountains run marathons sell thousands of wristbands in fact do just about 
anything honest and decent to raise money for help for heroes the fundraising 
has been nothing short of extraordinary and the money raised has allowed us to 
provide direct practical support to those wounded in the service of our country’’
review of the business
corporate social responsibility
taking responsibility for our impact on society is important to us as 
a business and we have been developing our corporate social 
responsibility csr agenda since 2004 over the past nine years 
we have evolved and enhanced our programme to ensure we are 
active within the communities in which we work that we work in 
an environmentally conscious manner and that we ensure our 
employees feel supported developed and engaged
we are proud of our achievements in this area and focus our 
attention across three primary areas
 a community and charity 
 a environment
 a our people 
community and charity
an important part of being a “good neighbour” for topps tiles is 
ensuring that we are active in the communities local to our stores 
and places where we work we have a strong csr ethic at topps 
and this is reflected in the work we do within our community and 
charity programmes
in its ninth year our csr programme has evolved and been 
enhanced since its inception providing the framework and impetus 
for stores to support local activities that are a “perfect fit” for the 
values and culture of our group
topps in the community
mosaic art is a growing craft across the uk and topps is proud to 
lead the way in promoting and supporting the craft both as a 
public art and as an educational craft skill for children and adults 
our mosaic programme is broken down into two key areas 
sponsoring two major competitions that have been designed 
to showcase the work of novice mosaic artists
 a mega mosaic makers is a primary school competition organised 
by the british association for modern mosaic “bamm” and
 a our own landmark competition for adults learning mosaic in 
community workshops and further education centres the topps 
tiles award for achievements in mosaics
youth football
sponsorship of youth football is an important part of our community 
relations programme it is an exciting way for topps to be involved 
in helping the children in our local communities get outdoors and 
become active
we are one of the biggest supporters of youth football in the uk 
and whenever we open a new store we encourage the store team 
to look for sponsorship opportunities our stores are encouraged 
to build close relationships with teams and not only support them 
emotionally but also with the equipment needed to ensure they can 
get active without the worry of buying items such as kit footballs 
and kitbags 
we currently support over 300 youth teams nationwide and are 
very proud of this association all the activity culminates in an 
annual tournament where teams from across the country are invited 
to come together at the king power stadium leicester city fc 23
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charity
in 2008 topps became the first corporate sponsor of the fledgling 
charity help for heroes since then we have taken their cause to 
our hearts in a big way founded in 2007 the charity funds 
specialist rehabilitation projects for members of the armed forces 
wounded in frontline conflicts including afghanistan undoubtedly 
one of britain’s most highprofile charities help for heroes enjoys 
phenomenal support from the british public as it does from 
colleagues across our business the last year has seen an amazing 
fundraising drive by our employees with individuals arranging 
events in their local communities comedy nights fun days and 
auctions  as well as participating in companywide fundraisers 
such as our ”midsummer madness” day 
all the hard work and commitment that our employees put into our 
partnership has been recognised by help for heroes the group 
received an award for ”outstanding support” to date we have 
raised in excess of £200000 for help for heroes and will 
continue to support them throughout the duration of our partnership
bryn parry founder of help for heroes commented “since we 
launched our partnership with topps tiles we have seen people 
climb mountains run marathons sell thousands of wristbands 
in fact do just about anything honest and decent to raise money 
for help for heroes the fundraising has been nothing short 
of extraordinary and the money raised has allowed us to 
provide direct practical support to those wounded in the service 
of our country’’ 
environment
energy
energy is a major driver of cost for the business and also forms a 
significant part of our environmental impact the biggest use of 
energy across the business is in our stores and specifically our store 
lighting energy efficient technology including low energy lighting 
helps to reduce our environmental impact and we continually 
review opportunities to adopt new technology on a cost efficient 
basis wherever possible
following a review of our existing energy procurement and 
renegotiation with our supplier we now source 14 of our energy 
needs from renewable sources 
in 2010 in liaison with the carbon trust we commenced a pilot 
scheme for the replacement of old inefficient lighting installations 
with new efficient systems at 11 of our sites this scheme proved 
successful achieving our objective of providing an improved 
environment for our customers and staff cost savings from lower 
electricity consumption and maintenance costs and a reduction 
in our carbon footprint we built on this success in 2012 by 
completing installations at a further 21 sites and are on target 
to complete a further 27 sites during the coming financial year
 1  3 
300
number of football teams we sponsor 
in the uk
 2 
review of the business
 1 youth football our annual youth football 
tournament at leicester city’s king power stadium
 2   3   all our store  office teams regularly organise 
help for hero’s charity events  24 
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annual report and financial statements 201 2
 1  2 
waste
waste management has been very much a continued area of 
focus during the period and remains an important area for our 
business we have continued to actively manage our store waste 
in conjunction with our chosen refuse partner and all stores use dry 
mixed recycling which includes cardboard paper newspapers 
plastic films bottles steel and aluminium cans all being collected in 
one bin our two warehouses have further reduced waste going to 
landfill by 34 giving a two year benefit of just under 75 and an 
associated reduction in the landfill skips required at the sites further 
initiatives include recycling waste wood cardboard plastic and 
paper on site before selling on to recycling companies in the year 
ahead we will be reviewing our disposal of wooden crates and 
we are working with an environmental company that is proposing 
more environmental solutions
transport
the topps hgv fleet continues to be bolstered by fuel efficient “euro 
5 and 6” low emission vehicles all of our fleet now being the latest 
specification models the telematics systems on all these vehicles 
allows full monitoring of driving standards and efficiency with the 
subsequent formation being utilised for tailored driver training drivers 
are also incentivised to achieve fuel efficiency levels by inclusion in 
their bonus scheme the total co2 emissions on the topps fleet for 
the period was 2590 tonnes 2011 2460 tonnes an increase 
of 53 this increase in our own emissions has been driven by a 
reduction in third party haulage as a result of this we have been 
able to achieve improved overall efficiencies in terms of our 
combined emissions we have invested in “teardrop” trailer 
technology for our latest generation of trailers and this is expected to 
show a well proven 7 fuel efficiency on associated journeys during 
2013 we have also purchased a bespoke multi urban double 
deck trailer that will reduce our smaller vehicle usage and allow stem 
mileage reductions our commitment to collaborating with other 
retailers continues to maximise efficiencies with routes shared through 
scotland and plans to rollout others in the south west 
supply chain
we source our goods for resale from around the world labour 
standards factory conditions and human rights are issues we take 
seriously to address any possible concerns our buyers conduct 
regular supplier visits and factory tours and also ensure that all 
contracts for supply of goods include our requirements in relation 
to each of the above issues we have a policy on timber products 
and have adopted the principles and criteria of the forest 
stewardship council as our benchmark
our full policy can be found on our website at toppstilescouk in 
the investor section under corporate responsibility
our people
our employees are a central focus for us and we want them to feel 
engaged and proud of their company we want to ensure that not 
only do we give our customers an inspiring place to shop but we 
also give our employees an inspiring place to work 
employee wellbeing
we provide an employee helpline service for all employees to 
give them a channel for expressing concerns and seeking advice 
our inhouse health  safety team maintains regular dialogue with 
staff and carries out periodical inspections and assessments to 
ensure risks are minimised or removed in our stores warehouse 
and offices to promote effective communication and employee 
involvement we also operate a health  safety committee which 
meets on a regular basis and is chaired by a main board director
review of the business
corporate social responsibility continued 25
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communication and engagement
communication with our employees is vital and we have initiatives 
in place to ensure regular and effective dialogue with colleagues 
we have introduced a three year communication and engagement 
plan to support the business plan for the future
 a we have a number of existing communication channels including 
an internal magazine and a weekly stores bulletin we also have 
an intranet that is being redesigned and which we expect to play 
an increasingly important part in our communication plans as we 
move forward as part of our communication commitment we 
have conducted a series of management roadshows taking 
around 500 of our leaders through our strategic plans for the next 
three years and ensuring all employees understand and are part 
of our vision 
 a this year saw our employee representative forum team talk 
firmly embedded across the entire business following its successful 
launch last year we have also recently completed our annual 
employee opinion survey with a significant increase in response 
rates proving that our communications programme is working 
effectively these initiatives deliver a framework for employees 
to participate in twoway dialogue giving them a platform from 
which to help shape and influence decision making within 
the group
 a we are developing our internal employee brand in a drive to 
attract and retain the talent needed to support our growth plans 
we actively encourage colleagues to apply for internal vacancies 
and promotions
 a rewarding our employees for all their hard work is part of the 
topps ethos and every employee has the opportunity to enhance 
their basic pay through additional performancerelated incentives 
 a in addition to the above measures we have an annual “back to 
the floor” programme where every member of the management 
team spends time working in our stores – we believe this provides 
us with a much greater level of understanding of our business and 
our colleagues’ needs
employee development
as a group we actively encourage employee development 
we have a strong culture and history of growing and developing 
our people within the organisation and it is important to us that 
our employees fulfil their potential whilst they are working with us 
 a 2012 has seen over 500 of our retail employees gain level two 
qualifications in retail skills with a further 200 colleagues 
successfully achieving the level three qualification
 a the topps tiles young apprenticeships programme has continued 
to flourish with a number of the programme’s graduates now 
working in full time roles within our retail network
in april 2011 the group retained its investors in people award 
for a further three years 
topps tiles is pleased to be a constituent member of the 
ftse4good uk index
 3  4 
review of the business
 1   2   our national distribution centre and transport 
fleet based at leicester
 3 staff at our store in milton keynes meet 
julia kendall celebrity interior designer 
 4 support office staff celebrating all things british 26 
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annual report and financial statements 201 2
governance
directors and advisors
5 6
4 
3 2 1 27
review of the business governance financial statements additional information
plc 
annual report and financial statements 201 2
governance
advisors
directors
the rt  hon jm jack  
privy counsellor 
nonexecutive chairman
mt m williams 
chief executive officer
r parker acma
chief financial officer
a white fca
nonexecutive director
c tiney  
nonexecutive director
a king  
nonexecutive director
secretary
r parker acma
registered number
3213782
registered office
thorpe way 
grove park 
enderby 
leicestershire 
le19 1su
auditor
deloitte llp
manchester 
united kingdom
bankers
hsbc bank plc
56 queen street 
cardiff 
cf10 2px
registrars
capita irg plc
bourne house 
34 beckenham road 
beckenham 
kent 
br3 4tu
solicitors
beachcroft llp 
st ann’s house 
st ann street 
manchester
sinclair abson smith lawyers 
19 market place 
stockport 
sk1 1ha
brokers
peel hunt 
111 old broad street 
london 
ec2n 1ph
1 rt hon michael jack
privy councillor mp
nonexecutive chairman aged 66
in business michael’s management experience 
came from pg marks and spencer’s and a part 
of northern foods his career as an mp 
concluded in 2010 after 23 years during which 
he served as a minister in four departments 
including the treasury as a financial secretary 
additionally he chaired the efra select 
committee now he chairs the recently formed 
office of tax simplification he joined the board 
of topps tiles in 1999
3 robert parker
chief financial officer aged 40 
company secretary
secretary of audit committee
chairman of health and safety committee
rob joined topps tiles in 2007 as finance 
director rob’s previous role before joining the 
group was director of finance  it for savers 
health  beauty ltd prior to that rob was with the 
boots group plc for 10 years ultimately as 
director of finance for boots retail international 
he is responsible for all aspects of finance 
human resources property it company legal and 
group secretarial matters
4 alan white
nonexecutive director aged 57
chairman of audit committee
member of nomination committee
member of remuneration committee
alan is the chief executive of n brown group 
plc a role he was appointed to in 2002 
he qualified as a chartered accountant with 
arthur andersen and has been group finance 
director for sharp electronics uk n brown 
group plc and littlewoods plc he joined the 
board of topps tiles in april 2008
6 andy king
nonexecutive director aged 51
chairman of nomination committee 
member of audit committee
member of remuneration committee 
andy is the chief executive of notcutts garden 
centres ltd a post he has held since 2007 
prior to that he held global marketing director 
roles at the body shop mothercare and 
wh smith having previously spent nine years at 
boots the chemists until december 2011 andy 
was a nonexecutive director at the chartered 
institute of environmental health andy joined the 
board of topps tiles in january 2012
2 matthew williams
chief executive officer aged 38
matt joined the company in 1998 after 
completing his chartered surveyors exams and 
took up the role of property director in 2004 he 
was promoted to chief operating officer and on 
1 april 2006 joined the plc board in 2007 he 
was promoted to chief executive officer
5 claire tiney
nonexecutive director aged 52
chairman of remuneration committee 
member of nomination committee
member of audit committee 
claire runs her own business as an hr 
consultant executive coach and facilitator having 
spent 15 years as an executive director in a 
number of retail businesses including mothercare 
and wh smith most recently she was hr 
director at mcarthurglen the developer and 
owner of designer outlet villages throughout 
europe she has also been nonexecutive 
director of family mosaic since june 2010 
claire joined the board of topps tiles in 
december 2011 28 
plc 
annual report and financial statements 201 2
the directors present their annual report on the affairs of the group together with the financial statements and auditor’s report for the 
52 week period ended 29 september 2012 the corporate governance statement set out on pages 32 to 33 forms part of this report
principal activity
the principal activity of the group comprises the retail and wholesale distribution of ceramic tiles wood flooring and related products
business review
the company being the listed entity topps tiles plc is required by the companies act to set out in this report a fair review of the business 
of the group during the financial period ended 29 september 2012 and of the position of the group at the end of that financial period 
the company is also required to set out a description of the principal risks and uncertainties facing the group
the information that fulfils the requirements of the enhanced business review can be found within the chairman’s statement on page 5 
the ceo’s statement on page 7 strategy summary on page 4 the business review on pages 12 to 19 and the corporate and social 
responsibility statement on pages 22 to 25 which are incorporated in this report by reference
the future prospects of the group are highlighted in both the chairman’s and ceo’s statement and also in the going concern section 
of the business review
the directors monitor a number of financial and nonfinancial key performance indicators kpis for the group and by store and these are  
detailed on pages 13 and 14
results and dividends
the audited financial statements for the 52 week period ended 29 september 2012 are set out on pages 40 to 75 the group’s profit 
for the period from continuing operations after taxation was £9769000 2011 £5714000
during the interim period a dividend of 05p per share was declared and paid 2011 interim dividend of 05p per share was paid
following careful consideration and for the reasons given in the chairman’s statement of this report the board is recommending the 
payment of a final dividend of 075p per share totalling £1439000 2011 06p per share totalling £1130000 
directors
the directors of the company who served throughout the year and thereafter except as noted were as follows
jm jack nonexecutive chairman
mtm williams chief executive officer
r parker chief financial officer
n ounstead marketing director resigned 25 april 2012
a white  senior independent nonexecutive director
c tiney nonexecutive director appointed on 12 december 2011
a king nonexecutive director appointed on 23 january 2012
in line with the updated code on corporate governance all directors will be subject to annual reelection from the next annual general 
meeting
the company provides insurance against directors’ and officers’ liabilities to a maximum value of £7500000
the directors’ interests in the shares of the company are set out on page 38
details of directors’ share options are provided in the directors’ remuneration report on page 37
share capital
details of the company’s authorised and issued share capital together with details of the movements in the company’s issued share capital 
during the period are shown in note 22 to the financial statements
the company has one class of ordinary shares in issue which carry no right to fixed income each share carries the right to one vote at 
general meetings of the company
there are no specific restrictions on the size of a holding nor on the transfer of shares which are both governed by the general provisions 
of the articles of association and prevailing legislation the directors are not aware of any agreements between holders of the company’s 
shares that may result in restrictions on the transfer of securities or on voting rights
no person has any special rights of control over the company’s share capital and all issued shares are fully paid
directors’ report
governance 29
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annual report and financial statements 201 2
change of control – significant agreements
the group is party to significant agreements including commercial contracts financial and property agreements and employees’ share 
plans which contain certain termination and other rights for the counterparties upon a change of control of the company should the 
counterparties choose to exercise their rights under the agreements on a change of control such arrangements would need to be 
renegotiated none of these are considered to be significant in terms of the likely impact on the business of the group as a whole 
there are no agreements between any group company and any of its employees or any director of the company which provides for 
compensation to be paid to the employee or director for termination of employment or for loss of office as a consequence of a takeover 
of the company other than provisions that would apply on any termination of employment
supplier payment policy
the group’s policy is to negotiate terms of payment with suppliers when agreeing the terms of each transaction ensuring that suppliers 
are made aware of the terms of payment and that both parties abide by those terms
the effect of the group’s negotiated payment policy is that trade payables at the period end represented 43 days purchases 
2011 38 days trade payables days is calculated by dividing the trade and other payables by the aggregate of cost of sales and 
relevant non inventory expenditure multiplied by 365
charitable and political contributions
during the period the group made no charitable donations 2011 £nil the group made no political contributions 2011 £nil
substantial shareholdings
in addition to the directors’ shareholdings noted on page 38 on 16 november 2012 the company had been notified in accordance 
with chapter 5 of the disclosure and transparency rules of the following interests in 3 or more of its issued share capital
 
number  held
bf j bester 22956790 120
williams s k m esq 20593950 107
aberforth 18770168 98
axa investment managers sa 15101888 7 9
aviva plc 11 59 1  935 60
cazenove capital management 9707 3 14 5 1 
blackrock inc 978 1  1 79 5 1 
river  mercantile asset management 9 1 69994 48
ernstrom finans ab 8824477 46
equal opportunities
at topps tiles we are committed to equal opportunities and ensure that we hire on potential promote on talent and reward on success 
we aim to promote equality of opportunity in employment regardless of age gender colour ethnic or national origin culture religion 
or other philosophical belief disability marital or civil partnership status political affiliation sexual identity or sexual orientation
employee consultation
the group places considerable value on communication with and involvement of employees and has continued to keep all employees 
informed on matters affecting them and on the various factors affecting the performance of the group this is achieved through formal and 
informal meetings electronic announcements and the company magazine regular forums have been established to ensure that employee 
representatives are consulted on a wide range of matters affecting their current and future interests all employees are also asked to 
complete a confidential annual opinion survey to ascertain their views on working for the group and to identify any actions that can be 
taken to improve employee satisfaction and engagement
financial risk management objectives and policies
the group is exposed to certain financial risks namely interest rate risk currency risk and credit risk information regarding such financial 
risks is detailed in notes 16171819 and 20 the group’s risk management policies and procedures are also discussed in the business 
review on pages 12 to 19
governance 30 
plc 
annual report and financial statements 201 2
directors’ report continued
share option schemes
the directors recognise the importance of motivating employees and believe that one of the most effective incentives is increased employee 
participation in the company through share ownership
this has been achieved through the introduction of a number of employee sharesave share bonus approved and unapproved share 
option schemes since the flotation in 1997
the total number of options held by employees including directors is 1972894 2011 6229563 
during the year the company has not offered any new employee share purchase plans however the company plans to reintroduce an 
annual all employee sharesave scheme from 2013 onwards
details of directors’ share options are provided in the directors’ remuneration report on page 37
information given to the auditor
each of the directors at the date of approval of this annual report confirms that
 a so far as the director is aware there is no relevant audit information of which the company’s auditor is unaware and
 a the director has taken all the steps that he ought to have taken as a director in order to make himself or herself aware of any relevant 
audit information and to establish that the company’s auditor is aware of that information
this confirmation is given and should be interpreted in accordance with the provisions of s418 of the companies act 2006
auditor
a resolution to reappoint deloitte llp as the company’s auditor will be proposed at the forthcoming annual general meeting
directors’ responsibilities statement
the directors are responsible for preparing the annual report 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 are required 
to prepare the group financial statements in accordance with international financial reporting standards ifrss as adopted by the 
european union and article 4 of the ias regulation and have elected to prepare 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 accounts unless they are satisfied that they give a true and fair view of the state of affairs 
of the company and of the profit or loss of the company for that period 
in preparing the parent company financial statements the directors are required to
 a select suitable accounting policies and then apply them consistently
 a make judgements and accounting estimates that are reasonable and prudent
 a state whether applicable uk accounting standards have been followed subject to any material departures disclosed and explained 
in the financial statements and
 a prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue 
in business
in preparing the group financial statements international accounting standard 1 requires that directors
 a properly select and apply accounting policies
 a present information including accounting policies in a manner that provides relevant reliable comparable and understandable 
information 
 a provide additional disclosures when compliance with the specific requirements in ifrss are insufficient to enable users to understand the 
impact of particular transactions other events and conditions on the entity’s financial position and financial performance and
 a make an assessment of the company’s ability to continue as a going concern
governance 31
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plc 
annual report and financial statements 201 2
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 enable them to ensure that the financial 
statements comply with the companies act 2006 they are also responsible for safeguarding the assets of the company 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 corporate and financial information included on the company’s 
