ait group plc
annual report and accounts
for the year ended 31 march 2004
ait group plc
the smith centre
the fairmile
henleyonthames
oxfordshire rg9 6ab
t 44 01491 416600
f 44 01491 416601
e contactusaitgroupcom
wwwwaitgroupcom
ait usa inc 
639 research parkway
suite 100
meriden ct 06450
usa
t 44 203 630 1942
f 44 203 630 7094
e contactusaitgroupcom
asia pacific
ait aspac pte ltd
p o box 162
singapore 911206
singapore
t 65 9752 1759
e aitaspacaitgroupcom
ait group plc annual report and accounts for the year ended 31 march 2004 ait makes customer interaction software that
helps companies be more profitable by serving
people better 
our software is used by organisations that 
lead the world’ s most demanding customer
intensive sectors including financial services
public services and contact centres
ait software addresses the two greatest
challenges facing every large organisation
improving the customer experience and
responding to change
interaction
intelligence ™
increasing workplace 
 efficiency and channel 
 effectiveness through 
 business process 
 management
increasing customer  
retention by improving the 
customer experience
interaction zones
increasing the  
effectiveness of sales  
campaigns through  
intelligent interactions
 
enforcing compliance  
through auditable  
rulesbased customer  
interaction procedures
attracting new customers
getting them on board
helping them buy more he
serving them faster se
keeping them loyal
we help improve customer experiences 
through interaction intelligence™
when our clients are interacting with their
customers in the five interaction zones
main board
non executives
richard hicks
non executive chairman
felda hardymon
non executive director
rob stavis
non executive director
hugh mccartney
non executive director
geoff probert
non executive director
executives
nick randall
chief executive officer
matthew white
chief financial officer
company secretary
tim shaw
chief t echnology officer
paul frederick
evp business development
tracy isacke
general manager emea
chris lowther
general manager asia pacific
advisors
auditors
deloitte  touche llp
abbots house abbey street
reading berkshire rg1 3bd
solicitors
taylor wessing
carmelite 50 victoria embankment
blackfriars london ec4y 0dx
stockbrokers  nominated advisors
arbuthnot securities limited
arbuthnot house 20 ropemaker street
london ec2y 9ar
principal bankers
national westminster bank plc
abbey gardens 4 abbey street
reading berkshire rg1 3ba
registrars
capita registrars
northern house woodsome park
fenay bridge huddersfield hd8 0la
richard morrison
general manager americas
gareth evans
group operations director
sarah haskell
group marketing director
mike mcgroarty
general counsel
executive management t eam
registered office
the smith centre the fairmile
henleyonthames oxfordshire rg9 6ab
company number
03358035 ait group plc annual report and accounts 2004 01
highlights
•t urnover increased by 117 to £196 million 
• successfully increased the proportion of higher margin licence
related revenue to service revenue licence and maintenance
revenues increased 31 to £110 million representing 
56 of all turnover 
• operating profit of £13 million before exceptional income 
of £10 million
•pretax profit of £20 million after exceptional income 
•fully diluted earnings per share of 7 49p
•adjusted diluted earnings per share of 327p after 
excluding goodwill amortisation exceptional items 
and recognition of deferred tax asset 
• balance sheet strengthened considerably cash and deposits 
at bank of £7 7 million net cashdebt position improved by 
£7 0 million with net funds at year end of £08 million 
£196m
turnover
£1 3m
operating profit before exceptionals
£20m
pretax profit after exceptionals
contents
02 ait at a glance
04 chairman’s statement
06 financial services – nationwide
08 chief executive’s review
10 public services – leading police force
12 chief executive’s review continued
14 contact centres – humana
16 financial review
18 foundation software – fiserv
20 financial review continued
21 board of directors
22 directors’ report
24 corporate governance statement
26 directors’ remuneration report
28 independent auditors’ report
29 group profit and loss account
29 group statement of t otal recognised gains and losses
30 group balance sheet
31 group cashflow statement
32 notes to the group cashflow statement
33 company balance sheet
34 notes to the financial statements
ibc managers and advisors 02 ait group plc annual report and accounts 2004
ait at a glance
ait serves clients who typically operate in the business to consumer markets
and who have a very large number of client interactions which often occur
in multiple touch points ie contact centre web branch etc 
our most powerful and latest product is portrait portrait’s unique selling
point is that it allows all types of information and business processes to 
be quickly easily and effectively manipulated within a customer’s complex 
it environment
we believe the customer interaction 
sweet spot includes elements from each 
of these to deliver the next generation
multichannel solution we call it customer
interaction management or cim it is
designed to be responsive to change and
allows users to start with a single process
and scale up as required 
our market
bpm
crm
stops short of the interaction
inflexible  unresponsive
only part of the problem
no process automation
simulates processes
difficult to execute
eai
ait is now entirely focussed towards the
customer interaction marketplace this 
is a subsegment of three major it market
segments crm customer relationship
management bpm business process
management and eai enterprise
application integration sometimes
referred to as middleware  ait group plc annual report and accounts 2004 03
our global presence
partners
business units
over 150 customers in more than 20 countries
financial services
our financial services group is responsible for all our
financial services application development specific
emphasis is being placed by this group towards
extending our portrait based sales and services
product platform we are planning a number of new
product releases to help our customers in these key
areas during our current financial year
public services
this group is working with our partner unisys to
capture the potential in this market sector both in
the uk and overseas this should allow us to tap in
to the increasing levels of public sector investment 
in this area in particular we see opportunities for
our technology in the rapidly developing emergency
services sector
contact centres
our next generation contact centre group is
responsible for all specific contact centre
applications in particular they have been working
with key edge customers to help them extend and
evolve their existing edge applications allowing
them to utilise much of the inherent power offered
by ait’s technology without sacrificing their existing
edge application development 
foundation software
this group is responsible for the development of 
our portrait architecture with particular emphasis
towards developing our flexible business process
engine which is the real power behind our overall
portrait product of particular relevance in this area
is our association with fiserv which is proving highly
beneficial to both parties and is increasing the
market penetration of portrait 04 ait group plc annual report and accounts 2004
it gives me great pleasure to report 
that ait has returned to profitability 
in the year ended 31 march 2004 with 
a powerful range of products an
excellent customer base and a
strengthened balance sheet 
having worked closely with nick randall
and his colleagues to guide ait through
this period it is now appropriate for me 
to relinquish my executive role and revert
to my former position as non executive
chairman i do so in the full knowledge
that nick has recreated a business
eminently capable of achieving the long
term goals that were set when he and i
first embarked upon the task of turning
ait around
financial results
sales for the full year were £196 million
versus £17 6 million in the prior year
operating profit amounted to £13 million
before exceptional income of £10 million
versus an operating loss of £153 million
before exceptional charges of £230 million
last year after exceptional items the
overall pretax profit for the full year was
£20 million compared to a pretax loss 
of £393 million in 2003
our financial position was improved
materially during the year as a result of the
successful raising of £50 million of new
funds before costs through an issue of
convertible loan notes in june 2003 these
loan notes were subsequently converted
to ordinary shares in september 2003 at
the same time approximately £08 million
of other debt comprising loans made
during 2002 by myself and two former
directors of the company was also
converted into ordinary shares
also during the year we were able to
further strengthen our balance sheet by
retiring the us35 million loan note
payable to the original ima shareholders
we negotiated a settlement of 50 cents 
on the dollar for the loan note which
made this an attractive opportunity for 
ait particularly with the strength of
sterling relative to the dollar t o enable 
us to complete this transaction we took
the opportunity to place shares with new
institutional investors in january 2004
which raised £27 million 
we ended the financial year with £7 7 million
cash and deposits which compares very
favourably with the £27 million at the 
end of the prior period following the
fundraising and debt reduction initiatives
taken in the year our only material long
term debt is a £60 million bank term 
loan payable over a four year period
commencing april 2004 plus around
£09m of finance lease obligations 
chairman’s statement
“it was particularly pleasing that in the 
second half of the financial year new
portrait licences were signed with 
humana the us healthcare insurer 
and with a top 10 uk building society” ait group plc annual report and accounts 2004 05
it gives me great pleasure to
report that ait has returned
to profitability in the year
ended 31march 2004 
with a powerful range of
products an excellent
customer base and a
strengthened balance sheet
return to profitability
strengthened balance sheet
first class range of products
outstanding team of people
summary
outlook
we are optimistic about our long term
prospects we have a first class range of
software products whose effectiveness is
recognised by a growing list of customers
we also have an outstanding team of
people dedicated to selling and supporting
these products across the world it was
particularly pleasing that in the second half
of the financial year new portrait licences
were signed with humana the us
healthcare insurer and with a top 10 uk
building society we are also delighted with
our new business development activities in
particular our inroads into the public services
sector which have been boosted recently by
a second uk police force’s decision to adopt
portrait as part of their call management
solution we are confident of a positive
outcome for the year
richard hicks
non executive chairman
14 june 2004 06 ait group plc annual report and accounts 2004
financial services
the financial services industry is under pressure to cut the costs of servicing and
selling to customers while all the time meeting the burden of increased regulation
increased customer sophistication and choice makes this a more demanding
challenge than ever before the intense fight for customer wallet share means 
that only the best organisations will remain competitive 
ait is working with some of the world’s best retail banks building societies and
insurance companies to cut costs while enabling intelligent profitable interactions
with customers in the branch the contact centre or on the web for the first time
every channel benefits from a comprehensive realtime view of the customer 
thus allowing these organisations to crosssell the full range of their products in 
a targeted way from simple banking services through to higher value financial
advice more importantly because portrait enables organisations to treat all their