website legislation in the united kingdom governing the preparation and dissemination of financial statements may differ from legislation 
in other jurisdictions
responsibility statement 
we confirm that to the best of our knowledge
 a the financial statements prepared in accordance with the relevant financial reporting framework give a true and fair view of the assets 
liabilities financial position and profit or loss of the company and the undertakings included in the consolidation taken as a whole and
 a the management report which is incorporated into the directors’ report includes a fair review of the development and performance of 
the business and the position of the company and the undertakings included in the consolidation taken as a whole together with a 
description of the principal risks and uncertainties that they face
by order of the board
r parker
director and company secretary
26 november 2012
governance 32 
plc 
annual report and financial statements 201 2
corporate governance statement
rt hon michael jack chairman of the board
dear shareholder 
the company is committed to the principles of corporate governance contained in the 2010 uk corporate governance code issued by 
the financial reporting council “the code” for which the board is accountable to shareholders 
statement of compliance with the code 
the company has complied throughout the period with the provisions of the code except for provision b61 and b62 as the board 
does not currently undertake formal appraisal of its own performance and that of its committees on the basis that it considers an informal 
rolling programme of review appropriate 
the company complies with all other provisions of the code during 2012 the board has been strengthened with the addition of two new 
independent nonexecutive directors
the board of directors comprises six members of which four are considered independent including the company’s nonexecutive 
chairman rt hon michael jack the senior independent nonexecutive director is alan white who also chairs the audit committee 
brief biographical details of all directors are given on pages 26 and 27 the board meets at least ten times a year certain defined issues 
are reserved for the board including approval of financial statements and circulars annual budgets strategy directors’ appointments 
internal control and risk management corporate governance key external and internal appointments and pensions and employee 
incentives
in advance of board meetings directors are supplied with up to date information about trading performance the group’s overall financial 
position and its achievement against prior year budgets and forecasts 
where required a director may seek independent professional advice at the expense of the company all directors have access to the 
company secretary and they may also address specific issues to the senior independent nonexecutive director 
in line with the updated uk corporate governance code all directors are subject to annual reelection directors are elected at the first 
agm after appointment all nonexecutive directors have written letters of appointment 
the board considers that the rt hon michael jack alan white claire tiney and andy king are independent for the purposes of the 
code the terms and conditions for the appointment of nonexecutive directors are available for inspection on request
the board acknowledges the code’s position with respect to the potential loss of independence for any nonexecutive director who has 
served for nine years or more although the rt hon michael jack has exceeded this term the board regards him to be independent and 
considers his broad based commercial experience and extensive business specific knowledge to be extremely beneficial 
the board will review the independence of nonexecutive directors on an ongoing basis
the board operates three committees these are the nomination committee the remuneration committee and the audit committee 
all of these committees meet regularly and have formal written terms of reference which are available for inspection on request
attendance at boardcommittee meetings
the following table shows the number of board and committee meetings held during the 52 week period ended 29 september 2012 
and the attendance record of the individual directors
board
of directors
audit
committee
remuneration
committee
nomination
committee
number of meetings 1 1 2 5 2
jm jack 1 1 2 na na
mtm williams 1 1 2 na na
nd ounstead resigned 25 april 2012 7 1 na na 
r parker 1 1 2 na na
a white 1 1252
c tiney appointed 12 december 201 1 9 1 5 2
a king appointed 23 january 2012 7 1 5 2
statement about applying the principles of the code
the company has applied the principles of the uk corporate governance code as reported above further explanation of how the 
principles of the code have been applied in connection with directors’ remuneration is set out in the remuneration report
governance 33
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annual report and financial statements 201 2
audit committee
the audit committee consists of the nonexecutive directors the chairman is alan white and the other members are claire tiney and 
andy king the qualifications of the audit committee members are detailed on page 27
the audit committee considers the nature and scope of the audit process both internal and external and its effectiveness the committee 
reviews and approves the internal audit programme meets with the external auditor and considers the annual and interim financial 
statements before submission to the board the committee reviews the arrangements by which staff may in confidence raise concerns 
about possible improprieties in matters of financial reporting or other matters the committee is responsible for the review of the company’s 
key strategic risks and this process is performed by the committee chairman in conjunction with a number of senior operational managers 
the committee also reviews the group’s system of internal control and reports its findings twice a year to the board the committee meets 
with the external auditor and the rest of the board attend at the invitation of the audit committee chairman
part of the role of the audit committee is to review the independence of the company’s auditor the company’s external auditor deloitte llp 
“deloitte” has provided nonaudit services to the company in the form of tax advice the audit committee is satisfied that deloitte llp has 
adequate policies and safeguards in place to ensure that auditor objectivity and independence is maintained the audit committee is 
aware that providing audit and nonaudit advice could lead to a potential conflict of interest the level of fees paid to deloitte llp for 
nonaudit services has been considered by the audit committee and is not perceived to be in conflict with auditor independence in order 
to ensure the continued independence and objectivity of the external auditor there is an established policy regarding the provision of 
nonaudit services the audit committee has concluded that the auditor deloitte is independent
deloitte has been auditor for the group since september 2003 the current audit partner’s first period of signing partner was the financial 
period ending 1 october 2011 the audit committee considers the work of deloitte and their independence in deciding whether an audit 
tender is required and at this point in time is satisfied by the work of deloitte and their independence and so has proposed their 
reappointment
nomination committee
the nomination committee is chaired by andy king the other members are alan white and claire tiney the formal terms of reference 
for this committee require it to make recommendations to the board for appointments of directors and other senior executive staff 
appointments to the board are made on merit against objective criteria taking into account the skills and experience required where 
appropriate external search consultants are enlisted
dialogue with institutional shareholders
the directors seek to build on a mutual understanding of objectives between the company and its institutional shareholders by making 
annual presentations and communicating regularly throughout the year the company also posts financial information on its website www
toppstilescouk
maintenance of a sound system of internal control
the board has applied principle c2 of the code by establishing a continuous process for identifying evaluating and managing the 
significant risks the group faces the board regularly reviews the process which has been put in place from the start of the period to the 
date of the approval of this report and which is in accordance with the revised guidance on internal control published in october 2005 
the turnbull guidance the board is responsible for the group’s system of internal control and for reviewing its effectiveness such a 
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 material misstatement or loss a summary of the key risks and uncertainties are detailed in the business 
review section of this report
in compliance with provision c21 of the code the board continuously reviews the effectiveness of the group’s system of internal control 
the board’s monitoring covers all controls including financial operational and compliance controls and risk management it is based 
principally on reviewing reports from management to consider whether significant risks are identified evaluated managed and controlled 
and whether any significant weaknesses are promptly remedied and indicate a need for more extensive monitoring the board has also 
performed a specific assessment for the purposes of this annual report this assessment considers all significant aspects of internal control 
arising during the period covered by the report including the work of internal audit the audit committee assists the board in discharging 
its review responsibilities
during the course of its review of the system of internal control the board has not identified nor been advised of any failings or weaknesses 
which it has determined to be significant therefore a confirmation in respect of necessary actions has not been considered necessary
rt hon michael jack
chairman of the board
26 november 2012
governance 34 
plc 
annual report and financial statements 201 2
remuneration report
introduction
this report has been prepared in accordance with schedule 8 of the accounting regulations under the companies act 2006 the report 
also meets the relevant requirements of the listing rules of the financial services authority and describes how the board has applied the 
principles relating to the directors’ remuneration in the code as required by the act a resolution to approve the report will be proposed 
at the annual general meeting of the company at which the financial statements will be approved
the act requires the auditor to report to the company’s members on certain parts of the directors’ remuneration report and to state whether 
in their opinion those parts of the report have been properly prepared in accordance with the accounting regulations the report has 
therefore been divided into separate sections for the audited and unaudited information
unaudited information
remuneration committee
the company has a remuneration committee “the committee” which is constituted in accordance with the recommendations of the 
code the members of the committee are claire tiney alan white and andy king the committee is chaired by claire tiney and has 
met five times during the financial period to discuss the remuneration of the senior management team and the nonexecutive directors 
none of the committee has any personal financial interest other than as shareholders conflicts of interest arising from crossdirectorships 
or daytoday involvement in running the business the committee makes recommendations to the board on the individual remuneration 
packages of each executive director no director plays a part in any discussion about his own remuneration the terms of reference for 
the committee are available on written request from the company secretary
the committee has engaged the services of deloitte to conduct a review of remuneration and assist in proposals for a new management 
incentive plan deloitte’s appointment was subject to a competitive tendering process
during the financial period the main areas reviewed by the committee have been the executive annual pay award nonexecutive fees 
chairman remuneration board subcommittee fees and executive salary benchmarking
remuneration policy
executive remuneration packages are prudently designed to attract motivate and retain directors of the high calibre needed to maintain 
the group’s position as a market leader and to reward them for enhancing value to shareholders the performance measurement of the 
executive directors and key members of senior management and the determination of their annual remuneration package are 
undertaken by the committee the remuneration of the nonexecutive directors is determined by the board within limits set out in the 
articles of association
there are four main elements of the remuneration package for executive directors
 a basic annual salary and benefits
 a annual cash based bonus payments 
 a deferred sharebased longterm incentives and
 a pension arrangements
basic salary
an executive director’s basic salary is reviewed and determined by the committee prior to the beginning of each financial period and 
when an individual changes position or responsibility in deciding appropriate levels the committee considers the group as a whole 
including levels of increases appropriate to other employees in the group and relies on objective research which gives uptodate 
information on a comparator group of companies in line with the general pay award for all staff basic salaries were reviewed in june 
2012 and were increased by 2 effective from that date in consideration of general inflation in addition the chief financial officer 
received an additional 3 to reflect additional responsibilities executive directors’ contracts of service which include details of 
remuneration will be available for inspection at the annual general meeting executive directors’ pay and the employment conditions 
of the group are taken into account when determining the directors’ remuneration for the financial period in addition to basic salary 
the executive directors receive certain benefitsinkind principally a car and private medical insurance
annual bonus payments
a discretionary annual cash bonus scheme represents the shortterm incentive element of the overall remuneration package for mr williams 
and mr parker the committee establishes the objectives that must be met in the financial period if a cash bonus is to be paid 
the maximum bonus achievable in the period was 125 of basic salary based on the group outperforming the budgeted ebitda target 
for the period ending 29 september 2012 an award of approximately 44 of salary has been made as set out below a proportion 
of the annual bonus will be deferred under the deferred bonus longterm incentive plan 
governance 35
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annual report and financial statements 201 2
deferred bonus longterm incentive plan
under this longterm incentive plan 25 of the annual bonus earned net of tax is deferred in the form of shares for a two year period 
with a one for one matching share award on a gross basis that vests at the end of two years subject to the achievement of performance 
conditions relating to continuing employment within the business and ebitda earnings growth in line with rpi measured over the two year 
deferral period 
proposed changes to the management incentive plans
during the year the committee carried out a comprehensive review of the existing structure of the management incentive plans and as 
a result beginning with the 201213 financial year we are proposing to make the following changes which are subject to shareholder 
approval at the forthcoming annual general meeting in january 2013
 a the introduction of a longterm sharebased award under the proposed new topps tiles 2013 longterm incentive plan which in 
conjunction with the proposed reduction in the maximum level of annual bonus from 125 of basic salary to 75 of basic salary and the 
removal of the current two year share matching provisions will achieve a longerterm focus on performance
 a simplification of the management incentive plans by removing the deferred and matching share elements
 a a requirement of more stretching performance targets measured over a three year period to replace the current arrangements which give 
a one for one match on deferred shares subject to ebitda growth in line with rpi over a two year deferral period and
 a the introduction of share ownership guidelines for executive directors requiring them to build up a shareholding equivalent to their basic 
salary
it is proposed that the annual bonus will be based on a mixture of company performance and upon achievement of strategic objectives 
– specifically delivering the growth drivers of the plan
under the proposed topps tiles 2013 longterm incentive plan
 a participants will be granted an award over whole shares for executive directors it is proposed that the face value of the award will be 
up to a maximum of 100 of salary the committee believes that this level of award is competitive against the market and when 
considered in the context of our total remuneration package this does not significantly increase the overall quantum of the package
 a it is proposed that awards will be subject to the achievement of stretching cumulative adjusted earnings per share “eps” targets measured 
over a three year performance period the committee believes this to be an appropriate and transparent measure for judging the success 
of our growth strategy to ensure that the eps performance will also deliver shareholder value before any vesting can occur the 
committee must be satisfied that this is justified the committee considered the environment external forecasts and other relevant factors 
including anticipated growth rates in our major markets when setting the eps targets
further details of the principal terms of the topps tiles 2013 longterm incentive plan are included in the documents for the agm
overall these changes are designed to provide better alignment with our business strategy our commitment towards generating longterm 
value and with shareholders’ interests in line with corporate governance best practice shareholders with greater than 2 ownership of the 
company have been consulted in advance of these proposals and offered an opportunity to provide feedback
pension arrangements
this has been an area of review for the business as a whole as we prepare for auto enrolment in 2013 the level of employer contribution 
being made to the company defined contribution scheme for executive directors is on a sliding scale up to 10 of salary per annum on 
a 21 basis – providing the employee is also contributing to the scheme we recognise that at this level it is towards the lower end of the 
competitive market and would aim to improve this over time as we are committed to employees saving towards retirement for the 
management team below executive directors the maximum company contribution is 8 per annum
mr williams mr ounstead and mr parker received contributions into their own personal pension schemes as disclosed in the table on 
page 37
governance 36 
plc 
annual report and financial statements 201 2
remuneration report continued
directors’ contracts
executive directors
it is the company’s policy that executive directors are offered permanent contracts of employment with a 12 month notice period under 
an event of contract termination any severance payment would be subject to negotiation but would be with regard to length of service and 
the prevailing notice period
nonexecutive directors
nonexecutive directors have specific terms of engagement and their remuneration is determined by the board within the limits set by the 
articles of association and based on independent surveys of fees paid to nonexecutive directors of similar companies the basic fee paid 
to each nonexecutive director in the period was £35000 2011 £34000 in addition to the basic fee there is an additional 
allowance paid to the senior independent nonexecutive director of £6000 2011 £3026 with respect to the subcommittees of the 
board there is a fee paid for the additional role of subcommittee chair of £5000 2011 £3000 no additional fees are payable for 
members of each subcommittee 2011 £2000 and each nonexecutive director may only be paid one additional fee it is the 
company’s policy that nonexecutive directors should have contracts with an indefinite term providing for a maximum of six months notice 
independent nonexecutive directors cannot participate in any of the company’s share option schemes and are not eligible to join the 
company’s pension scheme
the role of chairman is also nonexecutive with an indefinite term contract and a maximum six months’ notice the rt hon michael jack 
served as chairman throughout the period and has received total remuneration of £100000 2011 £66000
the details of the nonexecutive directors’ contracts are summarised in the table below
name of director date of contract or letter of appointment unexpired term notice period
jm jack 26 january 1999 na 6 months
a white 1 april 2008 na 6 months
c tiney 12 december 201 1 na 6 months
a king 23 january 2012 na 6 months
performance graph
the following graph shows the company’s performance measured by total shareholder return “tsr” compared with the performance of 
the ftse 250 index also measured by tsr the index chosen for the comparison demonstrates the group’s tsr in comparison to the 
average for ftse 250 companies
the ftse 250 index is considered a relevant comparator for the business
governance
total shareholder return charting 
oct07 oct08 oct09 oct10 oct11
topps tiles plc ftse 250
40
60
0
100
120
80
140
20
oct12 37
review of the business governance financial statements additional information
plc 
annual report and financial statements 201 2
audited information
aggregate directors’ remuneration
the total amounts for directors’ remuneration were as follows 
2012
£’000
2011
£’000
emoluments 1391 1013
money purchase pension contributions 46 23
sharebased payments 65 –
amounts receivable under longterm incentive schemes – 66
1502 1 102
directors’ emoluments
name of director
basic 
salary
£’000
vehicle 
allowance
£’000
benefits 
in kind
£’000
money 
purchase 
pension 
contributions
£’000
share  
based 
payments
£’000
bonus
£’000
2012
£’000
2011
£’000
mtm williams 370 25 1 20 41 123 579 384
nd ounstead  
resigned 25 april 2012  336 30 1 13 – – 380 243
r parker 214 21 1 13 24 72 344 236
nonexecutive directors
jm jack 100 – – – – – 100 66
a white 41–– ––– 41 42
c tiney 31 – – – – – 31 –
a king 27 – – – – – 27 –
bfj bester resigned 17 may 201 1 ––– –––– 131
 1119 76 3 46 65 195  1502 1 102
 includes payment of £240000 for notice period plus the amount earned prior to resignation
 due to being appointed during the financial period these payments are not reflective of annualised costs moving forwards full details of fees payable to nonexecutive 
directors are included above
directors’ share options
share options held by the directors relate to the 2009 and 2011 save as you earn schemes which was eligible to all employees 
mr williams and mr ounstead exercised the options on the 2009 save as you earn scheme during the period
name of director scheme
1 oct 
2011 acquired
29 sep 
2012 
exercise
price
date from 
which 
exercisable
expiry
date
r parker save as you earn april 2009 44727 – 44727 £0165 1 apr ‘14 1 oct ‘14
save as you earn april 201 1 5625 – 5625 £064 1 apr ‘14 1 oct ‘14
m williams save as you earn april 201 1 5625 – 5625 £064 1 apr ‘14 1 oct ‘14
there were no outstanding share options held by directors departing during the period
the market price of the ordinary shares at 28 september 2012 was 460p and the range during the period was 215p to 5175p
governance 38 
plc 
annual report and financial statements 201 2
directors’ interests
the directors had the following interest in the shares of the company at the period end all interests relate solely to ordinary shares
2012 
no of 
ordinary 
shares of 
333p each 
2012 
holding as  
of basic salary
2011 
no of 
ordinary 
shares of 
333p each 
2011 
holding as  
of basic salary
mtm williams 630145 699 567 000 527
r parker 11 7 385 24 1 72500 1 18
jm jack 74250 – 74250 –
a white 41499 – 41499 –
c tiney 15480 – ––
a king –– ––
holding as  of basic salary is calculated using the closing share price of 46p 2011 34p
approval
this report was approved by the board of directors on 26 november 2012 and signed on its behalf by
claire tiney
chair of remuneration committee
remuneration report continued
governance 39
plc 
annual report and financial statements 201 2
review of the business governance financial statements additional information
we have audited the group financial statements of topps tiles plc for the 52 week period ended 29 september 2012 which comprise the 
consolidated statement of financial performance the consolidated statement of comprehensive income the consolidated statement of 
financial position the consolidated statement of changes in equity the consolidated cash flow statement and the related notes 1 to 31 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
this report is made solely to the company’s members as a body in accordance with chapter 3 of part 16 of the companies act 2006 
our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 
auditor’s report and for no other purpose to the fullest extent permitted by law we do not accept or assume responsibility to anyone other 
than the company and the company’s members as a body for our audit work for this report or for the opinions we have formed
respective responsibilities of directors and auditor
as explained more fully in the directors’ responsibilities statement 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
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 nonfinancial 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
 a give a true and fair view of the state of the group’s affairs as at 29 september 2012 and of its profit for the 52 week period then ended
 a have been properly prepared in accordance with ifrss as adopted by the european union and
 a have been prepared in accordance with the requirements of the companies act 2006 and article 4 of the ias regulation
separate opinion in relation to ifrss as issued by the iasb
as explained in note 2 to the group financial statements 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 iasb
in our opinion the group financial statements comply with ifrss as issued by the iasb
opinion on other matter prescribed by the companies act 2006
in our opinion the information given in the directors’ report for the financial year for which the financial statements are prepared is 
consistent with the 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
 a certain disclosures of directors’ remuneration specified by law are not made or
 a we have not received all the information and explanations we require for our audit
under the listing rules we are required to review
 a the directors’ statement contained within the business review in relation to going concern and
 a the part of the corporate governance statement relating to the company’s compliance with the nine provisions of the uk corporate 
governance code specified for our review 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 topps tiles plc for the period ended 29 september 2012 
and on the information in the directors’ remuneration report that is described as having been audited
timothy edge senior statutory auditor for and on behalf of deloitte llp
chartered accountants and statutory auditor manchester united kingdom 26 november 2012
independent auditor’s report to the members of t opps tiles plc
financial statements 40 
plc 
annual report and financial statements 201 2
financial statements
consolidated statement of financial performance
for the 52 weeks ended 29 september 20 1 2
notes
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
group revenue – continuing operations 3 177 693 175525
cost of sales 71144 70904
gross profit 106549 104621
employee profit sharing 6023 6638
distribution and selling costs 67 618 65883
other operating expenses 4755 6393
administrative costs 7 231 6624
sales and marketing costs 5460 5103
group operating profit before exceptional items 15462 18 17 4
impairment of plant property and equipment 5 – 1051
write off of display inventories 5 – 1281
property related provisions 5 – 1862
group operating profit 15462 13980
other gains 8 1624 –
investment revenue 9 152 356
finance costs 9 4108 4798
fair value loss on interest rate derivatives 9 637 1630
profit before taxation 6 12493 7 908
taxation 10 2724 2194
profit for the period attributable to equity holders of the company 28 9769 5714
earnings per ordinary share 12
from continuing operations
 – basic 514p 304p
 – diluted 509p 297p
consolidated statement of comprehensive income
for the 52 weeks ended 29 september 20 1 2
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
profit for the period 9769 5714
total comprehensive income for the period attributable  
to equity holders of the parent company 9769 5714 41
plc 
annual report and financial statements 201 2
review of the business governance financial statements additional information
financial statements
consolidated statement of financial position
as at 29 september 20 1 2
notes
52 weeks 
ended
29 september
2012 
£’000
52 weeks
ended
1 october
2011 
£’000
noncurrent assets
goodwill 13 245 245
property plant and equipment 14 35016 37 221
deferred tax asset 21 139 595
35400 38061
current assets
inventories 25917 23800
trade and other receivables 16 7085 726 1
cash and cash equivalents 17 14442 9088
47444 40149
total assets 82844 78210
current liabilities
trade and other payables 18 26099 24105
current tax liabilities 5809 5537
provisions 21 820 1075
32728 30717
net current assets 14716 9432
noncurrent liabilities
bank loans 19 59555 59289
derivative financial instruments 20 6107 12186
provisions 21 1802 1480
total liabilities 100192 103672
net liabilities 17 348 25462
equity
share capital 22 6395 6279
share premium 23 1481 1022
own shares 24 4 4
merger reserve 25 399 399
sharebased payment reserve 26 566 543
capital redemption reserve 27 20359 20359
retained earnings 28 45746 53262
total deficit attributable to equity holders of the parent 17348 25462
the accompanying notes are an integral part of these financial statements
 the prior period balance sheet has been represented in order that the classification of financial instruments better reflect the requirements of ias 1 see note 20 for 
further detail 
the financial statements of topps tiles plc registered number 3213782 on pages 40 to 69 were approved by the board of directors 
and authorised for issue on 26 november 2012 they were signed on its behalf by
mtm williams  r parker
director director 42 
plc 
annual report and financial statements 201 2
share
capital
£’000
share 
premium
£’000
own 
shares
£’000
merger
reserve
£’000
share 
based 
payment
reserve
£’000
capital 
redemption
reserve
£’000
retained 
earnings
£’000
total 
equity
£’000
balance at 2 october 2010 6273 1001 – 399 367 20359 56131 28530
profit and total comprehensive 
income for the period – – – – – – 5714 5714
issue of share capital 6 21 – – – – – 27
dividends – – – – – – 2817 2817
own shares purchased in the period – – 4 – – – – 4
credit to equity for equitysettled 
sharebased payments – – – – 176 – – 176
deferred tax on sharebased 
payment transactions – – – – – – 28 28
balance at 1 october 201 1 6279 1022 4 399 543 20359 53262 25462
profit and total comprehensive 
income for the period – – – – 9769 9769
issue of share capital 1 16 459 – – – – – 575
dividends – – – – – – 2087 2087
credit to equity for equitysettled 
sharebased payments – – – – 23 – – 23
deferred tax on sharebased 
payment transactions – – – – – – 166 166
balance at 29 september 2012 6395 1481 4 399 566 20359 45746 17348
consolidated statement of changes in equity
for the 52 weeks ended 29 september 20 1 2
financial statements 43
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annual report and financial statements 201 2
review of the business governance financial statements additional information
note
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
cash flow from operating activities
profit for the period 9769 5714
taxation 2724 2194
fair value loss on interest rate derivatives 637 1630
finance costs 4108 4798
investment revenue 152 356
other gains 1624 –
group operating profit 15462 13980
adjustments for
depreciation of property plant and equipment 3988 4128
impairment of property plant and equipment 525 1051
property related provisions – 1862
write off of display inventories – 1281
share option charge 23 17 6
decrease in trade and other receivables 62 337
increase in inventories 21 17 207
increasedecrease in payables 1782 1888
cash generated by operations 19725 20720
interest paid 3145 4795
taxation paid 2161 3883
net cash from operating activities 14419 12042
investing activities
interest received 266 616
purchase of property plant and equipment 6522 10535
proceeds on disposal of property plant and equipment 5419 5
net cash used in investment activities 837 9914
financing activities
dividends paid 2087 2817
proceeds from issue of share capital 575 23
new loans – 60000
partial settlement of interest rate hedge 6716 –
loan issue costs – 1125
repayment of bank loans – 91000
net cash used in financing activities 8228 34919
net increasedecrease in cash and cash equivalents 5354 32791
cash and cash equivalents at beginning of period 9088 41879
cash and cash equivalents at end of period 14442 9088
consolidated cash flow statement
for the 52 weeks ended 29 september 20 1 2
financial statements 44 
plc 
annual report and financial statements 201 2
notes to the financial statements 
for the 52 weeks ended 29 september 20 1 2
1 general information
topps tiles plc is a company incorporated in the united kingdom under the companies act 2006 the address of the registered office 
is given on page 27 the nature of the group’s operations and its principal activity are set out in the directors’ report on page 28
these financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which 
the group operates foreign operations are included in accordance with the policies set out in note 20
adoption of new and revised standards
in the current period the following new and revised standards and interpretations have been adopted and may affect the future amounts 
reported in the financial statements
amendment to ifrs 1 limited exemption from comparative ifrs 7 disclosures for firsttime adopters the amendment provides a limited 
exemption for firsttime adopters from providing comparative fairvalue hierarchy disclosures under ifrs 7
ias 24 2009 related party disclosures the revised standard has a new clearer definition of a related party with inconsistencies 
under the previous definition having been removed
improvements to ifrss 2010 aside from those items already identified above the amendments made to standards under the 2010 
improvements to ifrss have had no impact on the group
at the date of authorisation of these financial statements the following standards and interpretations which have not been applied in 
these financial statements were in issue but not yet effective and in some cases had not yet been adopted by the eu
ifrs 9 financial instruments ifrs 9 will impact both the measurement and disclosures of financial instruments
frs 10 consolidated financial statements
ifrs 13 fair value measurement ifrs 13 will impact the measurement of fair value for certain assets and liabilities as well as the 
associated disclosures
ias 1 amended presentation of items of other comprehensive income
ias 27 revised separate financial statements
the directors anticipate that the adoption of these standards and interpretations in future periods will have no material impact on the 
financial statements of the group 
2 accounting policies
a basis of accounting
the financial statements have been prepared in accordance with international financial reporting standards “ifrss” the financial 
statements have also been prepared in accordance with ifrss adopted by the european union and therefore the group financial 
statements comply with article 4 of the eu ias regulation the financial statements have been prepared on the historical cost basis 
except for the revaluation of derivative financial instruments historical cost is generally based on the fair value of the consideration 
given in exchange for the assets
b going concern
based on a detailed review of the risks and uncertainties discussed within the business review and management’s current expectations 
the board believes that the group will continue to meet all of its financial commitments as they fall due and will be able to continue as 
a going concern 
the current economic climate creates a degree of uncertainty in the outlook which when combined with the financial covenants 
included in our loan facilities has led the board to conduct a detailed review of a number of different trading scenarios as well as 
possible mitigating actions should they be required 
based on this analysis the board has concluded that the company would be able to fully meet all of its financial commitments for 
the foreseeable future and therefore consider it appropriate to prepare the financial statements on the going concern basis
financial statements 45
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review of the business governance financial statements additional information
2 accounting policies continued
the principal accounting policies adopted are set out below
c basis of consolidation
the consolidated financial statements incorporate the financial statements of the company and entities controlled by the company 
its subsidiaries control is achieved where the company has the power to govern the financial and operating policies of an investee 
entity so as to obtain benefits from its activities
the results of subsidiaries acquired or disposed of during the period are included in the consolidated statement of financial performance 
from the effective date of acquisition or up to the effective date of disposal as appropriate where necessary adjustments are made 
to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the group all intragroup 
transactions balances income and expenses are eliminated on consolidation
d financial period
the accounting period ends on the saturday which falls closest to 30 september resulting in financial periods of either 52 or 53 weeks
throughout the financial statements directors’ report and business review references to 2012 mean at 29 september 2012 or the 
52 weeks then ended references to 2011 mean at 1 october 2011 or the 52 weeks then ended 
e goodwill
goodwill arising in a business combination is recognised as an asset at the date that control is acquired the acquisition date goodwill 
is measured as the excess of the sum of the consideration transferred the amount of any noncontrolling interest in the acquiree and the 
fair value of the acquirer’s previously held equity interest if any in the entity over the net of the acquisitiondate amounts of the identifiable 
assets acquired and the liabilities assumed
if after reassessment the group’s interest in the fair value of the acquiree’s identifiable net assets exceeds the sum of the consideration 
transferred the amount of any noncontrolling interest in the acquiree and the fair value of the acquirer’s previously held equity interest 
in the acquiree if any the excess is recognised immediately in profit or loss as a bargain purchase gain
goodwill is not amortised but is reviewed for impairment at least annually for the purpose of impairment testing goodwill is allocated 
to each of the group’s cashgenerating units expected to benefit from the synergies of the combination cashgenerating units to which 
goodwill has been allocated are tested for impairment annually or more frequently when there is an indication that the unit may be 
impaired if the recoverable amount of the cashgenerating unit is less than the carrying amount of the unit the impairment loss is 
allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit prorata on the 
basis of the carrying amount of each asset in the unit an impairment loss recognised for goodwill is not reversed in a subsequent period
on disposal of a subsidiary the attributable amount of goodwill is included in the determination of the profit or loss on disposal
goodwill arising on acquisitions before the date of transition to ifrss has been retained at the previous uk gaap amounts subject 
to being tested for impairment at that date goodwill of £15080000 written off to reserves under uk gaap prior to 1998 has not 
been reinstated and is not included in determining any subsequent profit or loss on disposal
f revenue recognition
revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and 
services provided in the normal course of business net of discounts vat and other salesrelated taxes 
revenue from the sale of goods is recognised when all the following conditions are satisfied 
 a the group has transferred to the buyer the significant risks and rewards of ownership of the goods
 a the group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over 
the goods sold
 a the amount of revenue can be measured reliably
 a it is probable that the economic benefits associated with the transaction will flow to the entity and
 a the costs incurred or to be incurred in respect of the transaction can be measured reliably
revenue for the tesco clubcard scheme is recognised on a gross profit basis as services are provided on an agency basis
sales returns are provided for based on past experience and deducted from income
financial statements 46 
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annual report and financial statements 201 2
2 accounting policies continued
f revenue recognition continued
interest income is recognised when it is probable that the economic benefits will flow to the group and the amount of income can 
be measured reliably interest income is accrued on a time basis by reference to the principal outstanding and at the effective interest 
rate applicable which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset 
to that asset’s net carrying amount on initial recognition
dividend income from investments is recognised when the shareholders’ rights to receive payment have been established provided that 
it is probable that the economic benefit will flow to the group and the amount of income can be measured reliably
g exceptional items
in the prior period the group identified certain items as exceptional where they related to oneoff costs incurred in the period that the 
directors do not expect to be repeated in the same magnitude on an annual basis or where the directors consider the separate 
disclosure to be necessary to understand the group’s performance the principles applied in identifying exceptional costs are consistent 
between periods
h property plant and equipment
property plant and equipment are stated at cost less accumulated depreciation and any recognised impairment loss
depreciation is charged so as to write off the cost of assets less estimated residual value over their estimated useful lives on the 
following bases
freehold buildings 2 per annum on cost on a straightline basis
short leasehold land and buildings over the period of the lease up to 25 years on a straightline basis
fixtures and fittings over 10 years or at 25 per annum on a reducing balance basis as appropriate
motor vehicles 25 per annum on a reducing balance basis
freehold land is not depreciated
residual value is calculated on prices prevailing at the date of acquisition
assets held in the course of construction for production supply or administrative purposes or for purposes not yet determined are carried 
at cost less any recognised impairment loss cost includes professional fees and for qualifying assets borrowing costs capitalised in 
accordance with the group’s accounting policy depreciation of these assets on the same basis as other property assets commences 
when the assets are ready for their intended use
the gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the 
carrying amount of the asset and is recognised in the statement of financial performance
i impairment of tangible and intangible assets excluding goodwill
at each period end the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those 
assets have suffered an impairment loss if any such indication exists the recoverable amount of the asset is estimated in order to 
determine the extent of the impairment loss if any where the asset does not generate cash flows that are independent from other 
assets the group estimates the recoverable amount of the cashgenerating unit to which the asset belongs an intangible asset with an 
indefinite useful life is tested for impairment at least annually and whenever there is an indication that the asset may be impaired
recoverable amount is the higher of fair value less costs to sell and value in use in assessing value in use the estimated future posttax 
cash flows are discounted to their present value using a posttax discount rate that reflects current market assessments of the time value of 
money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted
if the recoverable amount of an asset or cashgenerating unit is estimated to be less than its carrying amount the carrying amount of the 
asset cashgenerating unit is reduced to its recoverable amount an impairment loss is recognised as an expense immediately unless the 
relevant asset is carried at a revalued amount in which case the impairment loss is treated as a revaluation decrease
where an impairment loss subsequently reverses the carrying amount of the asset cashgenerating unit is increased to the revised 
estimate of its recoverable amount but so that the increased carrying amount does not exceed the carrying amount that would have 
been determined had no impairment loss been recognised for the asset cashgenerating unit in prior years a reversal of an impairment 
loss is recognised as income immediately unless the relevant asset is carried at a revalued amount in which case the reversal of the 
impairment loss is treated as a revaluation increase
notes to the financial statements continued
financial statements 47
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annual report and financial statements 201 2
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2 accounting policies continued
j inventories
inventories are stated at the lower of cost and net realisable value and relate solely to finished goods for resale cost comprises the 
purchase price of materials and an attributable proportion of distribution overheads based on normal levels of activity and is valued at 
standard cost net realisable value represents the estimated selling price less costs to be incurred in marketing selling and distribution 
provision is made for those items of inventory where the net realisable value is estimated to be lower than cost the net replacement 
value of inventories is not considered materially different from that stated in the consolidated statement of financial position
k taxation
the tax expense represents the sum of the tax currently payable and deferred tax
the tax currently payable is based on taxable profit for the period taxable profit differs from net profit as reported in the statement of 
financial performance because it excludes items of income or expense that are taxable or deductible in other periods and it further 
excludes items that are never taxable or deductible the group’s liability for current tax is calculated using tax rates that have been 
enacted or substantively enacted by the balance sheet date
deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the 
financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance 
sheet liability method deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are 
recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be 
utilised such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the 
initial recognition other than in a business combination of other assets and liabilities in a transaction that affects neither the tax profit nor 
the accounting profit
deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and interests in jointly 
controlled entities except where the group is able to control the reversal of the temporary difference and it is probable that the 
temporary difference will not reverse in the foreseeable future
deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised 
based on tax laws and rates that have been enacted at the balance sheet date deferred tax is charged or credited in the statement of 
financial performance except when it relates to items charged or credited directly to equity in which case the deferred tax is also dealt 
with in equity
deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax 
liabilities and when they relate to income taxes levied by the same taxation authority and the group intends to settle its current tax assets 
and liabilities on a net basis
l foreign currency
the individual financial statements of each group company are presented in the currency of the primary economic environment in which 
it operates its functional currency for the purpose of the consolidated financial statements the results and financial position of each 
group company are expressed in pounds sterling which is the functional currency of the company and the presentation currency for the 
consolidated financial statements
transactions in currencies other than the entity’s functional currency foreign currencies are recorded at the rates of exchange prevailing 
on the dates of transactions at each period end monetary assets and liabilities that are denominated in foreign currencies are 
retranslated at the rates prevailing on that date nonmonetary items carried at fair value that are denominated in foreign currencies are 
retranslated at the rates prevailing at the date when the fair value was determined nonmonetary items that are measured in terms of 
historical cost in a foreign currency are not retranslated
exchange differences arising on the settlement of monetary items and on the retranslation of monetary items are included in the 
statement of financial performance for the period
financial statements 48 
plc 
annual report and financial statements 201 2
2 accounting policies continued
l foreign currency continued
exchange differences arising on the retranslation of nonmonetary items carried at fair value are included in statement of financial 
performance for the period
exchange differences are recognised in profit or loss in the period in which they arise except for
 a exchange differences on transactions entered into to hedge certain foreign currency risks see below under financial instruments
hedge accounting and
 a exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned nor 
likely to occur therefore forming part of the net investment in the foreign operation which are recognised initially in other comprehensive 
income and reclassified from equity to profit or loss on disposal or partial disposal of the net investment
m leases
rentals payable under operating leases are charged to income on a straightline basis over the term of the relevant lease except where 
another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed 
contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred
in the event that lease incentives are received to enter into operating leases such incentives are recognised as a liability the aggregate 
benefit of incentives is recognised as a reduction of rental expense on a straightline basis except where another systematic basis 
is more representative of the time pattern in which economic benefits from the leased asset are consumed
n investments
fixed asset investments are shown at cost less provision for impairment
o retirement benefit costs
for defined contribution schemes the amount charged to the statement of financial performance in respect of pension costs is the 
contributions payable in the period differences between contributions payable in the period and contributions actually paid are shown 
as either accruals or prepayments in the balance sheet
p finance costs
finance costs which are directly attributable to the construction of tangible fixed assets are capitalised as part of the cost of those assets 
the commencement of capitalisation begins when both finance costs and expenditures for the asset are being incurred and activities that 
are necessary to get the asset ready for use are in progress capitalisation ceases when substantially all the activities that are necessary 
to get the asset ready for use are complete
all other finance costs of debt are recognised in the statement of financial performance over the term of the debt at a constant rate on 
the carrying amount
q financial instruments
financial assets and financial liabilities are recognised in the group’s balance sheet when the group becomes a party to the contractual 
provisions of the instrument
all financial assets are recognised and derecognised on a trade date where the purchase or sale of a financial asset is under a contract 
whose terms require delivery of the financial asset within the timeframe established by the market concerned and are initially measured 
at fair value plus transaction costs except for those financial assets classified as at fair value through profit or loss which are initially 
measured at fair value
financial assets are classified into the following specified categories financial assets “at fair value through profit or loss” fvtpl 
“heldtomaturity” investments “availableforsale” afs financial assets and “loans and receivables” the classification depends on 
the nature and purpose of the financial assets and is determined at the time of initial recognition
notes to the financial statements continued
financial statements 49
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2 accounting policies continued
q financial instruments continued
financial assets at fvtpl
financial assets are classified as at fvtpl where the financial asset is either held for trading or it is designated as at fvtpl the group 
has no designated fvtpl financial assets
a financial asset is classified as held for trading if
 a it has been acquired principally for the purpose of selling in the near future or
 a it is a part of an identified portfolio of financial instruments that the group manages together and has a recent actual pattern of 
shortterm profittaking or
 a it is a derivative that is not designated and effective as a hedging instrument
financial assets at fvtpl are stated at fair value with any resultant gain or loss recognised in profit or loss fair value is determined in the 
manner described in note 2v
loans and receivables
trade receivables loans and other receivables that have fixed or determinable payments that are not quoted in an active market are 
classified as loans and receivables loans and receivables are measured at amortised cost using the effective interest method less any 
impairment interest income is recognised by applying the effective interest rate except for shortterm receivables when the recognition of 
interest would be immaterial
effective interest method
the effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the 
relevant period the effective interest rate is the rate that exactly discounts estimated future cash receipts including all fees on points paid 
or received that form an integral part of the effective interest rate transaction costs and other premiums or discounts through the expected 
life of the debt instrument or where appropriate a shorter period to the net carrying amount on initial recognition
income is recognised on an effective interest basis for debt instruments other than those financial assets and liabilities classified as at 
fvtpl
impairment of financial assets
financial assets other than those at fvtpl are assessed for indicators of impairment at each balance sheet date financial assets are 
impaired where there is objective evidence that as a result of one or more events that occurred after the initial recognition of the 