customers as individuals they also know when not to attempt a sale 
our intelligent prompting™ technology guides staff to rewarding crosssales and
proactive service opportunities with a single click customers tellers and agents
can initiate and manage automated processes and workflows that meet needs
efficiently professionally and in an auditable way business users can quickly design
and deploy new processes based on our library of portrait frameworks insurance
firms who seek to lower costs while raising service levels for faster claims resolution
means happier customers less litigation and other efficiency gains portrait also
helps to prevent misselling by effecting automated processes that cannot
circumvent best practice 
ait is working with some of the 
world’s best retail banks building 
societies and insurance companies 
to cut costs while enabling 
intelligent profitable interactions 
with customers in the branch 
the contact centre or on the web ait group plc annual report and accounts 2004 07
”ait’s awardwinning portrait implementation at nationwide
building society is already achieving good results and has
outperformed expectations thanks to portrait’s intelligent
prompts successful prompted conversations are running at
double original estimates nationwide’s employees have been
impressed with portrait as it enables them to develop enhanced
relationships with customers by treating them as individuals
and the feedback from members has been positive nationwide
is happy that all of the original return on investment criteria
will be met”
simon baines icrm director nationwide building society
case study nationwide
•12000 users at branches call centres and web
applications
•realtime single customer view
•positive member feedback
•intelligent prompts increases conversion rates for 
sales campaigns
•nationwide is happy that all original roi criteria 
will be met the power of our products
the increasing number of
areas where we find they 
can provide real benefits 
and a growing pipeline of
prospects are all reasons for
management employees and
shareholders to be optimistic
full year pretax profits of £2 million
entirely focussed towards the customer
interaction marketplace
new business successes
growing pipeline of prospects
summary
my first six months with ait was a period
of major change and rationalisation 
of our operations including the
integration of the ima acquisition
having achieved that the overall
objective for the financial year ended 
31 march 2004 was to settle the
business down and return ait to
sustainable profitability i am pleased 
to report that major progress has been
achieved during the period and that 
we achieved this key objective with 
full year pretax profits of £20 million
in welcome contrast to the previous
year’s heavy losses 
new licence plus maintenance revenue
represented £110 million a 31 increase
on prior year an important aspect of our
long term growth strategy is to improve
the overall proportion of licence related
revenues to services revenues so we are
most encouraged by this figure
operationally it was also our intention 
to create a business structure that most
effectively enables ait to sell its products
to a broad customer base throughout the
world as i will describe below we have
made excellent progress in this regard
ait’s product base has grown over the
years these products have become 
well respected for their technological
capabilities and have allowed ait to
compete with much larger organisations
however in order to maintain and build
upon this recognition and to continue to
compete at the highest level it is vital 
that we understand the dynamics of the
markets we are attempting to address and
structure ourselves accordingly instead of
being thought of as a specialist developer
of niche technology we want to be known
as a leading provider of products that help
08 ait group plc annual report and accounts 2004 ait group plc annual report and accounts 2004 09
“we want to be known as a leading
provider of products that help large
organisations understand and serve 
their customers more effectively and 
in so doing increase their profitability”
large organisations understand and serve
their customers more effectively and in 
so doing increase their profitability in
short we want to increase sales by being
market and product driven not just
technology driven 
operational review
business focus
ait is now entirely focussed towards the
customer interaction marketplace this is 
a subsegment of three major it market
segments crm customer relationship
management bpm business process
management and eai enterprise
application integration sometimes referred
to as middleware we believe the
customer interaction sweet spot includes
elements from each of these to deliver the
next generation multichannel solution we
call it customer interaction management
or cim it is designed to be responsive to
change and allows users to start with a
single process and scale up as required 
we serve clients who typically operate in
the business to consumer markets and
who typically have a very large number 
of client interactions which often occur in
multiple touch points ie contact centre
web branch etc our software is used by
organisations that lead the world’s most
demanding customer intensive sectors
and addresses the two greatest challenges
facing every large organisation improving
the customer experience and responding
to change
we provide the software necessary to
allow our customers to manage their
customer interactions effectively even
when they may have many hundreds 
or thousands of employees dealing 
with thousands or millions of customers
our most powerful and latest product 
is portrait portrait’s unique selling point 
is that it allows all types of information
and business processes to be quickly easily 
and effectively manipulated within a
customer’s complex it environment 
portrait delivers benefits to our clients in
the following four key areas
•increasing customer retention – by
improving the customer experience
•increasing the effectiveness of sales