financial asset the estimated future cash flows of the investment have been impacted
for certain categories of financial asset such as trade receivables assets that are assessed not to be impaired individually are 
subsequently assessed for impairment on a collective basis objective evidence of impairment for a portfolio of receivables could include 
the group’s past experience of collecting payments an increase in the number of delayed payments in the portfolio past the average 
credit period of 43 days as well as observable changes in national or local economic conditions that correlate with default on 
receivables
for financial assets carried at amortised cost the amount of the impairment is the difference between the asset’s carrying amount and the 
present value of estimated future cash flows discounted at the financial asset’s original effective interest rate
the carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade 
receivables where the carrying amount is reduced through the use of an allowance account when a trade receivable is considered 
uncollectible it is written off against the allowance account subsequent recoveries of amounts previously written off are credited against 
the allowance account changes in the carrying amount of the allowance account are recognised in profit or loss
if in a subsequent period the amount of the impairment loss decreases and the decrease can be related objectively to an event 
occurring after the impairment was recognised the previously recognised impairment loss is reversed through profit or loss to the extent 
that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have 
been had the impairment not been recognised
cash and cash equivalents
cash and cash equivalents comprise cash on hand and demand deposits and other shortterm highly liquid investments that are readily 
convertible to a known amount of cash within three months and are subject to an insignificant risk of changes in value
financial statements 50 
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annual report and financial statements 201 2
2 accounting policies continued
derecognition of financial assets
the group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire or it transfers 
the financial asset and substantially all the risks and rewards of ownership of the asset to another entity if the group neither transfers 
nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset the group recognises 
its retained interest in the asset and an associated liability for amounts it may have to pay if the group retains substantially all the risks 
and rewards of ownership of a transferred financial asset the group continues to recognise the financial asset and also recognises 
a collateralised borrowing for the proceeds received
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 
equity instruments issued by the group are recorded at the proceeds received net of direct issue costs
financial liabilities are classified as at fvtpl where the financial liability is either held for trading or it is designated as at fvtpl 
the group does not have any designated fvtpl liabilities
a financial liability is classified as held for trading if
 a it has been incurred principally for the purpose of disposal in the near future or 
 a it is a part of an identified portfolio of financial instruments that the group manages together and has a recent actual pattern of 
shortterm profit taking or
 a it is a derivative that is not designated and effective as a hedging instrument
financial liabilities at fvtpl are stated at fair value with any resultant gain or loss recognised in profit or loss fair value is determined 
in the manner described in note 2v
other financial liabilities
other financial liabilities including borrowings are initially measured at fair value net of transaction costs other financial liabilities are 
subsequently measured at amortised cost using the effective interest method with interest expense recognised on an effective yield basis 
the effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over 
the relevant period the effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life 
of the financial liability or where appropriate a shorter period to the net carrying amount on initial recognition
derecognition of financial liabilities
the group derecognises financial liabilities when and only when the group’s obligations are discharged cancelled or they expire
derivative financial instruments
the group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates
the group uses foreign exchange forward contracts and interest rate swap contracts to manage these exposures the group does not 
hold or issue derivative financial instruments for speculative purposes
the use of financial derivatives is governed by the group’s policies approved by the board of directors on the use of financial 
derivatives
derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their 
fair value at each period end date the resulting gain or loss is recognised in profit or loss immediately
a derivative is presented as a noncurrent asset or a noncurrent liability if the remaining maturity of the instrument is more than 12 months 
and it is not expected to be realised or settled within 12 months other derivatives are presented as current assets or current liabilities
derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and 
characteristics are not closely related to those of the host contracts and the host contracts are not measured at fair value with changes 
in fair value recognised in profit or loss
an embedded derivative is presented as a noncurrent asset or a noncurrent liability if the remaining maturity of the hybrid instrument 
to which the embedded derivative relates is more than 12 months and is not expected to be realised or settled within 12 months 
other derivatives are presented as current assets or current liabilities
notes to the financial statements continued
financial statements 51
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2 accounting policies continued
r sharebased payments
the group has applied the requirements of ifrs 2 sharebased payments in accordance with the transitional provisions ifrs 2 has 
been applied to all grants of equity instruments after 7 november 2002 that were unvested as of 1 october 2005
the group issues equity settled sharebased payments to certain employees equity settled sharebased payments are measured at fair 
value excluding the effect of non marketbased vesting conditions at the date of grant the fair value determined at the grant date of 
the sharebased payment is expensed on a straightline basis over the vesting period based on the group’s estimate of shares that will 
eventually vest fair value is measured by use of the blackscholes model
the group provides employees with the ability to purchase the group’s ordinary shares at 80 of the current market value through 
the operation of its share save scheme the group records an expense based on its estimate of the 20 discount related to shares 
expected to vest on a straightline basis over the vesting period
s trade payables
trade payables are initially measured at fair value and are subsequently measured at amortised cost using the effective interest 
rate method
t operating profit
operating profit is stated after charging restructuring costs but before property disposals investment income and finance costs
u provisions
provisions are recognised when the group has a present obligation legal or constructive as a result of a past event and it is probable 
that the group will be required to settle that obligation and a reliable estimate can be made of the amount of that obligation provisions 
are measured at the directors’ best estimate of the expenditure required to settle the obligation at the balance sheet date and are 
discounted to present value where the effect is material
v critical accounting judgements and key sources of estimation uncertainty
in the application of the group’s accounting policies which are described above the directors are required to make judgements 
estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources 
the estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant 
actual results may differ from these estimates
the estimates and underlying assumptions are reviewed on an ongoing basis revisions to accounting estimates are recognised in 
the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if 
the revision affects both current and future periods
the critical judgement apart from those involving estimations which are dealt with separately below that the directors have made in 
the process of applying the group’s accounting policies and that has the most significant effect on the amounts recognised in financial 
statements is the detailed criteria for the recognition of revenue from the sale of goods set out in ias 18 revenue and in particular 
whether the group has transferred to the buyer the significant risks and rewards of ownership of the goods the group only recognises 
revenue where this is the case
key sources of estimation uncertainty
the key assumptions concerning the future and other key sources of estimation uncertainty at the period end date that have 
a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period 
are discussed below
impairment of property plant and equipment
during the period the group has closed eight stores in the uk including one before its lease end date as the fixtures and fittings within 
these stores cannot be reused in other locations within the group the carrying value of these assets has been fully provided for in the 
period additional impairments have been made for stores which are identified for conversion during the next financial period and for 
lossmaking stores
financial statements 52 
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annual report and financial statements 201 2
2 accounting policies continued
v critical accounting judgements and key sources of estimation uncertainty continued
onerous lease provisions
during the period the group has continued to review the performance of its store portfolio which has resulted in one further store being 
exited before its lease term has expired 2011 nil stores in respect of the leases in relation to stores exited before lease end dates 
in prior periods that are still vacant the group has provided for what it considers to be the unavoidable costs prior to lease termination 
or sublease the group has further reviewed any trading loss making stores and provided for those leases considered to be onerous 
these estimates are based upon available information and knowledge of the property market the ultimate costs to be incurred in this 
regard may vary from the estimates
dilapidations provision
the group has estimated its likely dilapidation charges for its store portfolio and provided accordingly this estimate involves an 
assessment of average costs per store and the expected exit period for the current portfolio and is based on management’s best 
estimate taking into account knowledge of the property market and historical trends the ultimate costs to be incurred may vary from 
the estimates
fair value of derivatives and other financial instruments
as described above the directors use their judgement in selecting an appropriate valuation technique for financial instruments not quoted 
in an active market valuation techniques commonly used by market practitioners are applied such as discounted cash flows and 
assumptions regarding market volatility
tax
the directors are aware of the material impact that corporation tax has on the group accounts and therefore they ensure that the group 
continues to provide at a sufficient level for both current and deferred tax liabilities
3 revenue
an analysis of group revenue is as follows
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
revenue from the sale of goods 177 693 175525
interest receivable 152 316
fair value gain on forward currency contracts – 40
total revenue 177 845 175881
interest receivable represents gains on loans and receivables there are no other gains recognised in respect of loans and receivables
4 business segments
ifrs 8 requires operating segments to be identified on the basis of internal reports about components of the group that are regularly 
reviewed by the chief executive to allocate resources to the segments and to assess their performance as there is one segment being 
the operation of retail stores in the uk and the chief executive bases decisions on the performance of the group as a whole separate 
operating segments have not been identified
in 2011 information was provided to the chief executive concerning the tch and topps business units over time a number of tch 
stores have been converted to topps units and there are only 17 tch stores still operating within the group therefore the tch business 
unit is no longer a material segment and because strategic decisions by the chief executive are made on the basis of the combined 
group no separate segment information has been provided for tch this year
notes to the financial statements continued
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5 exceptional items
during the prior period the group incurred charges which were deemed exceptional due to their magnitude in the current period similar 
types of costs have been incurred but based on their limited magnitude are not deemed exceptional
in the prior period nine stores were closed or converted and the group conducted an impairment review of the fixed assets held by 
its lossmaking stores resulting in an impairment of property plant and equipment totalling £1051000 the group also reviewed its 
potential exposure to future lease commitments pertaining to closed stores and future dilapidation costs resulting in a charge of 
£1862000 additionally an assessment of the carrying value of display inventories lead to a write off of £1281000
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
included in cost of sales
write off of display inventories – 1281
included in administrative expenses
property related provisions – 1862
impairment of property plant and equipment – 1051
– 4194
6 profit before taxation
profit before taxation for the period has been arrived at after chargingcrediting
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
depreciation of property plant and equipment 3988 4128
impairment of property plant and equipment 525 1051
disposal of property plant and equipment gainloss 1624 58
property related provisions 208 1862
staff costs see note 7 42801 42216
operating lease rentals 19295 20881
write down of inventories recognised as an expense 2594 2292
write off of display inventories – 1281
cost of inventories recognised as expense 68550 67 331
net foreign exchange gain 30 84
financial statements 54 
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annual report and financial statements 201 2
6 profit before taxation continued
analysis of auditor’s remuneration is provided below
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
fees payable to the company’s auditor with respect to the company’s annual accounts 40 40
fees payable to the company’s auditor and their associates for other audit services  
to the group
audit of the company’s subsidiaries pursuant to legislation 108 104
total audit fees 148 144
tax services
compliance services 52 34
advisory services – 75
total nonaudit fees 52 109
200 253
a description of the work of the audit committee is set out on page 33 and includes an explanation of how auditor objectivity and 
independence is safeguarded when nonaudit services are provided by the author
7 staff costs
the average monthly number of persons and their full time equivalents employed by the group and company in the uk during the 
accounting period including executive directors was
52 weeks 
ended
29 september
2012
number 
employed
52 weeks 
ended
1 october
2011
number 
employed
selling 1488 1467
administration 166 194
1654 166 1
2012
£’000
2011
£’000
their aggregate remuneration comprised
wages and salaries including ltip see note 30 39148 38410
social security costs 3478 3657
other pension costs see note 29b 175 149
42801 42216
details of directors’ emoluments are disclosed on page 37 employee profit sharing of £60 million 2011 £66 million is included 
in the above and comprises sales commission and bonuses
8 other gains
other gains in 2012 relate to the sale of three freehold properties
notes to the financial statements continued
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9 investment revenue finance costs and fair value loss on interest rate derivatives
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
investment revenue
bank interest receivable and similar income 152 316
fair value gain on forward currency contracts – 40
152 356
finance costs
interest on bank loans and overdrafts 3940 4798
fair value loss on forward currency contracts 168 –
4108 4798
no finance costs are appropriate to be capitalised in the period or the prior period
interest on bank loans and overdrafts represents gains and losses on financial liabilities measured at amortised cost including interest 
charges levied together with interest paid on the interest rate derivatives of £821000 2011 £2075000 there are no other gains 
or losses recognised in respect of financial liabilities measured at amortised cost net losses from the movement in fair value on held 
for trading assets and liabilities derivative instruments were £805000 2011 £1590000 which include fair value losses on 
interest rate swaps of £637000 2011 £1630000 and fair value losses on forward currency contracts of £168000 
2011 £40000 gains 
10 taxation
continuing operations
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
current tax – charge for the period 2573 3620
current tax – adjustment in respect of previous periods 139 381
deferred tax – effect of reduction in uk corporation tax rate 48 168
deferred tax – chargecredit for period note 21 661 1097
deferred tax – adjustment in respect of previous periods note 21 419 1 16
2724 2194
corporation tax in the uk is calculated at 25 2011 27 of the estimated assessable profit for the period
taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions
the charge for the period can be reconciled to the profit per the statement of financial performance as follows
continuing operations
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
profit before taxation 12493 7 908
tax at the uk corporation tax rate of 25 201 1 27 3123 2135
tax effect of expenses that are not deductible in determining taxable profit 59 262
tax effect of chargeable gain lower than profit on sale of freehold property 159 –
tax effect of tangible fixed assets which do not qualify for capital allowances 259 294
tax effect of adjustment in respect of prior periods 558 497
tax expense for the period 2724 2194
financial statements 56 
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annual report and financial statements 201 2
1 1 dividends
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
interim dividend for the 52 week period ended 29 september 2012  
of £0005 201 1 £0005 per share 958 942
proposed final dividend for the 52 week period ended 29 september 2012  
of £00075 201 1 £0006 per share 1439 1 129
the proposed final dividend is subject to approval by shareholders at the annual general meeting and has not been included as a 
liability in these financial statements
12 earnings per share
the calculation of earnings per share is based on the earnings for the financial period attributable to equity shareholders and the 
weighted average number of ordinary shares
2012
number of
shares
2011
number of
shares
weighted average number of shares
for basic earnings per share 190006223 188271731
weighted average number of shares under option 1749687 387341 1
for diluted earnings per share 191755910 192 145 142
the calculation of the basic and diluted earnings per share used the denominators as shown above for both basic and diluted earnings 
per share the adjusted earnings figure is based on the following data
from continuing operations
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
profit after tax for the period 9769 5714
post tax effect of
impairment of property plant and equipment 525 1051
property disposal gain 1624 –
interest rate derivative charge 478 1 190
fair value lossgain on foreign currency forward contracts 126 29
restructuring costs 288 –
loan issue cost write off – 133
display inventory write off – 935
property related provisions 155 1360
adjusted profit after tax for the period 9717 10354
13 goodwill
£’000
cost and carrying amount at 2 october 2010 and 1 october 201 1 and 29 september 2012 245
the balance of goodwill remaining is the carrying value that arose on the acquisition of surface coatings ltd in 1998
the group tests goodwill annually for impairment or more frequently if there are indications that goodwill might be impaired 
the recoverable amounts are determined from value in use calculations the key assumptions for the value in use calculations are those 
regarding the discount rates growth rates and expected changes to selling prices and direct costs during the period 
notes to the financial statements continued
financial statements 57
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review of the business governance financial statements additional information
13 goodwill continued
management estimates discount rates based on the group’s weighted average cost of capital the growth rates are based on industry 
growth forecasts changes in selling prices and direct costs are based on past practices and expectations of future changes in the 
market discounted cash flows are calculated using a posttax rate of 109 2011 84
the group prepares cash flow forecasts derived from the most recent financial budgets approved by management for the next five years 
and extrapolates cash flows for the following five years the growth rate applied does not exceed the average longterm growth rate for 
the relevant markets there are no reasonable changes that would result in the carrying value of goodwill being reduced to its 
recoverable amount
the accounting judgements and sources of estimation uncertainty involved in assessing any impairment loss are referred to in note 2 
to the financial statements
as a result of the annual test of impairment of goodwill no impairment has been identified for the current period 
14 property plant and equipment
land and buildings
cost
freehold
£’000
short
leasehold
£’000
fixtures
and fittings
£’000
motor
vehicles
£’000
total 
£’000
at 2 october 2010 15006 1842 47 551 23 64422
additions 4699 – 6058 67 10824
disposals – –3343 –3343
at 1 october 201 1 19705 1842 50266 90 71903
additions 528 – 5591 – 61 19
disposals 4432 – 2823 – 7 255
at 29 september 2012 15801 1842 53034 90 70767
accumulated depreciation and impairment
at 2 october 2010 1591 1449 29736 7 32783
charge for the period 243 88 3780 17 4128
provision for impairment 81 – 970 – 1051
eliminated on disposals – – 3280 – 3280
at 1 october 201 1 1915 1537 31206 24 34682
charge for the period 290 74 3599 25 3988
provision for impairment 65 – 460 – 525
eliminated on disposals 638 – 2806 – 3444
at 29 september 2012 1632 1611 32459 49 35751
carrying amount
at 29 september 2012 14169 231 20575 41 35016
at 1 october 201 1 17 790 305 19060 66 37 221
freehold land and buildings include £4104000 of freehold land 2011 £4104000 on which no depreciation has been charged 
in the current period there is no material difference between the carrying and market values
cumulative finance costs capitalised in the cost of tangible fixed assets amount to £nil 2011 £nil
contractual commitments for the acquisition of property plant and equipment are detailed in note 29
during the period the group has closed eight stores in the uk as the fixtures and fittings within these stores cannot be reused in other 
locations within the group the carrying value of these assets has been fully provided for in the period with the associated impairment 
charge included within other operating expenses
financial statements 58 
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annual report and financial statements 201 2
15 subsidiaries
a list of the significant subsidiaries including the name country of incorporation and proportion of ownership interest is given in note 3 
to the company’s separate financial statements
16 trade and other receivables
2012
£’000
2011
£’000
amounts falling due within one year
amounts receivable for the sale of goods 750 661
allowance for doubtful debts 104 104
other debtors and prepayments
– rent and rates 5090 5053
– other 1349 1651
7085 726 1
the directors consider that the carrying amount of trade and other receivables at 29 september 2012 and 1 october 2011 
approximates to their fair value on the basis of discounted cash flow analysis
credit risk
the group’s principal financial assets are bank balances and cash and trade receivables
the group considers that it has no significant concentration of credit risk the majority of sales in the business are cash based sales 
in the stores
total trade receivables net of allowances held by the group at 29 september 2012 amounted to £06 million 2011 £06 million 
these amounts mainly relate to insurance generated sales sundry trade accounts and tesco clubcard scheme generated sales 
in relation to these sales the average credit period taken is 58 days 2011 41 days and no interest is charged on the receivables 
trade receivables between 60 days and 120 days are provided for based on estimated irrecoverable amounts from the sale of goods 
determined by reference to past default experience
before accepting any new customer the group uses an external credit scoring system to assess the potential customer’s credit quality and 
defines credit limits by customer limits and scoring attributed to customers are reviewed periodically of the trade receivables balance 
at the end of the year £69000 2011 £105000 is due from independent inspections and £176000 2011 £105000 is due 
from tesco plc the group’s two largest customers
included in the group’s trade receivable balance are debtors with a carrying amount of £211000 2011 £131000 which are past 
due at the reporting date for which the group has not provided as there has not been a significant change in credit quality and the 
amounts are still considered recoverable the group does not hold any collateral over these balances the average age of these 
receivables is 197 days 2011 168 days however this ageing is distorted by six accounts totalling £76000 2011 £nil which 
are overdue by 305 days 2011 299 days
ageing of past due but not impaired receivables
2012
£’000
2011
£’000
60 – 120 days 80 63
121 – 200 days 55 68
greater than 200 days 76 –
the allowance for doubtful debts was £104000 by the end of the period 2011 £104000 given the minimal receivable balance 
the directors believe that there is no further credit provision required in excess of the allowance for doubtful debts
the allowance for doubtful debts includes £104000 relating to individually impaired trade receivables 2011 £104000 which are 
due from companies that have been placed into liquidation 
the directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value
notes to the financial statements continued
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review of the business governance financial statements additional information
17 cash and cash equivalents
cash and cash equivalents comprise cash held by the group and short term bank deposits with associated right of set off net of 
bank overdrafts with an original maturity of three months or less the carrying amount of these assets approximates their fair value 
a breakdown of significant bank and cash balances by currency is as follows
2012
£’000
2011
£’000
sterling 14023 7607
us dollar 254 715
euro 165 766
total cash and cash equivalents 14442 9088
18 other financial liabilities
trade and other payables
2012
£’000
2011
£’000
amounts falling due within one year
trade payables 12916 11 3 1 6
other payables 3331 3419
accruals and deferred income 9852 9370
26099 24105
trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs the average credit 