campaigns – through intelligent
interactions
•increasing workplace efficiency and
channel effectiveness – through
business process management
•enforcing compliance – through
auditable rulesbased customer
interaction procedures
portrait development
we now have four portrait business
development groups focussing their
energies towards developing exciting new
portrait products to explore opportunities
in the four market areas we now address
these are
•financial services – our financial
services group is responsible for all 
our financial services application
development specific emphasis is being
placed by this group towards extending
our portrait based sales and services
product platform we are planning a
number of new product releases to help
our customers in these key areas during
our current financial year
•foundation software – this group is
responsible for the development of our
portrait architecture with particular
emphasis towards developing our
chief executive’s 
review
flexible business process engine which
is the real power behind our overall
portrait product of particular
relevance in this area is our association
with fiserv which is proving highly
beneficial to both parties and is
increasing the market penetration 
of portrait
•contact centre – our next generation
contact centre group is responsible for
all specific contact centre applications
in particular they have been working
with key edge customers to help them
extend and evolve their existing edge
applications allowing them to utilise
much of the inherent power offered by
ait’s technology without sacrificing
their existing edge application
development 
•public services – this group is working
with our partner unisys to capture the
potential in this market sector both in
the uk and overseas this should allow
us to tap in to the increasing levels of
public sector investment in this area in
particular we see opportunities for our
technology in the rapidly developing
emergency services sector
we continue to work with our key
customers to help them achieve their
objectives in these areas and are building
an increasing number of successful case
studies demonstrating the financial success
enjoyed as a result of using our products
in the year ended 31 march 2004 
ait spent £44 million on new product
development which has delivered a
comprehensive set of process frameworks
that support our business strategy
described above
continued on page 12 10 ait group plc annual report and accounts 2004
public services
portrait public services is a revolutionary response management environment
designed to reduce the burden on the world’s most mission critical command
centres while increasing the speed and quality of response
in the uk ait is addressing the need for improvements in policing required by 
the home office national policing strategy this called for more customer focussed
service the highest levels of efficiency and effectiveness timely response to 999
calls the civilianisation of nonpolice work and the requirement to work across
geographical and institutional boundaries for example in child protection there
was also a call to use the latest technology to gather evidence for casehandling
for victim online selfservice and complaint handling
in response ait is investing in portrait response™ a powerful call handling solution
designed for fast effective auditable incident response and portrait resolve™ 
a case management and workflow module that initiates automated followup
processes to guide incidents and investigations through to conclusion both
integrate easily with all existing communications databases and other critical
applications giving officers and civilians a single complete view of any incident 
and all relevant data they support fast decisions and ensure compliance with
police standard operating procedures resilience is built in as standard and service 
is continuous even during upgrades
in addition to heightening officer and public safety our solutions are highly flexible
and allow the police and other government agencies to add new processes and
capabilities as needed for the first time public services will be fully integrated 
and will therefore be able to track each contact through to completion providing 
a single source for all relevant information and events
t ogether with our partners unisys and other influencers such as intergraph we
have begun the process of addressing the much larger us 911 and 311 market
portrait public services is a revolutionary
response management environment
designed to reduce the burden on the
world’s most mission critical command
centres while increasing the speed and
quality of response ait group plc annual report and accounts 2004 11
”ait has been a strategic unisys partner for two years and in that
time we have made significant headway in both new business
sales and in existing ait and unisys accounts our respective
strengths complement each other well the domain expertise of
unisys in the financial services and emergency services markets
and aits expertise as a leading global cim vendor is the winning
combination to help our clients advance their business”
stephen olyha vice president 
global crm practiceunisys
case study leading police force
■
covers a population of 7 2 million
■
over 3000 calls taken per day 15 million per year
■
326 police stations
■
3 separate call centres
■
new emergency and nonemergency contact handling
system demonstrates portrait’s speed and reliability
■
initial phase to go live this year 12 ait group plc annual report and accounts 2004
“nationwide recently won crm magazine’s
award for the best customer interaction
management project and was a finalist 
in the gartner 2004 european crm
excellence awards”
customers
nationwide building society remain our
largest portrait customer with over 12000
users in branches call centres and other
web applications they have reported very
real success with the product from both a
technologyreliability standpoint as well 
as with addressing their original business
objectives
they are now using the real time single
customer view built by portrait in all their
customer touch points and are reporting
excellent results in terms of increased
conversion rates for sales campaigns with
over 12000 users at nationwide this is a
clear demonstration of portrait’s scalability
and robustness in a complex and highly
regulated environment 
it was gratifying to note that nationwide
recently won crm magazine’s award for
the best customer interaction management
project and was also a finalist in the gartner
2004 european crm excellence awards 
simon baines head of icrm marketing at
nationwide has told us
“ait’s awardwinning portrait
implementation at nationwide building
society is already achieving good results
and has outperformed expectations
thanks to portrait’s intelligent prompts
successful prompted conversations are
running at double original estimates
nationwide’s employees have been
impressed with portrait as it enables
them to develop enhanced relationships
with customers by treating them as
individuals and the feedback from
members has been positive nationwide
is happy that all of the original return on
investment criteria will be met”
nationwide continue to be a very
supportive reference customer and i 
would like to take this opportunity to
thank all the nationwide staff for their
help and cooperation in this regard 
rainier pacific bank in seattle
washington have now completed their
successful portrait implementation and
have reported very tangible business
benefits they provide a very helpful 
usa reference site for ait  portrait’s
revolutionary flexible integration system
enables rainier pacific to make everything
it knows about each customer available 
at the point of engagement ready to
be acted upon this view is constantly 
uptodate reflecting the current state 
of the customer data across all systems 
at any moment in time portrait provides 
a single view of the customer by collating
information from host systems contact
history and other customer data is stored
locally on the portrait database 
leading european police force we
reported in the half year accounts that
portrait was selected to be the new
emergency and nonemergency contact
handling system for europe’s largest police
force this is another demonstration of
portrait’s speed and reliability in one of 
the most demanding and critical of
environments
although this represents a departure from
our traditional financial services focus
when we reviewed the requirements for 
the new system portrait was actually ideally
suited for this very demanding contact
centre environment working alongside
our partner unisys progress with the
implementation has gone well and we
expect the initial phase to go live this year
our entry into this market has shown that
there is enormous potential for portrait
applications within the global public
services sector our public services
chief executive’s 
review continued
business development group is now
focussed entirely on the opportunities 
in this area
nova kbm we have now completed the
implementation of portrait at nova kbm
for this application we again worked very
closely with our partner unisys to provide
a new customer interaction environment
to support nova kbm’s programme for
vip customers
recent wins
leading uk building society
i am delighted to announce that in 
march 2004 we were selected by a top 
10 uk building society to provide their
new customer interaction management
cim system based on portrait for
reasons of commercial confidentiality 
we cannot yet disclose the identity of this
organisation however this is an important
new win for ait and we look forward to
working closely with this building society
to complete the implementation we also
hope to provide further information
regarding this contract in due course
humana 
we have also been selected by humana 
to provide the first stage of their new
insurance cim system humana is a very
large 14 billion sales medical insurance
company primarily focused towards the 
us marketplace they have been a very
successful edge customer for many years
and have now decided to utilise portrait 
to improve their healthcare underwriting
processes in order to convince humana
that portrait was right for their application
we completed a very demanding proof of
concept which was able to demonstrate
clearly the potential benefits portrait could
bring to improving the underwriting
process this is an excellent example of 
a workplace efficiency solution the
potential clearly exists for us to extend
portrait across the whole of humana’s
customer interaction activities  ait group plc annual report and accounts 2004 13
edge extend  evolve
in addition to the above new portrait
customers we are also working with a
number of our edge customers on various
extend  evolve initiatives
our aim moving forward is to provide 
all our customers with a high level of
ongoing support for their existing 
software applications in addition 
we seek to work with our customers to
help develop and improve their critical
customer interaction activities
partners
we have made good progress during the
year with our objective of strengthening
relationships with our two major
international partners unisys and fiserv 
our partnership with unisys has now
extended beyond retail financial services
to include government applications in most
major territories there are now more than
100 people trained on portrait representing
a good proportion of the unisys crm
practice now aligned with ait 
our relationship with fiserv has been
expanded to include a number of
innovative product and marketing
initiatives within our financial services
sector fiserv’s longstanding partnership
with ait has produced considerable
benefits for its customers in the retail
financial services industry for example
building on ait’s portrait software fiserv
has developed alliant aperio which
strengthens fiserv’s existing product
portfolio by converging crm and bpm
into a single multichannel business
solution specifically designed for the 
retail financial services market 
we also continue to work with a number