period taken for trade purchases is 43 days 2011 38 days no interest is charged on these payables 
the directors consider that the carrying amount of trade payables at 29 september 2012 and 1 october 2011 approximates to their 
fair value on the basis of discounted cash flow analysis
19 bank loans
2012
£’000
2011
£’000
bank loans all sterling 59289 59024
the borrowings are repayable as follows
on demand or within one year – –
in the second year – –
in the third to fifth year 60000 60000
60000 60000
less total unamortised issue costs 711 976
59289 59024
issue costs to be amortised within 12 months 266 265
amount due for settlement after 12 months 59555 59289
financial statements 60 
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annual report and financial statements 201 2
19 bank loans continued
the directors consider that the carrying amount of the bank loan at 29 september 2012 and 1 october 2011 approximates to its fair 
value since the amounts relate to floating rate debt
the average weighted interest rates paid on the loan were as follows
2012

2011

loans 454 31 1
the group borrowings are arranged at floating rates thus exposing the group to cash flow interest rate risk
the group has in place a £750 million committed revolving credit facility expiring in may 2015 as at the financial period end 
£600 million of this facility was drawn with a further £150 million of undrawn financing available the loan facility contains financial 
covenants which are tested on a biannual basis
at 29 september 2012 the group had available £15 million 2011 £15 million of undrawn committed banking facilities
20 financial instruments
financial liabilities held for trading have been reclassified in the current year in order to more appropriately reflect the requirements 
of ias 1 classification as noncurrent liabilities ensures the instrument mirrors the cash flows of the loan facility which it is in place 
to hedge against prior period comparative amounts have been reclassified on the same basis which has reduced prior period current 
liabilities by £122 million with no overall impact on net liabilities
capital risk management
the group manages its capital to ensure that entities in the group will be able to continue as a going concern while maximising 
the return to stakeholders through the optimisation of the debt and equity balance the group’s overall strategy remains unchanged 
from 2011 the capital structure of the group consists of debt which includes the borrowings disclosed in note 19 cash and cash 
equivalents disclosed in note 17 and equity attributable to equity holders of the parent comprising issued capital reserves and 
retained earnings as disclosed in notes 22 to 28
the group is not subject to any externally imposed capital requirements
significant accounting policies
details of the significant accounting policies and methods adopted including the criteria for recognition the basis of measurement 
and the basis on which income and expenses are recognised in respect of each class of financial asset financial liability and equity 
instrument are disclosed in note 2q to the financial statements
categories of financial instruments
carrying value and fair value
2012
£’000
2011
£’000
financial assets
loans and receivables including cash and cash equivalents 15088 9645
financial liabilities
held for trading 6107 12 186
fair value through profit and loss 102 –
amortised cost 85552 83394
the group considers itself to be exposed to risks on financial instruments including market risk including currency risk credit risk 
liquidity risk and cash flow interest rate risk 
the group seeks to mitigate the effects of these risks by using derivative financial instruments to hedge these risk exposures economically 
the use of financial derivatives is governed by the group’s policies approved by the board of directors which provide written principles 
on foreign exchange risk interest rate risk credit risk the use of financial derivatives and nonderivative financial instruments and the 
investment of excess liquidity the group does not enter into or trade financial instruments including derivative financial instruments 
for speculative purposes 
notes to the financial statements continued
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review of the business governance financial statements additional information
20 financial instruments continued
market risks
the group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates 
the group enters into a variety of derivative financial instruments to manage its exposure to interest rate and foreign currency 
risk including 
 a forward foreign exchange contracts to hedge the exchange rate risk arising on the import of goods from south america and china 
and 
 a interest rate swaps and collars to mitigate the risk of movements in interest rates
foreign currency risk management
the group undertakes certain transactions denominated in foreign currencies hence exposures to exchange rate fluctuations arise 
exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts 
the carrying amounts of the group’s foreign currency denominated monetary assets and monetary liabilities at the reporting date are 
as follows
assets liabilities
2012
£’000
2011
£’000
2012
£’000
2011
£’000
euro 177 766 1253 1027
us dollar 254 715 434 128
foreign currency sensitivity analysis
the group is mainly exposed to the currency of china and brazil us dollar currency and from various european countries euro 
as a result of inventory purchases the following table details the group’s sensitivity to a 10 increase and decrease in sterling against 
the relevant foreign currencies 10 represents management’s assessment of the reasonably possible change in foreign exchange rates 
the sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period 
end for a 10 change in foreign currency rates the sensitivity analysis includes external loans as well as loans to foreign operations 
within the group where the denomination of the loan is in a currency other than the currency of the lender or the borrower a positive 
number below indicates an increase in profit and other equity where sterling strengthens 10 against the relevant currency
2012
£’000
2011
£’000
profit or loss movement on a 10 strengthening in sterling against the euro 98 24
profit or loss movement on a 10 strengthening in sterling against the us dollar 16 53
profit or loss movement on a 10 weakening in sterling against the euro 120 29
profit or loss movement on a 10 weakening in sterling against the us dollar 20 65
currency derivatives
the group utilises currency derivatives to hedge significant future transactions and cash flows the group uses foreign currency forward 
contracts in the management of its exchange rate exposures the contracts are denominated in us dollars and euros
at the balance sheet date the total notional amounts of outstanding forward foreign exchange contracts that the group has committed 
to  are as below
2012
£’000
2011
£’000
forward foreign exchange contracts 5132 4778
these arrangements are designed to address significant exchange exposures for the first half of 2012 and are renewed on a revolving 
basis as required
at 29 september 2012 the fair value of the group’s currency derivatives is a £102000 liability within accruals and deferred income 
note 18 2011 an asset of £70000 these amounts are based on market value of equivalent instruments at the balance sheet date
losses of £168000 are included in finance costs note 9 2011 £40000 gain
financial statements 62 
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annual report and financial statements 201 2
20 financial instruments continued
interest rate risk management
the group is exposed to interest rate risk as entities in the group borrow funds at floating interest rates the risk is managed by the 
group by maintaining an appropriate mix between fixed and floating rate borrowings by the use of interest rate swap contracts and 
collars the group’s exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk management 
section of this note
interest rate sensitivity analysis
the sensitivity analyses below have been determined based on the exposure to interest rates for both derivatives and nonderivative 
instruments at the balance sheet date for floating rate liabilities the analysis is prepared assuming the amount of liability outstanding at 
the balance sheet date was outstanding for the whole year a 50 basis points increase or decrease is used when reporting interest rate 
risk internally to key management personnel and represents management’s assessment of the possible change in interest rates
if interest rates had been 50 basis points higherlower and all other variables were held constant the group’s profit would be impacted 
as follows
50 basis points increase  
in interest rates
50 basis points decrease  
in interest rates
2012
£’000
2011
£’000
2012
£’000
2011
£’000
profit or loss 723 1553 441 1280
the group’s sensitivity to interest rates mainly relates to the interest rate derivatives
interest rate derivatives
the group uses interest rate derivatives to manage its exposure to interest rate movements on its bank borrowings 
the group’s interest rate derivative comprises of a 10 year cancellable collar with a notional value of £30 million 2011 £20 million 
with a cap of 56 and a floor of 449 the interest rate within this range is libor less 04 where libor falls below the floor the 
interest rate resets to a fixed level of 555 
the fair value liability of the swaps entered into at 29 september 2012 is estimated at £6107000 2011 £12186000 an 
amount of £637000 has been charged to the statement of financial performance in the period 2011 £1630000 to reflect the fair 
value loss
on 27 october 2011 the group settled the five year interest rate swap for a consideration of £476000 additionally on 1 november 
2011 the group entered into a legally binding agreement committing it to a partial trade termination amounting to 50 of the 10 year 
cancellable collar which was settled on 3 april 2012 for a consideration of £6240000
credit risk management
credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the group 
management has considered the counterparty risk associated with the cash and derivative balances and do not consider there to be a 
material risk the group has a policy of only dealing with creditworthy counterparties the group’s exposure to its counterparties is 
reviewed periodically trade receivables are minimal consisting of a number of insurance companies and sundry trade accounts further 
information is provided in note 16 
the carrying amount of financial assets recorded in the financial statements which is net of impairment losses represents the group’s 
maximum exposure to credit risk without taking account of the value of any collateral obtained
liquidity risk management
ultimate responsibility for liquidity risk management rests with the board of directors the group manages liquidity risk by maintaining 
adequate reserves banking facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and 
matching the maturity profiles of financial assets and liabilities included in note 19 is a description of additional undrawn facilities that 
the group has at its disposal to reduce liquidity risk further
notes to the financial statements continued
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review of the business governance financial statements additional information
20 financial instruments continued
liquidity and interest risk tables
the following tables detail the group’s remaining contractual maturity for its nonderivative financial liabilities the tables have been 
drawn up based on the undiscounted cash flows and on the assumption that the variable interest rate remains constant at the latest fixing 
level of 354658 2011 342009 of financial liabilities based on the earliest date on which the group can be required to pay 
the table includes both interest and principal cash flows
2012
less than
1 month
£’000
1–3 months
£’000
3 months 
to 1 year
£’000
1–5 years
£’000
total 
£’000
noninterest bearing 26099 – – – 26099
variable interest rate instruments 197 379 1742 63888 66206
2011
less than
1 month
£’000
1–3 months
£’000
3 months 
to 1 year
£’000
1–5 years
£’000
total 
£’000
noninterest bearing 24105 – – – 24105
variable interest rate instruments – 555 1107 66595 68257
the group is financed through a £75 million £60 million utilised revolving credit facility in the current and prior periods the total 
unused amount of financing facilities was £15 million at the balance sheet date the group expects to meet its other obligations from 
operating cash flows and proceeds of maturing financial assets
the following table details the group’s liquidity analysis for its derivative financial instruments the table has been drawn up based on 
the undiscounted net cash inflowsoutflows on the derivative instruments that settle on a net basis and the undiscounted gross inflows 
and outflows on those derivatives that require gross settlement when the amount payable or receivable is not fixed the amount 
disclosed has been determined by reference to the projected interest and foreign currency rates as illustrated by the yield curves existing 
at the reporting date
2012
less than
1 month
£’000
1–3 months
£’000
3 months 
to 1 year
£’000
1–5 years
£’000
5 years
£’000
total 
£’000
interest rate swaps payments – 364 1103 3883 – 5350
foreign exchange forward  
contracts payments – 3296 1836 – – 5132
foreign exchange forward  
contracts receipts  – 3199 1839 – – 5038
2011
less than
1 month
£’000
1–3 months
£’000
3 months 
to 1 year
£’000
1–5 years
£’000
5 years
£’000
total 
£’000
interest rate swaps payments 476 1 19 795 1 1704 688 13782
foreign exchange forward  
contracts payments – 2356 2422 – – 4778
foreign exchange forward  
contracts receipts  – 2399 2449 – – 4848
fair value of financial instruments
the fair values of financial assets and financial liabilities are determined as follows
 a foreign currency forward contracts are measured using quoted forward exchange rates and yield curves derived from quoted interest 
rates matching maturities of the contracts
 a interest rate swaps are measured at the present value of future cash flows estimated and discounted based on the applicable yield 
curves derived from quoted interest rates
 a interest rate collars are measured using applicable yield curves derived from quoted interest rates and market volatilities
the fair values are therefore categorised as level 2 based on the degree to which the fair value is observable level 2 fair value 
measurements are those derived from inputs other than unadjusted quoted prices in active markets level 1 categorisation that are 
observable for the asset or liability either directly ie as prices or indirectly ie derived from prices
financial statements 64 
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annual report and financial statements 201 2
21 provisions
2012
£’000
2011
£’000
onerous lease provision 1080 1097
dilapidations provision 1542 1458
2622 2555
current 820 1075
noncurrent 1802 1480
2622 2555
onerous lease 
provision
£’000
dilapidations 
provision
£’000
total
£’000
at 1 october 201 1 1097 1458 2555
additional provision in the year 657 249 906
utilisation of provision 391 165 556
release of provision in the year 283 – 283
at 29 september 2012 1080 1542 2622
the onerous lease provision relates to estimated future unavoidable lease costs in respect of closed nontrading and loss making stores 
the provision is expected to be utilised over the following four financial periods the dilapidations provision represents management’s 
best estimate of the group’s liability under its property lease arrangements based on past experience and is expected to be utilised over 
the following eight financial periods
the following are the deferred tax liabilitiesassets recognised by the group and movements thereon during the current and prior 
reporting period
accelerated 
tax 
depreciation 
£’000
other 
shortterm 
timing 
differences 
£’000
sharebased 
payments 
£’000
exchange 
rate 
differences 
£’000
interest rate 
hedging 
£’000
rent free 
£’000
total 
£’000
as at 2 october 2010 2197 51 345 8 1331 56 422
creditcharge to income 204 7 9 10 909 19 1068
impact of rate change 146 2 – 1 166 2 23
charge to equity – – 28 – – – 28
as at 1 october 201 1 1847 42 308 17 2074 35 595
creditcharge to income 9 14 23 39 845 99 661
credit in respect of previous 
periods 28 – – – – 447 419
impact of rate change 147 2 25 1 166 3 48
charge to equity – – 166 – – – 166
as at 29 september 2012 1719 54 140 23 1063 578 139
the government announced in march 2012 that it intends to further reduce the rate of corporation tax to 22 by 1 april 2014 and 
the finance act 2012 which was substantively enacted in july 2012 included provisions to reduce the rate of corporation tax to 23 
with effect from 1 april 2013 accordingly deferred tax balances have been revalued to the lower rate of 23 in these accounts 
which has resulted in a charge to the income statement of £48000
 
notes to the financial statements continued
financial statements 65
plc 
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review of the business governance financial statements additional information
22 calledup share capital
2012
£’000
2011
£’000
authorised 240000000 201 1 240000000 ordinary shares of 333p each 201 1 333p 8000 8000
authorised 37 000000 201 1 37 000000 redeemable b shares of £054 each 19980 19 980
authorised 124890948 201 1 124890948 irredeemable c shares of £0001 each 125 125
28105 28105
issued and fullypaid 191852710 201 1 188365802  
ordinary shares of 333p each 201 1 333p 6395 6279
total 6395 6279
during the period the group issued 3486908 2011 163479 ordinary shares with a nominal value of £116229 2011 
£5449 under share option schemes for an aggregate cash consideration of £575340 2011 £26694
 during the previous period 122000 £4000 shares were purchased by topps tiles employee benefit trust on behalf of the directors and senior management team these 
have not been paid for at the balance sheet date
23 share premium
2012
£’000
2011
£’000
at start of period 1022 1001
premium on issue of new shares 459 21
at end of period 1481 1022
24 own shares
2012
£’000
2011
£’000
at start of period 4 –
issued in the period – 4
at end of period 4 4
a subsidiary of the group holds 122000 shares with a nominal value of £4000 and therefore these have been classed as own shares
25 merger reserve
2012
£’000
2011
£’000
at start and end of period 399 399
26 sharebased payment reserve
2012
£’000
2011
£’000
at start of period 543 367
credit to equity for equitysettled sharebased payments 23 17 6
at end of period 566 543
financial statements 66 
plc 
annual report and financial statements 201 2
27 capital redemption reserve
2012
£’000
2011
£’000
at start and end of period 20359 20359
the capital redemption reserve arose on the cancellation of treasury shares and as a result of a share reorganisation in 2006
28 retained earnings
£’000
at 2 october 2010 56131
dividends note 1 1 2817
deferred tax on sharesave scheme taken directly to equity 28
net profit for the period 5714
at 1 october 201 1 53262
dividends note 1 1 2087
deferred tax on sharesave scheme taken directly to equity 166
net profit for the period 97 69
at 29 september 2012 45746
29 financial commitments
a capital commitments
at the end of the period there were capital commitments contracted of £300000 2011 £300000
b pension arrangements
the group operates separate defined contribution pension schemes for employees the assets of the schemes are held separately from 
those of the group in independently administered funds the pension cost charge represents contributions payable by the group to the 
funds and amounted to £175000 2011 £149000
c lease commitments
minimum future sublease payments expected to be received under noncancellable subleases amount to £1805000
the group has entered into noncancellable operating leases in respect of motor vehicles equipment and land and buildings
minimum lease payments under operating leases recognised as an expense for the period were £19295000 which includes property 
service charges of £591000 2011 £20881000 including property service charges of £699000
at the balance sheet date the group had outstanding commitments for future minimum lease payments under noncancellable operating 
leases which fall due as follows
2012 2011
land and 
buildings
£’000
other
£’000
land and 
buildings
£’000
other
£’000
 – within 1 year 19335 1025 18401 1 156
 – within 2 – 5 years 63334 1160 61 188 1 738
 – after 5 years 65646 25 66485 39
148315 2210 14607 4 2933
operating lease payments primarily represent rentals payable by the group for certain of its office and store properties leases are 
negotiated for an average term of 15 years and rentals are fixed for an average of five years 2011 five
notes to the financial statements continued
financial statements 67
plc 
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review of the business governance financial statements additional information
30 sharebased payments
the group operates three share option schemes in relation to group employees
equitysettled share option scheme
options are exercisable at the middle market closing price for the working day prior to the date of grant and are exercisable three years 
from the date of grant if the employee is still employed by the group at that date
details of the share options outstanding during the period are as follows
no of options outstanding
date of grant
option
price
exercisable 
period 2012 2011
26 january 2001 54p 7 years – –
12 february 2002 54p 7 years – 40779
 – 40779
movements in share options are summarised as follows
2012
number  
of share 
options
2012 
weighted 
average 
exercise price 
£
2011 
number  
of share  
options
2011 
weighted 
average  
exercise price 
£
outstanding at beginning of period 40779 054 11 8799 054
exercised during the period – – 41520 054
expired during the period 40779 054 36500 054
outstanding at end of period  – – 40779 054
exercisable at end of period – – 40779 054
other sharebased payment plans
employee share purchase plans are open to almost all employees and provide for a purchase price equal to the daily average market 
price on the date of grant less 20 the shares can be purchased during a twoweek period each financial period the shares so 
purchased are generally placed in the employee share savings plan for a three or five year period
movements in sharebased payment plan options are summarised as follows
2012
number  
of share 
options
2012 
weighted 
average 
exercise price 
£
2011 
number  
of share  
options
2011 
weighted 
average  
exercise price 
£
outstanding at beginning of period 6229563 025 5452947 019
issued during the period – – 1259204 064
expired during the period 769761 048 482588 046
exercised during the period 3486908 017 – –
outstanding at end of period 1972894 032 6229563 025
exercisable at end of period 1972894 032 6229563 025
the inputs to the blackscholes model for the above two schemes are as follows
2012 2011
weighted average share price  – pence 398 315
weighted average exercise price  – pence 318 252
expected volatility 3 and 5 years  –  473 and 706 741 and 67 9
expected life  – years 3 or 5 3 or 5
riskfree rate of interest –  02 07
dividend yield –  409 537
 
financial statements 68 
plc 
annual report and financial statements 201 2
30 sharebased payments continued
expected volatility was determined by calculating the historical volatility of the group’s share price over the previous three or five years 
2011 three or five years the expected risk used in the model has been adjusted based on management’s best estimate for the 
effects of nontransferability exercise restrictions and behavioural forces
deferred bonus longterm incentive plan
at the agm in january 2010 a new deferred bonus longterm incentive plan ltip for the senior management team was approved by 
shareholders under this longterm incentive plan a proportion of the annual bonus is deferred in the form of shares for a two year period 
with a matching share award that vests at the end of two years subject to the achievement of performance conditions 25 of the annual 
bonus has been deferred into shares on a net basis for a two year period with a further match on a gross basis which vests two years 
later subject to the achievement of performance conditions relating to continued employment in the business and ebitda earnings growth 
measured over the two year period
for the period ended 2 october 2010 it was determined that a bonus be paid equivalent to 50 of basic salary for executive directors 
and the members of the senior management team 25 of the annual bonus was deferred under the deferred bonus longterm incentive 
plan the total number of shares due to be awarded was 121959 and the fair value of these deferred shares as at 29 september 
2012 was £73000 2011 £73000
the total number of matching shares that are expected to be awarded subject to fulfilment of the performance conditions is nil and the 
fair value of these matching shares as at 29 september 2012 was £nil no options were granted or exercised during the period 
2011 none there were no options outstanding at 29 september 2012
during the period matching shares concerning the 2011 bonus award were recognised as a credit this amounted to £66000 
2011 £66000 expense
a new deferred bonus longterm incentive plan ltip has been proposed for the senior management team to run from october 
2012 to october 2014 under this longterm incentive plan 25 of the annual bonus net of tax is deferred in the form of shares 
for a two year period with a matching share award on a gross basis that vests at the end of two years subject to the achievement 
of performance conditions relating to continuing employment within the business and ebitda earnings growth measured over the 
two year period 
for the period ended 29 september 2012 it was determined that a bonus be paid equivalent to 444 of basic salary for executive 
directors and the members of the senior management team 25 of the annual bonus was deferred under the deferred bonus longterm 
incentive plan the total number of shares due to be awarded was 191084 and the fair value of these deferred shares as at 
29 september 2012 was £95000 2011 £nil
the inputs to the blackscholes model are as follows
2012 2011
weighted average share price  – pence 497 658
weighted average exercise price  – pence – –
expected volatility  –  534 453
expected life  – years 2 2
riskfree rate of interest  –  02 06
expected volatility was determined by calculating the historical volatility of the group’s share price over the 201011 and 201112 
financial periods 2011 200910 and 201011 financial period the expected risk used in the model has been adjusted based on 
management’s best estimate for the effects of nontransferability exercise restrictions and behavioural forces
in total the group recognised a total expense of £23000 2011 £176000 expense relating to sharebased payments
notes to the financial statements continued
financial statements 69
plc 
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review of the business governance financial statements additional information
31 related party transactions
skm williams had the nonstatutory role of president resigned march 2012 advising on property matters and is a related party by 
virtue of his 108 shareholding 20953950 ordinary shares in the group’s issued share capital 2011 106 shareholding of 
19903950 ordinary shares
at 29 september 2012 skm williams was the landlord of four properties leased to multi tile limited a trading subsidiary of topps 
tiles plc for £178000 2011 three properties for £136000 per annum
no amounts were outstanding with skm williams at 29 september 2012 2011 £nil
the lease agreements on all properties are operated on commercial arm’slength terms his salary for the year in his role as president 
was £24000 2011 £41000
transactions between the company and its subsidiaries which are related parties have been eliminated on consolidation and are not 
disclosed in this note in accordance with the exemption available under ias 24
the remuneration of the board of directors who are considered key management personnel of the group was £15 million 
2011 £11 million as well as sharebased payments of £65000 2011 £nil further information about the remuneration of 
the individual directors is provided in the remuneration report on pages 34 to 38
financial statements 70 
plc 
annual report and financial statements 201 2
we have audited the parent company financial statements of topps tiles plc for the period ended 29 september 2012 which comprise 
the company balance sheet and the related notes 1 to 7 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
this report is made solely to the company’s members as a body in accordance with chapter 3 of part 16 of the companies act 2006 
our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in 
an auditor’s report and for no other purpose to the fullest extent permitted by law we do not accept or assume responsibility to anyone 
other than the company and the company’s members as a body for our audit work for this report or for the opinions we have formed
respective responsibilities of directors and auditor
as explained more fully in the directors’ responsibilities statement the directors are responsible for the preparation of the parent 
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 parent 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
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 parent company’s circumstances and have been consistently applied and 
adequately disclosed the reasonableness of significant accounting estimates made by the directors and the overall presentation of the 
financial statements in addition we read all the financial and nonfinancial 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
 a give a true and fair view of the state of the parent company’s affairs as at 29 september 2012
 a have been properly prepared in accordance with united kingdom generally accepted accounting practice and
 a 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
 a the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the companies act 2006 and
 a the information given in the directors’ report for the financial period for which the financial statements are prepared is consistent with the 
parent 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
 a adequate accounting records have not been kept by the parent company or returns adequate for our audit have not been received 
from branches not visited by us or
 a the parent 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
 a certain disclosures of directors’ remuneration specified by law are not made or
 a 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 topps tiles plc for the period ended 29 september 2012
timothy edge senior statutory auditor for and on behalf of deloitte llp
chartered accountants and statutory auditor manchester united kingdom 26 november 2012
independent auditor’s report to the members of topps tiles plc
financial statements 71
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review of the business governance financial statements additional information
notes
52 weeks 
ended
29 september
2012 
£’000
52 weeks 
ended
1 october
2011 
£’000
fixed assets
investments 3 2920 2928
current assets
debtors due within one year 4 35 38
debtors due after one year 4 221200 221200
cash at bank and in hand 20270 24157
241505 245395
creditors amounts falling due within one year 5 1139 615
net current assets 240366 244780
net assets 243286 247 708
capital and reserves
calledup share capital 67 6395 6279
share premium 7 1481 1022
sharebased payment reserve 7 532 482
capital redemption reserve 7 20359 20359
other reserve 7 6200 6200
profit and loss account 7 208319 213366
equity shareholders’ funds 243286 247 708
the financial statements of topps tiles plc companies house number 3213782 were approved by the board of directors on 
26 november 2012 and signed on its behalf by
mtm williams  r parker
director director
company balance sheet
as at 29 september 20 1 2
financial statements 72 
plc 
annual report and financial statements 201 2
1 basis of accounting
the separate financial statements of the company are presented as required by the companies act 2006 they have been prepared 
under the historical cost convention and in accordance with united kingdom accounting standards and law
based on a detailed review of the risks and uncertainties discussed within the business review and management’s current expectations 
the board believes that the group will continue to meet all of its financial commitments as they fall due and will be able to continue as a 
going concern 
the current economic climate creates a degree of uncertainty in the outlook which when combined with the financial covenants included 
in our loan facilities has led the board to conduct a detailed review of a number of different trading scenarios as well as possible 
mitigating actions should they be required 
based on this analysis the board has concluded that the company would be able to fully meet all of its future financial commitments and 
therefore consider it appropriate to prepare the financial statements on the going concern basis
there have been no changes to the principal accounting policies in the period all of which have been applied consistently throughout 
the period and the preceding period
the company issues equitysettled sharebased payments to certain employees equitysettled sharebased payments are measured at 
fair value at the date of grant the credit added to the cost of investment in those subsidiaries whose employees receive the benefit of 
the share options is £8000 2011 £127000 in respect of the deferred longterm bonus incentive plan the sharebased payment 
charge within the company is £57000 in respect of the matching share award 2011 £32000 in respect of the deferred 
share award
fixed asset investments are shown at cost less provision for impairment
the company has taken advantage of the exemption in frs 8 from disclosing transactions with other members of the group and the 
exemption in frs 29 for making disclosures relating to financial instruments 
2 profit for the year
as permitted by section 408 of the companies act 2006 the company has elected not to present its own profit and loss account for the 
period topps tiles plc reported a retained loss for the financial period ended 29 september 2012 of £5047000 2011 
£4858000
the auditor’s remuneration for services to the company was £40000 for audit related work 2011 £40000 for audit related work 
fees relating to nonaudit work totalled £nil 2011 £nil see note 6 to the group financial statements for further details
the company had no other employees other than the directors 2011 same whose remuneration is detailed on page 37
3 fixed asset investments
shares
£’000
at 1 october 201 1 2928
movement in share options granted to employees 8
at 29 september 2012 2920
notes to the company financial statements 
for the 52 week period ended 29 september 20 1 2
financial statements 73
plc 
annual report and financial statements 201 2
review of the business governance financial statements additional information
3 fixed asset investments continued
the company has investments in the following subsidiaries which principally affected the profits or net assets of the group to avoid a 
statement of excessive length details of investments which are not significant have been omitted
subsidiary undertaking  of issued shares held principal activity
topalpha limited 100 property management and investment
multi tile limited 100 retail and wholesale of ceramic tiles wood flooring and related products
topps tiles holdings 100 intermediate holding company
topps tiles uk limited 100 retail and wholesale of ceramic tiles wood flooring and related products
topps tiles distribution ltd 100 wholesale and distribution of ceramic tiles wood flooring and related products
held directly by topps tiles plc
the investments are represented by ordinary shares
all undertakings are incorporated in great britain and are registered and operate in england and wales 
4 debtors
2012
£’000
2011
£’000
amounts falling due within one year
amounts owed by subsidiary undertakings – 4
other debtors 22 28
prepayments and accrued income 13 6
35 38
amounts falling due after one year
amounts owed by subsidiary undertaking 221200 221200
in respect of the deferred bonus share award a deferred tax asset has not been recognised as it is probable that there will be insufficient 
suitable profits arising when the shares are awarded against which to relieve the deduction
5 creditors amounts falling due within one year
2012
£’000
2011
£’000
trade and other creditors 16 49
amounts owed to subsidiary undertakings 130 292
accruals and deferred income 993 274
1139 615
financial statements 74 
plc 
annual report and financial statements 201 2
6 calledup share capital
2012
£’000
2011
£’000
authorised 240000000 201 1 240000000 ordinary shares  
of 333p each 201 1 333p 8000 8000
authorised 37 000000 201 1 37 000000 redeemable b shares of £054 each 19980 19 980
authorised 124890948 201 1 124890948 irredeemable c shares of £0001 each 125 125
28105 28105
issued and fullypaid 191852710 201 1 188365802 ordinary shares  
of 333p each 201 1 333p 6395 6279
during the prior period 122000 £4000 shares were purchased by topps tiles employee benefit trust on behalf of the directors and senior management team these 
have not been paid for at the balance sheet date
during the period of the group allotted 3486908 2011 163479 ordinary shares with a nominal value of £116230 
2011 £5449 under share option schemes for an aggregate cash consideration of £575340 2011 £26694
7 reserves
company
share
capital
£’000
share 
premium
£’000
sharebased 
payment
reserve
£’000
capital 
redemption
reserve
£’000
other
reserves
£’000
profit 
and loss 
account
£’000
total 
equity
£’000
at 1 october 201 1 6279 1022 482 20359 6200 213366 247 708
loss for the period – – – – – 5047 5047
issue of new shares 1 16 459 – – – – 575
credit to equity for equitysettled 
sharebased payments – – 50 – – – 50
at 29 september 2012 6395 1481 532 20359 6200 208319 243286
at 29 september 2012 the directors consider the other reserves of £6200000 to remain nondistributable
the directors consider £203106000 of profit and loss account reserves not to be distributable at 29 september 2012 this arose on 
an unrealised gain on the intragroup disposal of subsidiary companies
notes to the company financial statements continued
financial statements 75
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review of the business governance financial statements additional information
52 weeks 
ended 
27 september
2008
£’000
52 weeks 
ended 
26 september
2009
£’000
53 weeks 
ended 
2 october
2010
£’000
52 weeks 
ended 
1 october
2011
£’000
52 weeks 
ended 
29 september
2012
£’000
group revenue 208084 186061 183420 175525 177 693
group operating profit 34620 16425 20899 13980 15462
profit before taxation 27 723 4904 13397 7 908 12493
shareholders’ deficit 551 13 53282 28530 25462 17 348
basic earnings per share 956p 100p 537p 304p 514p
dividend per share 300p – – 150p 110p
dividend cover 319 – – 192 468
average number of employees 1743 1625 1615 1661 1654
share price period end 5825p 9441p 600p 340p 460p
all figures quoted are inclusive of continued and discontinued operations
five year record
unaudited
additional information 76 
plc 
annual report and financial statements 201 2
notice is hereby given that the annual general meeting of topps tiles plc the “company” will be held at topps tiles plc thorpe 
way grove park enderby leicestershire le19 1su on wednesday 23rd january 2013 at 1030am for the purpose of considering 
the following resolutions resolutions 1 to 11 inclusive and resolution 15 as ordinary resolutions and resolutions 12 to 14 inclusive as 
special resolutions
ordinary business
1  to receive and adopt the company’s annual report and financial statements for the financial period ended 29th september 2012 
together with the last directors’ report the last directors’ remuneration report and the auditors’ report on those accounts and the 
auditable part of the directors’ remuneration report
2 to declare a final dividend of 075 pence per ordinary share on the ordinary shares for the period
3 to reelect matthew williams as a director of the company
4 to reelect robert parker as a director of the company
5 to reelect the rt hon michael jack as a director of the company
6 to reelect alan white as a director of the company
7 to reelect claire tiney as a director of the company
8 to reelect andy king who has been appointed since the last annual general meeting as a director of the company
9  to reappoint deloitte llp as auditors to hold office from the conclusion of the meeting to the conclusion of the next meeting at which 
the annual report and financial statements are laid before the company at a remuneration to be determined by the directors
10  to approve the directors’ remuneration report for the financial period ended 29th september 2012 as set out in the annual report 
and financial statements for that period
special business
to consider and if thought fit to pass the resolutions set out below which in the case of resolutions 11 and 15 will be proposed as 
ordinary resolutions and in the case of resolutions 12 to 14 inclusive will be proposed as special resolutions
11  that the directors of the company be generally and unconditionally authorised for the purposes of and pursuant to section 551 
of the companies act 2006 the “2006 act” to allot relevant securities as defined in the explanatory notes to this resolution 
up to an aggregate nominal amount of £2127435 provided that this authority shall unless renewed varied or revoked by the 
company expire 15 months from the passing of this resolution or if earlier on the date of the next annual general meeting of the 
company save that the company may before such expiry make offers or agreements which would or might require relevant 
securities to be allotted and the directors may allot relevant securities in pursuance of such offer or agreement notwithstanding that 
the authority conferred by this resolution has expired
12  that subject to the passing of resolution 11 above the directors of the company be given the general power to allot equity 
securities as defined by section 560 of the 2006 act for cash either pursuant to the authority conferred by resolution 11 or by 
way of a sale of treasury shares as if section 5611 of the 2006 act did not apply to any such allotment provided that this power 
shall be limited to
 a  the allotment of equity securities pursuant to a rights issue or similar offer to ordinary shareholders where the equity securities 
respectively attributable to the interests of all ordinary shareholders are proportionate or as nearly as practical and taking into 
account any prohibitions against or difficulties concerning the making of an offer of allotment to shareholders whose registered 
address or place of residence is overseas and subject to such exclusions as the directors of the company may deem 
necessary or expedient to deal with fractional entitlement or record dates to the respective numbers of ordinary shares held 
by them and
 b   the allotment otherwise than pursuant to paragraph a above of equity securities up to an aggregate nominal amount of the 
greater of £319435 or 5 of the issued share capital of the company
  the power granted by this resolution will expire 15 months from the passing of this resolution or if earlier the conclusion of the 
company’s next annual general meeting unless renewed varied or revoked by the company prior to or on such date save that 
the company may before such expiry make offers or agreements which would or might require equity securities to be allotted after 
such expiry and the directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the power 
conferred by this resolution has expired
notice of annual general meeting
additional information 77
plc 
annual report and financial statements 201 2
review of the business governance financial statements additional information
13  that the company be generally and unconditionally authorised for the purposes of section 701 of the 2006 act to make market 
purchases within the meaning of section 6934 of the 2006 act of ordinary shares of 3
1
⁄3p each in the capital of the company 
“ordinary shares” provided that
 a  the maximum number of ordinary shares hereby authorised to be purchased is 28586053 representing 149 of the 
company’s issued ordinary share capital
 b the minimum price exclusive of any expenses which may be paid for an ordinary share is 3
1
⁄3p 
 c  the maximum price exclusive of any expenses which may be paid for an ordinary share is an amount equal to 105 of the 
average of the middle market quotations for an ordinary share derived from the london stock exchange daily official list for 
the five business days immediately preceding the date on which such ordinary share is contracted to be purchased
 d  unless previously renewed varied or revoked the authority conferred shall expire at the close of the next annual general 
meeting of the company or 12 months from the date of this resolution if earlier and
 e  the company may make a contract for the purchase of ordinary shares under this authority before the expiry of this authority 
which would or might require to be executed wholly or partly after the expiry of such authority and may make purchases of 
ordinary shares in pursuance of such a contract as if such authority had not expired
14 that a general meeting other than an annual general meeting may be called on not less than 14 clear days’ notice
15 that
 a  the rules of the topps tiles 2013 long term incentive plan in the form produced to the meeting and initialled by the chairman 
of the meeting for the purposes of identification the “plan” the principal terms of which are summarised in the explanatory 
notes to this notice of annual general meeting be and are hereby approved and the directors of the company be and are 
hereby authorised to adopt the plan and do all acts and things which they may in their absolute discretion consider necessary 
or expedient to give effect to the plan and
 b  the directors of the company be authorised to establish further schemes based on the plan but modified to take account of 
local tax exchange control or securities laws in overseas territories provided that any shares made available under such 
further schemes are treated as counting against any limits on individual or overall participation in the plan
notes
1  the right to vote at the meeting is determined by reference to the register of members only those members registered in the register 
of members of the company as at 600pm on 21st january 2013 or in the event that the meeting is adjourned close of business 
on such date being not more than 2 days prior to the date fixed for the adjourned meeting changes to entries in the register of 
members after 600pm on 21st january 2013 or in the event that the meeting is adjourned after 2 working days before the time 
of any adjourned meeting shall be disregarded in determining the rights of any person to attend or vote at the meeting
2  a member is entitled to appoint one or more persons as proxies to exercise all or any of his rights to attend speak and vote at the 
meeting a proxy need not be a member of the company a form of proxy is enclosed and notes for completion can be found on 
the form and should be read carefully before it is completed to be valid the form of proxy must be completed signed and sent to 
the offices of the company’s registrars capita registrars pxs the registry 34 beckenham road beckenham kent br3 4tu 
together with the power of attorney or other authority if any under which it is signed or a notarially certified or office copy of the 
same so as to arrive no later than 1030 am on 21 january 2013 or in the event that the meeting is adjourned no later than 2 
working days before the time of any adjourned meeting
3  a member may appoint more than one proxy in relation to the meeting provided that each proxy is appointed to exercise the rights 
attached to a different share or shares held by him to appoint more than one proxy you will need to complete a separate proxy 
form in relation to each appointment you may photocopy the enclosed proxy form indicating clearly on each proxy form the name 
of the proxy you wish to appoint and the number of shares in relation to which the proxy is appointed all forms must be signed and 
should be returned together in the same envelope you can only appoint a proxy using the procedures set out in these notes and the 
notes to the proxy form the right of a member under section 324 of the companies act 2006 “2006 act” to appoint a proxy 
does not apply to a person nominated to enjoy information rights under section 146 of the 2006 act
4 the appointment of a proxy will not preclude a member from attending and voting in person at the meeting if he or she so wishes
5  as at the close of business on the date of this notice the company’s issued share capital comprised 191852710 ordinary shares 
of 3
1
⁄3p each each ordinary share carries the right to one vote at a general meeting of the company
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6  a vote withheld is not a vote in law which means that the vote will not be counted in the calculation of votes for or against the 
resolution if no voting indication is given your proxy will vote or abstain from voting at his or her discretion your proxy will vote or 
abstain from voting as he or she thinks fit in relation to any other matter which is put before the meeting the notes to the proxy form 
explain how to direct your proxy to vote on each resolution or withhold their vote
7  in the case of joint holders where more than one joint holders purports to appoint a proxy only the appointment submitted by the 
most senior holder will be accepted seniority is determined by the order in which the names of the joint holders appear in the 
company’s register of members in respect of the joint holding the first named being the most senior
8  crest members who wish to appoint a proxy or proxies through the crest electronic proxy appointment service may do so by 
using the procedures described in the crest manual crest personal members or other crest sponsored members and those 
crest members who have appointed a voting service providers should refer to their crest sponsor or voting service providers 
who will be able to take the appropriate action on their behalf
9  in order for a proxy appointment or instruction made using the crest service to be valid the appropriate crest message a 
“crest proxy instruction” must be properly authenticated in accordance with euroclear uk  ireland limited formerly crestco’s 
specifications and must contain the information required for such instructions as described in the crest manual the message 
regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction given to a previously appointed 
proxy must in order to be valid be transmitted so as to be received by the issuers’ agent id ra10 by the latest time for receipt of 
proxy appointments specified in this notice for this purpose the time of receipt will be taken to be the time as determined by the 
timestamp applied to the message by the crest applications host from which the registrars are able to retrieve the message by 
enquiry to crest in the manner prescribed by crest after this time any change of instructions to proxies appointed through 
crest should be communicated to the appointee through other means crest members and where applicable their crest 
sponsors or voting service providers should note that euroclear uk  ireland limited does not make available special procedures in 
crest for any particular messages normal system timings and limitations will therefore apply in relation to the input of crest proxy 
instructions it is the responsibility of the crest member concerned to take or if the crest member is a crest personal member or 
sponsored member or has appointed a voting service providers to procure that his crest sponsor or voting service providers 
takes such action as shall be necessary to ensure that a message is transmitted by means of the crest system by any particular 
time in this connection crest members and where applicable their crest sponsors or voting service providers are referred in 
particular to those sections of the crest manual concerning practical limitations of the crest system and timings
10  the company may treat as invalid a crest proxy instruction in the circumstances set out in regulation 355a of the uncertificated 
securities regulations 2001
11  where a copy of this notice is being received by a person who has been nominated to enjoy information rights under section 146 
of the 2006 act “nominee”
 a  the nominee may have a right under an agreement between the nominee and the member by whom he was appointed 
to be appointed or to have someone else appointed as a proxy for the meeting or
 b  if the nominee does not have any such right or does not wish to exercise such right the nominee may have a right under any 
such agreement to give instructions to the member as to the exercise of voting rights
12  capita registrars maintain the company’s share register they also provide a telephone helpline service on 0871 664 0300 
calls cost 10p a minute plus network extras lines are open from 830am to 530pm monday to friday if you have any queries 
about voting or about your shareholding please contact capita registrars
13 members have the right to ask questions at the meeting in accordance with section 319a of the 2006 act
14  the following documents are available for inspection by members at the registered office of the company except bank holidays 
during the normal business hours and at the place of the meeting not less than 15 minutes prior to and during the meeting
 a the register of directors’ interests required to be kept under section 809 of the 2006 act and
 b copies of the directors’ service contracts
15  information regarding the agm including the information required by section 311a of the 2006 act is available from the 
company’s website – wwwtoppstilescouk
rob parker registered office registered no
company secretary
26 november 2012
thorpe way 
grove park 
enderby 
leicestershire le19 1su
3213782
notice of annual general meeting continued
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the annual general meeting of the company will be held at the company’s premises at thorpe way grove park enderby 
leicestershire le19 1su on wednesday 23 january 2013 at 1030am
five of the resolutions are to be taken at this year’s annual general meeting as special business by way of explanation of these and 
certain other resolutions
ordinary business
resolution 2
declaration of final dividend 
a final dividend of 075 pence per ordinary share is recommended by the directors for payment to shareholders on the register of 
members of the company at 6pm on 21 january 2013 subject to approval by the ordinary shareholders at the annual general 
meeting the dividend will be paid on 31 january 2013 an interim dividend of 050p was declared which means the total dividend 
level will be 125 pence per ordinary share for the 52 weeks prior to 29 september 2012
resolutions 3 to 8
reelection of directors
the company’s articles of association require that all members of the board of directors submit themselves for reelection at least every 
three years with the exception of the rt hon jm jack who has served for at least nine years and therefore retires and offers himself 
for reelection annually although not required by the company’s articles except in relation to andy king who has been appointed since 
the last annual general meeting each of the remaining directors will in the interests of good corporate governance retire voluntarily 
and offer himself for reelection brief biographical details about all the directors appear on pages 27 of the annual report and 
financial statements
special business
resolution 1 1
appointment of authority to issue shares
the right of the directors to allot further shares in the capital of the company requires in most cases the prior authorisation of the 