of important local reseller partners for
example tietoenator and datapoint in
europe ksi in japan and cpm in brazil
who help us to address the specific market
needs within the individual territories
microsoft continues to be ait’s most
important technology partner the award
winning installation at nationwide is one 
of the largest microsoft based customer
interaction solutions worldwide we work
very closely with microsoft to offer flexible
robust and scalable solutions based on the
microsoft platform products and associated
technologies including net 
employees
i am delighted with the performance of
ait’s employees and management team
during what has been a testing 12 months
they have shown outstanding commitment
to our various portrait new product and
business development initiatives and our
international sales and marketing activities
ait has a great team of people who i would
like to thank for their commitment and
support which often went way beyond 
the “call of duty” last year
now that we have completed our
objective of restoring ait to profitability
we are pleased to announce a number of
internal management changes designed to
position ait for the next stage of our
business development plans 
board changes
richard hicks will become non executive
chairman he will continue to guide the
group in terms of both strategy and
business development as well as having
overall responsibility to our shareholders
for corporate governance
geoff probert will relinquish his
operational role but remain on the board
as a non executive with particular
responsibility for guiding the company in
the it technology area geoff has been
invaluable to our team over the last 18
months and i look forward to working
with him in his non executive role 
matthew white who has been with ait
since august 2002 overseeing the group’s
return to financial stability will join the
main board as chief financial officer 
i believe that we have in place an
outstanding ait management team and 
i look forward to working with them to
implement our operational and business
development plans for the year ahead
outlook
our aim for the current financial year is 
to continue to expand licence sales in 
the four sectors we now address and to
improve overall profitability we also intend
to complete our transition to become a
more international product based business
with a growing base of portrait users the
market environment has improved but
nevertheless remains challenging i am
however confident that we can achieve 
our objectives for this year by building on
the foundations we have laid both in the
last financial year and during ait’s 18 year
history the power of our products the
increasing number of areas where we 
find they can provide real benefits and 
a growing pipeline of prospects are all
reasons for management employees and
shareholders to be optimistic
nick randall
chief executive officer
14 june 2004 contact centres
portrait brings nextgeneration contact centre functionality to the agent desktop
without disrupting valuable backend applications
contact centres used to have to choose between giving great customer experiences
and keeping costs down portrait lets organisations increase call handling
efficiencies while also dramatically improving the customer experience for both
outbound and inbound contacts
for the first time existing contact centre customers can now give their agents
•a realtime view of the entire customer relationship across all channels
•intelligent prompts to guide the agent through the best crosssell or service
opportunity for that customer at that moment
• automated processes and workflow that pick up the customer demand and
guide it through to completion
we are working closely with our edge customers around the world to support 
their drive to create world beating next generation contact centres for example
humana an existing edge customer is now investing in portrait to help improve
customer interactions and the underwriting process
with portrait powering a contact centre agents become more productive and
effective with each customer interaction which enables them to sell more and
improve the customer experience 
portrait brings nextgeneration
contact centre functionality to the
agent desktop without disrupting
valuable backend applications
14 ait group plc annual report and accounts 2004 ■
humana is a 14 billion sales us medical insurance
company  
■
a very successful edge customer for many years 
■
are now implementing portrait to improve their
healthcare underwriting processes
■
an excellent example of a workplace efficiency solution 
■
potential exists to extend portrait across the whole of
humana’s customer interaction activities 
case study humana
”ait has been a strategic partner of microsoft’s in the financial
services sector for many years and we continue to work with
them globally we are delighted that the latest version of
portrait fully utilises the net framework and web services
architecture microsoft is committed to supporting ait’s
continued success”
neil holloway managing director microsoft ltd
vice president microsoft emea
ait group plc annual report and accounts 2004 15
a picture of good service 16 ait group plc annual report and accounts 2004
trading performance
revenues
turnover for financial year 2004 was 
£196 million up 117 on the prior year
revenues of £17 6 million this growth 
was driven by the increase in licence and
related revenue which increased 31 to
£110 million from £84 million in 2003
licence related revenue represented 56 of
all turnover in financial year 2004 compared
to 48 of all turnover in prior year
professional services revenue fell to 
£86 million from £92 million in prior 
year representing a shift in our business
model to reduce reliance on lower 
margin services work and to increase
opportunities for higher margin licence
related revenues professional services will
remain an important source of revenue in
the future but the growth in our indirect
partner channels will mean that we will
focus more on adding value to projects
working alongside our partners rather