shareholders in general meeting under section 551 of the companies act 2006 “the 2006 act” resolution 11 will be put to members 
as special business to authorise the directors to allot ordinary shares with a nominal value of £2127435 out of the company’s 
unissued share capital representing approximately 333 of the company’s current issued share capital excluding shares held in 
treasury the company currently holds nil ordinary shares in treasury the directors have no current intention of exercising the authority 
contained in resolution 11 to allot further shares the authority shall expire immediately following the annual general meeting next 
following the resolution or if earlier 15 months following the resolution being passed
relevant securities means
 a shares in the company other than shares allotted pursuant to an employee share scheme as defined by section 1166 of the 2006 
act a right to subscribe for shares in the company where the grant of the right itself constituted a relevant security or a right to convert 
securities into shares in the company where the grant of the right itself constituted a relevant security
 a any right to subscribe for or to convert any security into shares in the company other than rights to subscribe for or convert any security 
into shares allotted pursuant to an employee share scheme as defined by section 1166 of the 2006 act references to the allotment 
of relevant securities in the resolution include the grant of such rights
resolution 12
disapplication of statutory rights of preemption
this proposed resolution seeks to obtain power under section 571 of the 2006 act to enable the directors to allot for cash shares with 
an aggregate nominal value of £319435 equal to approximately 5 of the company’s current issued share capital without being 
required first to offer such securities to existing shareholders the company will thereby be given greater flexibility when considering 
future opportunities but the interests of existing shareholders will be protected as except in the case of a rights issue or the allotment of 
shares under the company’s share option schemes the directors have no present intention to exercise its authority under this resolution to 
allot any part of the unissued share capital of the company or without the prior approval of the company in general meeting to make 
any issue which would effectively alter the control of the company or the nature of its business this authority will expire immediately 
following the annual general meeting next following the resolution or if earlier 15 months following the resolution being passed
explanatory notes to the notice of annual general meeting
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resolution 13
authority to purchase ordinary shares
at the annual general meeting ordinary shareholders are being invited under resolution 13 to grant authority to the company to 
make market purchases of its ordinary shares it is proposed such authority shall expire on the conclusion of the annual general 
meeting to be held in 2013 or 12 months from the date of this resolution if earlier this authority will be limited to the purchase of not 
more than 149 of the ordinary shares currently in issue this represents the maximum amount of ordinary share capital in issue 
which is permitted before tender or partial offer to all shareholders is required to be made to perform any share buyback the maximum 
price payable under this authority will be 105 of the average of the middle market quotations of an ordinary share for the five 
business days before the relevant purchase and the minimum price will be 3
1
⁄3p per ordinary share in considering whether or not to 
purchase ordinary shares under the market purchase authority the directors will take into account cash resources the effect on gearing 
and other investment opportunities before exercising the authority in addition the company will only exercise the authority to make such 
a purchase in the market when the directors consider it is in the best interests of the shareholders generally to do so and it should result in 
an increase in earnings per ordinary share as at 29 september 2012 there were options to subscribe for 1972894 equity shares 
outstanding under various schemes representing approximately 1 of the current issued share capital of the company if the authority 
sought by resolution 13 was exercised in full the number of outstanding options would represent approximately 12 of the issued 
share capital following the repurchase of shares 
resolution 14
notice period for general meetings
this resolution is required to reflect the implementation in august 2009 of the shareholder rights directive the regulation implementing 
this directive increased the notice period for general meetings of the company to 21 days previously the company was able to call 
general meetings other than an agm on 14 clear days’ notice and would like to preserve this ability going forward in order to be 
able to do so shareholders must approve the calling of meetings on 14 days’ notice resolution 14 seeks such approval the approval 
will be effective until the company’s next annual general meeting when it is intended that a similar resolution will be proposed 
the company will also need to meet the requirements for electronic voting under the directive before it can call a general meeting 
on 14 days’ notice
resolution 15
proposal to adopt a long term incentive plan
resolution 15 proposes that the directors be authorised to adopt the topps tiles 2013 long term incentive plan the “plan”
following a comprehensive review by the remuneration committee “the committee” of the existing structure of the management 
incentive plans shareholder approval is being sought for the plan to replace the current deferred bonus long term incentive plan from the 
2013 financial year as part of these changes and subject to shareholder approval for the new plan we are also reducing the levels of 
annual bonus
the rationale for the new plan is set out on page 35 of the remuneration report for 2012 and the principal terms are summarised 
below
1 eligibility
employees including executive directors of the company will be eligible to participate in the plan however the plan will operate 
selectively at the discretion of the committee
2 form of awards
awards may be in the form of
 a a conditional right to acquire ordinary shares in the company “shares” at no cost to the participant “conditional award” 
 a an option to acquire shares at no cost to the participant a “nilcost option” 
in this summary the term “award” means an award granted under the plan in either of these forms 
explanatory notes to the notice of annual general meeting
continued
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3 performance conditions
the vesting of awards will be subject to the satisfaction of a performance condition measured over a performance period of at least 
three years 
for awards made to an executive director of the company the performance condition for the performance period from 201213 to 
201415 will be based on the company’s earnings per share eps performance and vesting of the awards will also be subject to an 
additional underpin as described in more detail below
eps targets
for the first three year performance period eps performance will be measured based on the cumulative adjusted eps achieved over the 
performance period from 201213 to 201415 the cumulative eps target is expressed post the charges for all management 
incentives the cumulative adjusted eps targets for the period 201213 to 201415 are
cumulative eps for the period 20122013 
to 20142015
percentage of the award that will vest
171 pence per share 25
greater than 171 pence per share but less than  
184 pence per shares determined on a straight line basis between 25 and 100
184 pence per share 100
the above targets equate to adjusted eps growth from the 201112 outturn of c7 growth per annum for 25 vesting and c11 per 
annum for 100 vesting 
underpin
the vesting of these awards will be subject to an additional test based on a qualitative assessment of the underlying financial 
performance of the company by the committee including consideration of market share margin performance net debt and overall 
returns to shareholders the key conclusions from this assessment and the basis for any adjustment to the levels of vesting determined 
using the eps targets will be disclosed retrospectively following vesting 
variation of performance conditions
the committee may amend or substitute the performance conditions if it considers it necessary taking into account for example
 a the materiality and timing of any transaction 
 a the need to ensure performance is measured on a consistent and fair basis from year to year and
 a the need to encourage the right behaviours eg incentivising management to take actions which enhance shareholder value
any amended or substituted performance condition would not be materially less difficult to satisfy any adjustment under this paragraph 
may be up or down any variation in targets will be disclosed in the remuneration report for the financial year in which such variation 
is made
4 individual limits
ordinarily awards will not be granted to a participant under the plan over shares with a market value as determined by the 
remuneration committee in excess of 100 per cent of salary in respect of any financial year however the remuneration committee 
may in exceptional circumstances grant awards to a participant under the plan in respect of shares with a market value as determined 
by the remuneration committee of up to 200 per cent of salary in respect of any financial year
it is the remuneration committee’s intention that the first grant of awards to participants who are executive directors will be over shares 
with a market value equal to 100 per cent of salary
5 grant of awards
awards may only be granted within the six week period following the approval of the plan by the company’s shareholders the 
announcement of the company’s results for any period any day on which a restriction on the grant of awards is lifted or on any day on 
which the committee determines that exceptional circumstances exist 
the first grant of awards is intended to be made as soon as practicable following approval of the plan at the annual general meeting
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6 terms of awards
awards may be granted over newly issued shares treasury shares or shares purchased in the market awards are not transferable 
other than on death no payment will be required for the grant of an award awards will not form part of pensionable earnings 
7  entitlement to dividends
the committee may determine that the number of shares to which a participant’s award relates shall increase to take account of 
dividends paid on vested shares from the grant date until the date of vesting on such terms as determined by the committee the 
committee may determine that the participant shall receive the cash equivalent of the additional shares 
8 overall limits
the plan is subject to the following overall limits
 a in any ten year period the number of shares which may be issued under the plan and under any other discretionary share plan 
adopted by the company may not exceed five per cent of the issued ordinary share capital of the company from time to time and
 a in any ten year period the number of shares which may be issued under the plan and under any other employees’ share plan adopted 
by the company may not exceed ten per cent of the issued ordinary share capital of the company from time to time
treasury shares will be treated as newly issued for the purpose of these limits until such time as guidelines published by institutional 
investor representative bodies determine otherwise
9 reduction for malus 
the committee may in its absolute discretion determine at any time prior to the vesting of an award to 
 a reduce the number of shares to which an award relates
 a cancel an award or
 a impose further conditions on an award
in circumstances in which the committee considers such action is appropriate such circumstances include but are not limited to
 a a material misstatement of the company’s audited financial results
 a a material failure of risk management by the company any group member or a relevant business unit and
 a serious reputational damage to the company any group member or a relevant business unit as a result of the participant’s misconduct 
or otherwise
10 vesting and exercise
awards will normally vest as soon as practicable after the end of the relevant performance period or on such later date as the 
committee determines and then only to the extent that any performance condition has been satisfied nilcost options will then normally 
be exercisable until the tenth anniversary of the grant date
the vesting of a conditional award or the exercise of a nilcost option is subject to obtaining any necessary approvals or consents 
from the united kingdom listing authority the company’s share dealing policy and any other applicable laws or regulations
at any time before or after the point at which an award has vested or a nilcost option has been exercised but the underlying shares 
have yet to be issued or transferred to the participant the committee may decide to pay a participant a cash amount equal to the value 
of the shares he would otherwise have received 
any shares or cash that are to be issued transferred or paid as appropriate to a participant in respect of a vested award or an 
exercised nilcost option will be issued transferred or paid as appropriate within 30 days of the date of vesting or exercise as 
appropriate
1 1 cessation of employment
if a participant dies an unvested award will unless the committee determines otherwise vest as soon as reasonably practicable 
after the participant’s death to the extent that the committee determines taking into account the satisfaction of the relevant performance 
condition at that time and if the committee so determines the period of time that has elapsed since the start of the performance 
period until the date of death where awards vest in these circumstances nilcost options will normally be exercisable for 12 months 
after vesting
explanatory notes to the notice of annual general meeting
continued
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if a participant ceases to be employed by the group by reason of illhealth injury disability sale of the entity that employs him out of the 
group or for any other reason at the committee’s discretion except where a participant is dismissed lawfully without notice a 
participant’s unvested award will usually continue until the normal vesting date unless the committee determines that the award will vest 
as soon as reasonably practicable following the date on which the participant ceases to be employed by the group the committee 
will decide the extent to which an unvested award vests in these circumstances taking account of the extent to which the relevant 
performance condition is satisfied at the end of any performance period or as appropriate at the date on which the participant ceases 
to be employed by the group unless the committee in its discretion determines otherwise the period of time that has elapsed since the 
start of the performance period until the date on which the participant ceases to be employed by the group will also be taken into 
account where awards vest in these circumstances nilcost options will normally be exercisable for six months after vesting
if a participant ceases employment with the group in any other circumstances an award shall lapse on the date on which the participant 
ceases employment 
12 corporate events
in the event of a change of control of the company awards will vest to the extent that the relevant performance condition has been 
satisfied up to the date of change of control and unless the committee determines otherwise taking into account the period of time 
which has elapsed between the start of the performance period and the relevant event nilcost options will then be exercisable for a 
period of one month
alternatively the committee may permit or in the case of an internal reorganisation or if the board determined any other event require 
awards to be exchanged for equivalent awards which relate to shares in a different company 
if other corporate events occur such as a demerger delisting special dividend or other event which in the opinion of the committee 
may affect the current or future value of shares the committee may determine that awards will vest conditional on the event occurring 
vesting will be subject to the satisfaction of the performance condition up to the date of the other corporate event and unless the 
committee determines otherwise prorating to reflect the period from the start of the performance period to the date of the relevant event 
if the event does not occur awards will continue
13 adjustments
in the event of a variation of the company’s share capital or a demerger delisting special dividend rights issue or other event which 
may in the committee’s opinion affect the current or future value of shares the number of shares subject to an award andor any 
performance condition attached to awards may be adjusted
14 amendment and termination
the committee may amend the plan at any time provided that prior approval of the company’s shareholders in a general meeting will 
be required for amendments to the advantage of participants relating to eligibility limits the basis for determining a participant’s 
entitlement to and the terms of the shares or cash comprised in an award and the impact of any variation of capital 
however any minor amendment to benefit administration to take into account legislative changes or to obtain or maintain favourable 
tax exchange control or regulatory treatment may be made by the committee without shareholder approval
no amendment may be made to the material disadvantage of participants in the plan unless consent is sought from the affected 
participants and given by a majority of them 
the plan will usually terminate on the tenth anniversary of its approval by shareholders but the rights of existing participants will not be 
affected by any termination 
15 governing law
the plan will be governed in accordance with the laws of england and wales and the parties submit to the exclusive jurisdiction of the 
courts of england and wales
16 documents available for inspection 
the rules of the plan will be available for inspection from the date on which this notice of annual general meeting is sent until the close 
of the annual general meeting at the offices of deloitte llp  company secretarial department 2 new street square london ec4a 
3bz on any weekday saturdays sundays and public holidays excluded and at the place of the annual general meeting from 
930am and until the end of the meeting
additional information 84 
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a
aaron foster
aaron henley
aaron smith
abdul rouf
abdurrahim mahmood
abul khashad
adam boshir
adam clarke
adam close
adam cook
adam crowe
adam davidson
adam gale
adam green
adam ireland
adam king
adam nuttall
adam palmer
adam parsons
adam riley
adam rodriguez
adam shearsmith
adam venmore
adam ward
adam whittaker
adam williams
adam wolniewicz
adil rajah
adnan abdullah
adrian kimber
adrian rimmington
aileen crossley
ajantha tharmarajah
ajay arya
ajay bhakri
akiyemi orekoya
aklakud duha
akshey vadgama
alan britton
alan collins
alan haji
alan hughes
alan monk
alan parker
alan saunders
alan shepherd
alan sinclair
alan smalley
alan sproston
alan white
alan wrighting
albert kujur
alex hayman
alex heskett
alex paton
alex whitmore
alexander armstrong
alexander esposito
alexander onions
alexandria ferguson
alfred kamara
ali rizvi
alison chapman
alison hunt
alison walkinshaw
alister watt
allan harper
allan powell
alvin chinyanga
amanda green
amanda hullett
amanda samuel
amandeep singh
amir hussain
amit bhargava
amy martin
amy randall
anantharupan 
ananthapuvirajh
andre oliveira
andrea moon
andrew baillie
andrew bartlett
andrew belson
andrew bowden
andrew brookfield
andrew canham
andrew chapman
andrew clay
andrew clayton
andrew collins
andrew cox
andrew curr
andrew curtis
andrew davis
andrew faulkner
andrew green
andrew hainge
andrew hamilton
andrew hanson
andrew harrison
andrew hastings
andrew hill
andrew keattch
andrew middleton
andrew page
andrew phillips
andrew riley
andrew salkeld
andrew scorgie
andrew taylor
andrew warne
andrew waterfield
andrew winterburn
andrew wood
andrew woodhouse
andrew woods
andrew young
andy king
andy playfoot
andy shaw
angela capp
angela tremelling
angelique da silva
ann mathias
anna forden
anna still
anna wedrzyk
annabelle price
annmarie malone
ansar ahmed
anthony ashton
anthony bennett
anthony christopher
anthony cox
anthony daly
anthony davies
anthony docherty
anthony gibby
anthony gilbert
anthony gregory
anthony james
anthony linsell
anthony marshall
anthony martin
anthony molyneux
anthony wood
antonia rogers
antonio perkins
antony belham
anub varghese
anuraag parashar
anwar marshall
anya parsons
arnold harrison
aron hoff
arthur van aswegen
ashleigh mackinnon
ashley cutler
ashley martin
ashley siddons
asim ali
astone davids
b
barbara connor
barbara smith
barclay harding
barrie palmer
barry edwards
barry hodges
barry jones
barry taylor
barry theobald
barry thomas
barry veasey
barry webber
beata suchon
ben armitage
ben bright
ben brooker
ben freegard
ben hawkins
ben holloway
ben maguire
ben sawyer
ben woollins
benjamin hardie
benjamin morais
benjamin rich
benjamin rowe
benjamin willis
bernadette peasland
bernard fallon
beth boulton
bhavna sudera
bill wylie
billy hutchins
billy lodge
bjorn bjergfelt
bob barlow
bolaji adeyanju
bradley ball
bradley moore
brandon abels
brant wells
bregetta hill
brenda gomes de 
almeida
brendan flynn
brendan holdaway
brett goulden
brett shepherd
brian cariello
brian cook
brian cooper
brian cox
brian crews
brian dicks
brian flatters
brian king
brian lockart
brigette hale
bruce fielding
bruce garrod
bruno bernasconi
bryan torres teran
the team
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c
cade somerville
calbert hall
cameron edwards
cameron lowerson
campbell marr
carl cook
carl courtney
carl cumberbatch
carl dyke
carl foster
carl fraser
carl hermitt
carl jones
carl paternoster
carl roberts
carl whatley
carlos chowdhury
carly porter
carol english
caroline bailey
caroline bennett
caroline may
caroline vernonball
catherine platt
charlene walpole
charles ross
charles taylor
charles woodward
charlotte armstrong
charlotte driscoll
charlotte lamming
chelsee gee
cheryl vearncombe
chetna shah
chia abdulla
chirag shah
chloe dignan
choudre grobler
chris bland
chris brereton
chris cartey
chris curtis
chris foster
chris gage
chris heyes
chris howe
chris jensen
chris nicholls
chris nixon
chris sansby
chris white
christer leth
christian banham
christina langridge
christine hendry
christine thistlethwaite
christopher beeson
christopher bowles
christopher burgess
christopher collins
christopher cooper
christopher handscomb
christopher harbutt
christopher holland
christopher hudson
christopher jarvis
christopher lamb
christopher nottle
christopher potter
christopher santos
christopher stobbs
christopher turley
christopher walley
christopher warren
christopher williamson
chudry ghani
cindy cox
claire chaffe
claire rayton
claire tiney
clare barden
clare bytheway
clifford afe
colin bell
colin gadd
colin griffiths
colin harvey
colin hoban
colin joy
colin markham
colin rymer
colin skinner
colin taylor
connor rump
connor turner
conrad harrup
cora morrison
corrina bowers
craig connor
craig deveson
craig dolling
craig hill
craig lewis
craig murphy
craig nammontri
craig nicholson
craig ollard
craig reed
craig tetlow
cristina cole
curtis hatton
czeslaw majorek
d
dale benford
dale huckle
dale loy
dale stone
daniel biggs
daniel brain
daniel branson
daniel chant
daniel childs
daniel cox
daniel evans
daniel fallows
daniel fifield
daniel findlay
daniel friend
daniel halpin
daniel hill
daniel ingham
daniel jones
daniel lee
daniel little
daniel loft
daniel mclean
daniel musguin
daniel robinson
daniel saltmarsh
daniel sheppardbrown
daniel thompson
daniel thornley
daniel weatherley
daniel woodford
daniel wren
daniel zanettacci
daniella cudner
danielle whittaker
dannielle fry
danny burgess
darone duboisgayere
darran wood
darren bebbington
darren bentley
darren bradley
darren chester
darren connor
darren doughty
darren harper
darren hyman
darren irving
darren mitchell
darren morgan
darren rawlings
darren read
darren rutledge
darren square
darren wagg
darron kerr
darryl ferry
darryl roberts
dave beasley
dave brooks
dave elliott
dave jobling
dave marsh
david atherton
david augustus
david ayres
david binns
david blades
david bolingbroke
david burnikell
david butler
david carpenter
david coupland
david critchlow
david dorney
david drydale
david godbold
david harper
david hatton
david hayers
david henderson
david hill
david hirst
david hope
david jones
david kershaw
david kettlewell
david knight
david lane
david linwood
david locke
david macartney
david martin
david matthews
david meers
david miller
david morris
david murray
david nichol
david oliver
david palmer
david parr
david prime
david roper
david rowlands
david savage
david sheehy
david shewan
david smith
david steel
david stott
david sutcliffe
david tempest
david thomasson
david thompson
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david townsley
david webb
david whitelaw
david wilson
david yallop
dawn allan
dawn gale curtis
dawn stares
dean bull
dean harper
dean johnson
dean kelly
dean macmillan
dean marshall
dean miller
dean newell
dean stokes
dean titchen
dean woolley
debra edwards
decland speede
deji babatope
delreena richardson
denis o brien
denise fishwick
dennis jepson
dennis jovellanos
dennis lammas
denzil johns
derek amoo
derek lambourn
derek sim
derek smith
derek wooller
devindren govender
devon brown
dexter hemmisewilliams
dhanvir sandhu
dilawar ali
dilip parmar
dinesh amin
dipal parikh
dishon meade
divyesh javiya
domantas jankauskas
dominic hall
dominic reilly
dominic summers
donald magullian
donna boulton
douglas hartness
douglas macquarrie
duane glover
duncan foy
duncan fraser
dylan roberts
e
eamonn clancy
edward kingham
edward murphy
edward owens
elizabeth harbord
elizabeth morrissey
elizabeth selfridge
emily grice
emily lenton
emily williams
emma fortes
emma hatton
emma leavis
emma whatson
emmanuel liwao
emran mannan
entiliano marku
eric asuming
ermiyas girma
esther ezegbe
ethan short
ewa lukaszewska
f
faisal ashraf
faizar ali
felipe da rocha west
finbarr mcquaid
fiona grant
fitz martin
frances aylward
francesca wright
francois van aswegen
frank hibbert
g
gail purves
gareth carnegie
gareth carruthers
gareth davies
gareth hammond
gareth moss
gareth pye
gareth roberts
gareth ward
garry case
garry hardy
garry pilling
garry royle
gary ashdown
gary bloomfield
gary curtis
gary gear
gary gee
gary gledhill
gary marsden
gary marshall
gary roberts
gary shapcott
gary thatcher
gary wilcox
gary woolmore
gaurav daru
gavin bennett
gavin collins
gavin magwood
gavin mitchell
gavin richardson
gemma mcbirnie
gemma stephens
george latham
george martinesz
george peck
george tuplin
georgina joynson
georgios vamvakidis
geraint thorne
gerard mallon
gethin jordan
gianfranco zanolini
giles wheatley
gillian grace
glen holloway
glendale canoville
glenn alford
glenn claridge
glenn elgy
glyn rogers
gordon davies
goutam saha
graham beaney
graham brophy
graham cameron
graham cooper
graham davidson
graham jones
graham vance
grant harris
grant woolway
gregory barwick
gregory mchugh
grzegorz kaminski
gurdeep panesar
gursharn ladhar
guy ferguson
h
hammad hussain
harjit dhaliwal
harmeet jassal
harriet manning
harry biggs
harry brazier
hassan rajah
hayley bryant
hazel millington
heidemarie mcgonigle
helen gosling
helen hughes
henry rowe
hitesh nathu
hitesh patel
holly nettleton
hugh selley
hunar qudeer
i
iain arnott
iain masters
ian aikman
ian bird
ian bloomfield
ian gould
ian hughes
ian jones
ian marshall
ian mcalinden
ian mcloughlin
ian mcneish
ian noon
ian paterson
ian sykes
ian tivendale
ian winterburn
ibrahim cisse
ima ekanem
imran ashraf
imran isat
iona venn
iqbal hussain
irene dickinson
irfan suleri
isaac halstead
iwan jones
izabela krzyszkowska
j 
jabbar shah
jacek zebrowski
jack cairns
jack campany
jack cassidy
jack coker
jack lawrence
jack maddison
jack o’neill
jack thornley
jack whitehead
jacob coleman
jacqueline byrne
jagjit sandhu
jailuene peake
the team continued
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jair sharp
jajwinder harar
jake batty
jake haudiquet
jake lancaster
jake leach
jake missen
jake shopland
jake woods
jake wright
james bayley
james biesty
james butler
james cameron
james clifford
james fox
james heard
james hollingshead
james hubball
james judkins
james mcardle
james mcgeoch
james metcalf
james morgan
james murphy
james pascoe
james patston
james pearson
james pilfold
james robertson
james rolfe
james saunders
james taylor
james thorning
james vander plank
james walker
james worden
jamie axten
jamie evans
jamie sia
jamie thain
jamie wenborn
jan reddi
janet riley
janice millett
jarreth hawkins
jason bennett
jason buckley
jason clare
jason coupland
jason darcy
jason ealden
jason field
jason harper
jason knox
jason meadows
jason morley
jason nettleford
jason oliver
jason perry
jason pratt
jason rose
jason stapleton
jason thomas
jay strawford
jayandrie chetty
jayaprakash paragjee
jayash patel
jayde bailey
jaymal arjan
jeanluc brocklehurst
jeannette hastie
jedrzej politowski
jeffrey adubofour
jeffrey armstrong
jemma jordan
jemma wyatt
jenna sysum
jennifer donlan
jennifer wall
jenny seabrook
jessica mccarthy
jessica thiari
jill cox
jim tuvey
joanna morby
joanne cox
joanne elton
jodie baigrie
joe cox
joe gregorace
joe lamond
joe smith
joe sweeney
joelle cochrane
john bourke
john boxall
john chinn
john coleman
john cook
john cooper
john duffy
john ellis
john fawkes
john forden
john foster
john gardner
john harris
john harrison
john hesp
john hickey
john hughes
john keouski
john lewis
john marris
john mclaren
john mills
john moat
john page
john paine
john pilling
john shaw
john smith
john tait
john taylor
john thompson
john williams
john wright
johnathan mccallum
johnpaul jones
jon pringle
jon reynolds
jon thatcher
jonathan bainbridge
coombs
jonathan benn
jonathan bryantwilliams
jonathan hargreaves
jonathan hicks
jonathan morgan
jonathan sheerin
jonathan smith
jonathan wade
jonathan wallace
jonathan williams
jonathan woodroff
jonathon hall
jonathon ludlow
jonpaul hughes
jonpaul russell
jordan macdonald
josef kinski
joseph lawton
josh badrick
josh batterham
josh dempster
josh wood
joshua gaston
joshua groener
joshua harris
joshua rapley
joshua skinner
jubair ahmed
juginder gill
julie brachtvogel
julie christie
julie cox
julie fewings
julie jordan
juliet wilford
justin bradley
justin evans
justin korankyeaddai
k
kabir maan
kalpik singh
kamil janas
kamlesh shah
karen brook
karen dodds
karen leimetter
karen sutcliffe
karl atkins
karl batterham
karl harriman
karl johansson
karl stephens
karl verry
kashan riley
kashif munir
katarzyna roberts
katherine davis
katherine logan
katherine rudkin
kathryn baird
kathryn robinson
katie brindley
katrina gunter
kawaljit gulati
keith ambrose
keith earl
keith fitzpatrick
keith hughes
keith johnson
keith rudkin
keith storrier
kellie harris
kelly carvell
kelly savile
kellyanne o connor
kendra jackson
kenneth owen
kenneth pettengale
kenneth westley
kenneth williams
kerim ozkolaci
kerri atkinson
kerry bates
kerry hume
kevan richardson
kevin baker
kevin bowtle
kevin fox
kevin hailes
kevin hartley
kevin hodson
kevin jeans
kevin jones
kevin nicol
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kevin rowe
kevin sherwood
kevin thorne
keyur pathak
kieran barneswarden
kieran eliot
kieron clarke
kim liddle
kirsti altass
kirstie leonard
kris bailey
kristian catterall
kristian powell
krystal millerhazelden
krystle milan
kuldeep singh
kunal pandya
kyle hardie
kyle langley
l
lance cale
laura brice
laura edwards
laura henry
laura james
laura johnson
lauren bettison
laurence jones
lauretta clarke
leah norris
leanne palmer
lee arrowsmith
lee baxter
lee clarke
lee culley
lee davis
lee dering
lee dover
lee durrant
lee etheridge
lee fisher
lee galloway
lee gardner
lee gibson
lee henry
lee hutchinson
lee jacovou
lee james
lee johnstone
lee mayfield
lee mcconnell
lee morris
lee phillips
lee pinder
lee read
lee west
lee wilkinson
leema sabir
leena ramsaha
leigh hyam
leighton davies
leo odoherty
leon oneill
leon strange
leonard finch
lesley watson
lesley willcox
lesley wilson
leslie shemmeld
lester marshall
lewis adkins
lewis axford
lewis edwards
lewis franklin
lewis hall
lewis saunders
lewis walter
liam allen
liam fields
liam fortin
liam gulliver
liam hunt
liam mulhall
liam piper
lianne harrisonallcock
lilian pilling
linda scott
lindsey thorburn
lisa algar
lisa bannister
lisa holmes
lloyd jackson
loren sherwin
lorna bray
lorna hislop
loucas louca
louis crowther
louis johnson
louise sprigg
louise wilson
lucy mcginnitybane
luke anderson
luke gibbons
luke gynnette
luke kerr
luke livermore
luke mcnally
luke potiphar
luke sargent
luke saunders
luke tilley
lynette grimes
lynn pearson
m
maciej rabczewski
malcolm ferguson
malcolm temple
malik khaliq
mandeep singh
mandy aidney
manjit ahluwalia
mansoor ali
marc breeze
marc stevens
marcin kupczyk
marcin sakowicz
marcus scott
margaret lawrie
margaret potter
margot mcdermott
maria furniss
marie rushworth
marion holliday
mark allman
mark barrett
mark bianchi
mark bradbury
mark braithwaite
mark brown
mark bryan
mark burgess
mark coe
mark davenport
mark discombe
mark dutton
mark finucane
mark frisby
mark fuller
mark gasson
mark geary
mark hunter
mark johnson
mark johnston
mark keymer
mark kirton
mark lever
mark maciver
mark mott
mark norcott
mark owen
mark palmer
mark pancott
mark stephens
mark stokoe
mark stone
mark sweet
mark tennant
mark thompson
mark vaughan
mark waldock
mark walters
mark winder
mark winger
mark wright
marlon barnes
martin byers
martin derricott
martin evans
martin fagan
martin foster
martin kavanagh
martin leon
martin morris
martin osborne
martin pickard
martin sloggett
martin smyth
martin watt
martin williams
martin winterburn
martin wys
martina way
martyn perry
martyn spring
mary smith
mary syme
mathew clucas
mathew tapp
mathew voysey
matt hammersley
matt hay
matthew antell
matthew attwood
matthew britton
matthew charleston
matthew clamp
matthew clayton
matthew dunne
matthew eeles
matthew fisher
matthew foster
matthew foulger
matthew harlow
matthew hawley
matthew hill
matthew hollinshead
matthew king
matthew mcphee
matthew moore
matthew robinson
matthew sigley
matthew singleton
matthew stewart
matthew wesson
matthew whitlock
matthew williams
matthew woodhouse
matthew wright
the team continued
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max whitfield
megan stuart
mehmet asdoyuran
melanie gray
melanie toole
melissa wadman
melton thompson
melvyn chamberlain
metimiku yohannes
michael asumadu
michael blinkhorne
michael booth
michael boughton
michael bowden
michael braithwaite
michael buckley
michael campbell
michael cosgrove
michael darroch
michael dinter
michael earls
michael fannon
michael finn
michael foley
michael haggett
michael hall
michael harvey
michael hopper
michael huskisson
michael jack
michael jenks
michael lay
michael litster
michael lovelock
michael mullaney
michael nicolson
michael patrick
michael queen
michael sarkey
michael simcoe
michael slater
michael stewart
michael van sittert
michael weeks
michaela thomas
michal politowski
michele poxon
michelle furber
michelle hartley
michelle hill
michelle kempson
michelle le monnier
mick wells
mike butler
mike ingham
mike king
mike potter
miles burden
mitchell williams
mitul patel
mohamed akhtar
mohamed patel
mohammad mukhtar
mohammed amin
mohammed jamil
mohammed jimale
mohammed khalid
mohammed memi
mohammed nawaz
mohammed parvaz
mohammedraza hudda
mubashir uddin
muhammad anaib 
mehmood
muhammad mirza
murat macitmurdo 
martin
mr topps retired
n
narinder chatha
narinder rai
natalie frankum
natalie mccuaigfinlay
nathan austin
nathan bentleyhicks
nathan channing
nathan coulthard
nathan hands
nathan harry
nathan lowe
nathan sobers
nathan winterton
nathan wolowicz
navesh naidoo
ndumiso mafa
neil ammon
neil brownley
neil donkin
neil hendy
neil homan
neil jones
neil southgate
neil topping
neil wardlaw
neil williams
neill wiltshire
nichloas knowles
nicholas billyeald
nicholas gadd
nicholas kershaw
nicholas lawrence
nicholas smith
nicholas walch
nicholas withers
nicholaus buchanan
nick donkin
nick gussow
nick lodge
nick wardman
nicky glenister
nicola coulter
nicola mcwatt
nicola spink
nicola squires
nicole andrews
nigel fleming
nigel hickman
nigel parry
niki savva
nikki emerson
nikki jury
nikola sutton
nikunjkumar patel
norberto estrada
o
oliver clancy
omar malik
omid ibrahimi
osemua masaya
p
paige makepeace
pamela cuffin
paolo segagni
patricia evans
patrick coleman
paul baxter
paul burkett
paul burrow
paul carleton
paul carter
paul cartledge
paul cavell
paul chapman
paul clark
paul collett
paul cowen
paul cull
paul dalby
paul davey
paul fitzsimmons
paul fluester
paul galvin
paul gillham
paul holmes
paul hutchins
paul irving
paul kelly
paul lathrope
paul laverty
paul mccabe
paul miller
paul mills
paul nicholls
paul noyes
paul ruddle
paul silvester
paul smith
paul starkey
paul tennant
paul tregaskis
paul vandendyck
paul welton
paul whittington
paul wiltshaw
paula budsworth
pauline harrison
pawel warych
per sachs
pete bauer
peter anderson
peter brooks
peter callan
peter charters
peter davey
peter higgins
peter hogg
peter hughes
peter jones
peter manning
peter nicholson
peter oldman
peter simmonds
peter turtle
peter walmsley
peter young
petr stepan
phil kelly
philip cranston
philip dunn
philip english
philip gallop
philip hibbert
philip mccarney
philip quane
phillip goodeve
phillip hunt
phillip walters
phillipa hewitt
prakash mistry
prakash patel
premyslaw swislocki
additional information 90 
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q
quadeer ahmed
quang pham
r
rachel carey
rachel willcock
rachit vadgama
rae williams
rafal wojtasik
raj surani
rajiv vadgama
ravendra bishun
ravikumar patel
ray higgins
raymond johnson
raymond thompson
rea tarran
rebecca juliergoodwin
rebecca lively
rebecca oblein
rebekah noakes
reece morgan
reg anderton
rhea kelly
rhys hedges
rhys kelland
rhys sheridan
ricardo malcolm
richard bickers
richard brooks
richard carter
richard clark
richard davies
richard edwards
richard fagan
richard fellows
richard harris
richard hickman
richard hopkin
richard lewington
richard oates
richard o’donnell
richard oldale
richard slack
richard small
richard sumner
rickey singleton
ricky bishop
robbie perry
robel ghebrewold
robert adams
robert adkins
robert bindon
robert brewin
robert chawner
robert clarke
robert collins
robert exley
robert fernandes
robert frickey
robert george
robert gilbert
robert howes
robert howker
robert jay
robert keohone
robert king
robert kreamer
robert kweli
robert lynch
robert mccormick
robert mcgowan
robert moss
robert myers
robert parker
robert philpott
robert prince
robert swift
robin moore
robin perrin
robin thomson
rodney meyer
roger gridley
roger mark lazenby
romaldo rodrigues
ron woolgar
ronald forester
rose kirby
ross ashbrook
ross copley
ross harris
ross hunt
ross langford
ross mcnair
ross usher
roxanne evans
roxanne martin
roy peasland
roy redgate
russ davis
russell adgey
ruth wells
ryan apark
ryan curd
ryan gomersall
ryan jones
ryan mason
ryan randall
ryan sinclair
s
saleh idris
salman bawani
sam francis
sam harvey
sam newman
sam nortey
sam orton
sam ripley
samantha brown
samantha hunter
samantha leavis
samantha mussett
samantha sumbler
sameer jamdar
sampson coomber
samson okolosi
samuel carey
samuel carry
samuel heath
samuel lenny
sandip sahota
sandra ramsay
saqib ishfaq
sarah bacon
sarah cassam
sarah dobson
sarah drake
sarah harrup
sarah jamieson
sarah jordan
sarah kite
sarah newcomb
sasek miah
sayanthan nallanathan
scott ahmad
scott birdseye
scott bond
scott bunting
scott campbell
scott currie
scott hatton
scott meadows
scott williams
sean baxter
sean cahill
sean collins
sean dare
sean gee
sean green
sean mcintyre
sean mclean
sean sheehan
sean taylor
sean weatherby
sergio antunes
shahid mahmood
shana doherty
shane england
shane malone
shane till
shannon woods
sharon beckett
sharon buckley
sharon simmonds
shaun barrett
shaun bryan
shaun douglas
shaun harwood
shaun henry
shaun mayes
shaun pawsey
shaun scott
sheila myrie
shelley carey
shelley rutter
sherise binns
shirley moore
shohale ali
sian austen
silvi atanasova
silvonne mclean
simon beare
simon brookfield
simon chappell
simon cole
simon coombs
simon crossland
simon frew
simon green
simon grimmett
simon jones
simon lasham
simon leslie
simon lewis
simon loach
simon morgan
simon neal
simon palmer
simon partridge
simon pitt
simon roberts
simon rule
simon witham
simone turner
siobhan ashman
sophie doggart
sophie hobbs
spyros spyriadis
stefan white
steffan burns
stephanie ailwood
stephanie nevett
stephen adams
stephen ainsworth
stephen bell
stephen benson
stephen bloomfield
stephen brown
additional information
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stephen buckley
stephen carr
stephen creasey
stephen foote
stephen france
stephen freeman
stephen green
stephen hall
stephen kelly
stephen lewis
stephen lopes
stephen machin
stephen marshall
stephen morris
stephen nicol
stephen seymour
stephen spurgeon
stephen starkie
stephen watson
stephen west
steve bristow
steve dyer
steve gaylor
steve larner
steve smith
steve wood
steven buxton
steven christie
steven darbyshire
steven dooley
steven godwin
steven harris
steven higgins
steven howells
steven jenkins
steven kernot
steven macarthur
steven mackie
steven ohara
steven pressley
steven richards
steven shooter
steven walker
steven whitehead
stuart baigent
stuart barrett
stuart bartlett
stuart clarke
stuart corlett
stuart davey
stuart dixon
stuart gorry
stuart hall
stuart munton
stuart pemberton
stuart rees
stuart ross
stuart sutherland
stuart whitby
stuart williams
sue bill
suresh mistry
susan attwell
susan black
susan henshall
susan hulme
susan law
suzanne kenyon
suzanne owen
t
tami robinson
tanveer dogra
tanya sharpe
tara pace
terence dooley
terence downing
terry salisbury
thea de gallier
theophilus walker
thomas boulton
thomas brien
thomas cantle
thomas crawford
thomas cunningham
thomas hudspith
thomas moran
thomas murray
thomas newman
thomas otley
thomas parkes
thomas ryan
thomas smith
thomas swain
thomas treadwell
thomas wade
tiffany rose
tim bird
tim ives
tim tatlock
timmy sandwell
timothy bentley
timothy boardman
timothy coupland
timothy hartwick
timothy stanhope
timothy tuff
tirup patel
toby collins
todd routledge
tom evans
tom fernley
tom lewis
tom riceowen
tom wood
tomas smith
tony dedman
tony havvas
tony nunn
tracey forrest
tracey hansard
tracy ryan
tracy wickenden
trashgim syla
trevor routley
trevor thomas
tristan conoley
tristan hodge
tyrell beckham
tyrone gambrell
u
umair qureshi
upendra dudhaiya
urmila bhudia
usman ahmed
uthayakumar 
kulasegarampillai
v
veronica evett
victor omeife
vikki moore
vikram singh
vilius meilus
vince barber
vinod joshi
vishaal nath
vishal maratha
w
walkey hilaire
warren bester
wayne farini
wayne randall
wayne reed
wayne wheeler
wendy bruce
wesley neukermans
will bailey
will parsons
william barreda
william brownsell
william gunshon
william lewinton
william mason
william mcphee
william ralls
william ryves
y
yohannes getachew
yvonne archer
yvonne burgess
z
zaccai newman
zachary gibbs
zachary mcdowell
zack shine
zahid hossain
zainab idris
zlatko milovanovic
zoe atkinson
zoe derry
zoe mills
zornitsa titeva
zuhail pervez
additional information 92 
plc 
annual report and financial statements 201 2
store locations
designed and produced  
by radley yeldar wwwrycom
topps tiles 
tile clearing house
london
chingford
edmonton
stamford hill
enfield
waltham cross
shoreditch
southall
staples corner
new southgate
colindale
wembley
hayes
uxbridge
golders green
north finchley
ruislip
westfields
harrow
acton
ilford
beckton
mile end topps
wapping
barking topps
ilford seven kings
dartford topps
charlton
penge
west wickham
beckenham topps
orpington
catford
eltham 
bromley common
mitcham
forest hill
old kent road
feltham
croydon
croydon purley way
gunnersbury
brentford
highgate
camden
vauxhall
twickenham
fulham
wandsworth
east sheen
maida vale
streatham
battersea
brixton
wimbledon
dagenham
romford
raynes park
cheam
st albans
hemel hempstead
chesham
borehamwood
midlands
worksop
hull
grimsby
rotherham
meadow hall
barnsley
doncaster
doncaster  
sprotborough
congleton
northwich
lincoln
newark
boston
mansfield
grantham
spalding
lincoln outer circle
chesterfield
nottingham — 
lady bay
nottingham
long eaton
derby osmaston
derby
telford
shrewsbury
stoke on trent
newcastleunderlyme
leek
nantwich
crewe
cannock
stoke on trent — 
fenton
birmingham — 
great barr
birmingham — 
solihull
wolverhampton
birmingham — 
erdington
birmingham — 
sheldon
west bromwich
tamworth
burton on trent
lichfield
coventry
coventry — binley
stratford upon avon
nuneaton topps
redditch
kidderminster
kings heath
rugby
leicester
leicester — grove 
park
north
carlisle
penrith
workington
stockton
newcastle upon tyne
durham
darlington
york
harrogate
scarborough
wakefield
pontefract
gateshead
bolton
blackburn
morecambe
barrow
blackpool
preston
cleveleys
chorley
ormskirk
blackpool marton
chester
warrington
birkenhead
wigan
anfield
aintree
st helens
manchester — 
salford
manchester — 
audenshaw
cheadle
manchester — 
green quarter
manchester — sale
manchester — 
stockport
manchester — 
failsworth
manchester — hyde
oldham
manchester — 
openshaw
huddersfield
macclesfield
leeds
birstall
bradford
scotland
glasgow — hillington
wishaw
glasgow — 
greenock
falkirk
glasgow
glasgow — 
shawfield
edinburgh — leith
aberdeen
inverness
dundee
edinburgh — sighthill
aberdeen — bridge 
of don
edinburgh — kinnaird
glasgow — govan
dumfries
ayr
south
kings lynn
wisbech
peterborough
peterborough — 
maskew ave
stamford
chelmsford
colchester
sudbury
braintree
clacton on sea
chelmsford 
springfield
harlow
bishops stortford
norwich mile cross
ipswich martlesham
ipswich
norwich
cambridge
great yarmouth
bury st edmunds
thetford
cromer
lowestoft
bristol
swindon
hengrove
frome
bristol — clevedon
chippenham
gloucester
cheltenham
worcester
evesham
hereford
cirencester
northampton — 
gladstone road
portsmouth
high wycombe
fareham
isle of wight
basingstoke
winchester
reading
newbury
southampton — 
millbrook
southampton — 
hedgend
oxford
oxford abingdon
oxford watlington
northampton
banbury
bicester
buckingham
brentwood
crayford
erith
southend
basildon
rayleigh
grays
sevenoaks
bexhill
maidstone
sittingbourne
tunbridge wells
strood
broadstairs
tonbridge
canterbury
folkestone
ashford
guildford
farnborough
farnham
camberley
byfleet
brighton
gatwick
horsham
uckfield
newhaven
east molesey
chichester
lewes
bognor regis
windsor
slough
eastbourne
bournemouth topps
bridgewater
weston super mare
salisbury
christchurch
poole
bristol — cribbs 
causeway
yeovil
exeter
torquay
barnstaple
plymouth
taunton
launceston
exmouth
bodmin
truro
huntingdon
market harborough
kettering
wellingborough
milton keynes
luton
st neots
bedford elms
letchworth
aylesbury
welwyn garden city
stevenage
watford
wales
wrexham
cardiff — 
hadfield rd
swansea — 
llansamlet
bridgend
merthyr tydfil
cross hands
neath
cardiff — 
newport rd
carmarthen
barry
haverfordwest
swansea — fforest 
fach
flint
rhyl
holyhead
bangor
london 
richmond tch
orpington tch
new southgate tch
park royal tch
midlands
cheltenham tch
stoke on trent tch
wolverhampton tch
kettering tch
north 
hull tch
stockport tch
wigan tch
liverpool — maghull
south
harlow tch
swindon tch
eastbourne tch
exeter tch
plymouth tch
additional information plc 
annual report and financial statements 201 2
store locations
wales
midlands
north
scotland
london
south
topps tiles – store numbers
stores at the beginning of the period 289
new stores opened 22
subtotal 311
closures including brand swaps –3
total 308
tile clearing house – store numbers
stores at the beginning of the period 31
new stores opened 1
subtotal 32
closures including brand swaps –15
total 17
scotland
16
stores operated  
by the group in
north
49
stores operated  
by the group in the
wales
16
stores operated  
by the group in
london
66
stores operated  
by the group in
midlands
55
stores operated  
by the group in the
south
123
stores operated  
by the group in the
additional information topps tiles plc
thorpe way grove park enderby
leicestershire le19 1su
t 0116 282 8000 
f 0116 282 8115
toppstilescouk


Summary:
 5
plc 
annual report and financial statements 201 2
review of the business governance financial statements additional information
our business 
it’s reassuring to be able to report that despite the continued tough 
retail climate during the last 12 months topps has both maintained 
its market leading position and delivered an overall increase in 
yearonyear sales for the first time since 2007 to achieve this 
we adopted a strategy which at its core focused on inspiring our 
customers in their quest to enhance their homes and on improving 
the way we met the needs of our exacting trade customers this 
approach enabled us to move from a position where likeforlike 
sales declined by 47 in the first half of our financial period to 
likeforlike growth of 35 during the second half
the final trading results do however reflect the stagnating 
performance of the economy a continuing low level of housing 
transactions and a lack of overall consumer confidence total 
revenue was £1777 million 2011 £1755 million and with 
gross margin increased to 600 2011 596 we were able 
to deliver an adjusted profit before tax of £128 million as well 
as reducing our net debt although this result was down from last 
year’s adjusted profit before tax of £139 million it was in line with 
market expectations and our internal projections
in our previous annual report we committed ourselves to prudent 
cost management further investment in key infrastructure and 
achieving our target for growing the store estate good progress 
has been made on these targets enabling us to
 a deliver an underlying cost increase of just 25 c£2 million 
lower than inflationary and store space growth
 a grow the overall store estate to 325 stores at year end 
2011 320 whilst simultaneously closing unprofitable units
 a enhance the overall appearance of our stores
 a convert 10 tile clearing house sites to the more profitable 
topps format
 a fully integrate our second grove park warehouse to enable more 
direct sourcing of product and thus secure additional margin gains
 a further develop the awareness of topps as a brand through 
national television advertising campaigns 
 a increase our share of the tile market by a further 1 to 27
meeting the needs of our customers
these results could not have been achieved in the current retail 
environment if topps had not maintained its absolute focus on the 
needs of our customers our objective of inspiring our customers 
whilst giving them top quality advice and guidance has once 
again resulted in topps being rated in the top 10 of european 
retailers when it comes to levels of customer satisfaction this result 
is not only a tribute to the quality of our staff but it also underscores 
the importance we attach to our continuous on the job staff training 
and the development of our company apprenticeship scheme
on behalf of the board i would like to thank every one of our 
employees for the personal contribution they have made in helping 
to maintain topps’ position as the uk’s number one tile retailer 
our people have also demonstrated their appreciation of the wider 
responsibilities that a business like topps has by again making 
“help for heroes” the company’s chosen charity their fundraising 
efforts have been inspiring and have included everything from local 
cake sales to climbing mount kilimanjaro
corporate governance
this year we strengthened the depth and independence of the 
board with the appointment of two new nonexecutive directors 
in december 2011 claire tiney joined the board bringing with 
her a wealth of human resources experience gained from a retail 
career spent with marks and spencer mothercare woolworths 
and mcarthur glen in january 2012 andy king currently ceo of 
nottcuts and formerly with boots and bodyshop also joined the 
board his arrival has brought to topps strong strategic marketing 
and general management experience gained from his 
comprehensive retailing career
these appointments have enabled us to further strengthen the 
board’s committee structure alan white has now been appointed 
senior independent director and chair of the audit committee 
claire tiney has taken on the chair of the remuneration committee 
topps has maintained its position as the 
uk’s number one tile retailer by giving 
its customers inspiration for their home 
improvement projects outstanding value for 
money and exceptional levels of service
michael jack 
chairman
chairman’s statement
review of the business 6 
plc 
annual report and financial statements 201 2
 1  2 
review of the business
chairman’s statement continued
andy king has been appointed as chair of the nominations 
committee and in addition has accepted responsibility for 
reviewing the company’s environmental and corporate social 
responsibility policies 
during the year we also said goodbye to a very long serving 
member of our board when in april nick ounstead announced 
that he was to retire during his 15 years with the business nick 
made an outstanding contribution to topps helping us move from 
a small unquoted business to today’s position as the uk’s number 
one tile retailer on behalf of the board i would like to record our 
sincere appreciation for all he did for topps and send him our 
very best wishes for the future
dividend
this year’s trading and particularly our second half performance 
has reinforced the board’s view that the business is on a secure 
financial footing in pursuit of our progressive dividend policy we 
will be recommending to shareholders a final dividend of 075p 
per share 2011 06p per share this will cost £14 million 
2011 £11 million the shares will trade ex dividend on 
24 december 2012 and subject to approval at the annual 
general meeting the dividend will be payable on 31 january 
2013 this brings the total dividend for the year to 125p per 
share 2011 11p per share an increase of 136
our future 
our results for the year have confirmed that in spite of challenging 
economic conditions topps’ fundamental retail formula is sound 
we recognise however that if we are to continue to grow our 
share of the market in this retail environment innovative thinking 
will be required in june we unveiled some new approaches to 
the marketing of our products in our lab store at milton keynes 
we are continuing to evaluate these new approaches and they 
will help set the tone for the future appearance of our stores
the commercial success of these new initiatives will be greatly 
assisted if uk economic policy can deliver a sustained 
improvement in consumer confidence in addition the success 
of any of the initiatives designed to stimulate the market for 
houses and their refurbishment will be of considerable value 
to the business
for our part we will continue to inspire our customers’ home 
improvement plans whilst at the same time investing in our people 
– our greatest strength and most important asset we also 
recognise the increasingly important role being played in retailing 
online and so we plan to further develop our web presence 
in order to make it even easier for our customers to research their 
purchases and find the combination of tiles and wood flooring 
that is just right for them
by combining all these elements in a package that offers unrivalled 
instore service unparalleled ranges industry leading technical 
advice and great value for money for both our trade and retail 
customers we will have a strong platform upon which to build 
our success in the new financial year
michael jack 
chairman
26 november 2012
 1 metallic random 
mix mosaic 
this glass mosaic with 
metallic effect pieces adds 
a dramatic effect to any 
modern scheme
 2 stratum 
bangontrend this 
textured tile is designed to 
be butted up together for 
a seamless finish