than providing commodity services where
margin pressure is strong
ait’s international reach and broad
customer base is demonstrated by the fact
that our sales during the year were earned
from over 150 customers in 23 countries
around the world 
europe remains our biggest developed
market representing 78 of all sales and
this region performed well by increasing
sales by 15 sales in the americas region
have also grown year on year and now
represent 19 of all global sales the
highlight of the region was the key usa
market where sales grew by 28 in real
terms from over 50 customers in 24 states
when measured in sterling the year on
year growth is a little lower at 19
because of the adverse impact of a
comparatively weak dollar the asia pacific
market is still developing and represents
2 of global sales however we believe
the region offers good potential for further
growth and the existing 10 customers in
the region provide a good platform for
further business development
operating costs
operating costs excluding exceptional
items were £183 million compared to
£329 million in the prior year reflecting
the benefits of the extensive rationalisation
carried out in the previous financial year
further restructuring costs were incurred in
the year to consolidate our customer after
sales support activities into a professional
global support centre operating around
the clock and also to reduce operating
costs in line with the reduced capacity
required in our professional services team
although we have continued to manage
expenditure very carefully we recognise the
critical importance of continued sustainable
investment in research and development
and targeted marketing activities the
savings delivered by our cost management
programme have not been at the expense
of future business development
sales and marketing spend represented
approximately 20 of turnover while
research and development costs were
approximately 22
exceptional items
during october 2003 we completed
negotiations with a former associate
company and received £500000 cash 
in settlement of their loan obligations 
to the group as this amount had been
fully provided within investments in the
previous financial year we have written
back £500000 as an exceptional gain 
this financial year
financial review
“ait remains at core a great business
with great products and great people
and the combination makes for an
exciting future” ait group plc annual report and accounts 2004 17
as referred to in the chairman’s
statement in january 2004 we were able
to negotiate a settlement of the ima loan
notes at a 50 discount to their principal
value the resulting loan waiver of
£941000 net of costs has been treated
as an exceptional gain
as referred to above we incurred further
restructuring costs during the year the
attributable non recurring cost of
£615000 has been treated as an
exceptional charge
the £159000 balance of exceptional
income recognised in the year largely
relates to the management of the group’s
exposure to onerous property leases and
other commercial liabilities we negotiated
exits from two surplus property leases
during the year and also renegotiated our
commitments under what was an otherwise
onerous outsource contract so that it could
deliver commercial benefit to the group
we continue to maintain a relatively 
high level of provisions in our balance 
sheet reflecting our cautious approach to
identifying and providing against potentially
onerous liabilities of the business we
continue to work hard to ensure that
wherever possible these risks are mitigated
or eliminated entirely
earnings per share
fully diluted earnings per share of 749p
2003 loss per share 29191p was
bolstered by significant exceptional income
and the recognition of a deferred tax asset
during the financial year in order to
provide a more comparable indication of
underlying trading performance we have
disclosed adjusted earnings per share
information in the notes to the financial
statements adjusted diluted earnings per
share of 327p compares very favourably
to a loss per share of 11378p in 2003
the management of the
group’ s debt obligations
combined with the additional
equity fund raising has
considerably improved the
group’ s financial position
t urnover £196 million up 117
licence and related maintenance revenue 
£11 million up 31
operating costs £183 million down 44
operating profits before exceptional items
£13 million
summary
continued on page 20 18 ait group plc annual report and accounts 2004
foundation software
portrait lets independent software vendors isvs build flexible and adaptable
customer interaction applications quickly and easily with a comprehensive 
frontend framework and our partners vertical expertise together we can make
world beating vertical applications
with portrait as a development framework isvs with strong transactional
capabilities can meet demands for the new generation of frontoffice solutions
unlike raw development environments portrait’s configuration suite includes
sophisticated process modelling and workflow tools integrated with a user friendly
graphical user interface the configuration suite draws on a library of reusable
business logic as well as templates for the most common needs – including a real
time single view of the customer contact history and case management 
we are working closely with our isv partners around the world to support their
drive to create world beating vertical applications that open up new markets for
example fiserv one of the world’s leading suppliers of information management
systems to banks has designed and developed alliant aperio powered by portrait
its new customer interaction management platform for banks
portrait will not only create new opportunities for partners within their traditional
core markets but will also extend the relevance of the proposition into new market
segments ahead of competition in particular we are focussing on isvs and business
process outsourcers who have a strong business to consumer process proposition
for highly regulated industries as suitable markets for ait in the future
microsoft continues to be a very important ait technology partner we work very
closely with microsoft to ensure our future developments are aligned for the
benefit of our customers and partners
portrait lets independent software vendors
isvs build flexible and adaptable customer
interaction applications quickly and easily with
a comprehensive frontend framework and our
partners vertical expertise together we can
make world beating vertical applications ait group plc annual report and accounts 2004 19
■
a number of innovative product and marketing
initiatives
■
for example building on ait’s portrait software fiserv
has developed alliant aperio which converges crm
and bpm into a single multichannel business solution
”fiservs longstanding partnership with ait has produced
considerable benefits for our customers in the retail financial
services industry building on aits portrait software fiserv has
developed alliant aperio which strengthens our existing product
portfolio by converging crm and bpm into a single multi
channel business solution specifically designed for the retail
financial services market alliant aperio powered by portrait 
will not only create new opportunities for us within our
traditional core markets but will also extend the relevance 
of our proposition into new market segments”
alex groenendyke fiserv cbs ceo
case study fiserv 20 ait group plc annual report and accounts 2004
dividend policy
the board believes that ait’s financial
priorities are the continued investment in
business development activities and the
continued strengthening of the balance
sheet in particular the reduction of debt
financing the board believes it is in the
best interests of shareholders to retain
cash funds within the group to help meet
these important objectives
cashflow
cash outflow from operating activities
during the year was £10 million 2003
outflow of £168 million which included
£08 million cash outflow arising from non
recurring settlements in respect of onerous
property leases and other commercial
liabilities the cash outflow from operating
activities excludes £05 million cash 
inflow from the recovery of a loan to 
a former associate
after taking into account further cash
flows for finance charges tax capital
expenditure and investment activity 
total cash outflow before financing 
was £07 million 2003 cash outflow
£169 million
£50 million was raised from the issue 
of convertible loan notes in june 2003 
and a further £27 million was raised from 
the placing of shares with institutional
investors in january 2004 costs
associated with these fundraisings
amounted to £04 million other 
debt repayments of £05 million were
made in respect of finance leases and 
£10 million in respect of the ima loan
notes settlement t otal net cash inflows
from financing amounted to £59 million 
2003 £155 million
the net cash increase for the year after
financing inflows was £52 million 
2003 net cash decrease of £14 million
cash and deposits at year end stood at
£77 million 2003 27 million
the group’s net cashdebt position has
improved by £70 million in the year with
net funds of £08 million at year end
compared to a net debt position of 
£62 million at prior year end
the management of the group’s debt
obligations combined with the additional
equity fundraising during the year has
considerably improved the group’s
financial position and enables us to take
the business forward with confidence 
the return of the group to profitability is
vindication of the turnaround strategy and
that success is fully deserved as ever we
remain grateful for the continued support
of our key investors and our bankers who
have shared our conviction that ait
remains at core a great business with great
products and great people and that the
combination makes for an exciting future
matthew white
chief financial officer
14 june 2004
financial review
continued the directors of the company and their responsibilities within the
group are set out below
richard hicks 56 non executive chairman 
formerly executive chairman
richard was the founder of the company in 1986 and led the
company as managing director through to listing on the london
stock market in june 1997 his prior career was as a systems
manager for 3m and bmw richard is also chairman of the centre
for t omorrow’s company which is a business led research charity
concerned with the future role of business in society
nick randall 53 chief executive officer 
nick has enjoyed success in growing and turning around companies
he founded oxford magnetic t echnology limited in 1981 the
revenues for which grew to approximately £50 million within five
years he left oxford magnetic t echnology to purchase airtech
limited and returned it to profitability within two years he sold two
divisions of airtech for £13 million and formed airtech plc which
obtained an aim quotation in 1996 and merged with remec inc 
in 1999 post acquisition nick managed remec’s worldwide wireless
infrastructure group and oversaw mergers and acquisitions activities
for the company
matthew white 37 chief financial officer 
appointed 14 june 2004
matthew white has extensive experience in business turnaround
and financial management having managed distressed businesses 
as part of arthur andersen’s corporate financial services team and
having worked alongside nick randall as finance director of quoted
technology companies since 1998 between 1999 and 2002
matthew was european finance director for remec inc a nasdaq
listed electronic engineering group and prior to that he was group
finance director of airtech plc between 1991 and 1998 matthew
was engaged as a corporate recovery specialist with arthur
andersen london and binder hamlyn and prior to that he spent
six years in audit practice matthew is a chartered accountant and 
a qualified insolvency practitioner
felda hardymon 56 non executive director
chairman of the remuneration committee
g felda hardymon is professor of management practice at harvard
business school where he teaches venture capital and private
equity prior to that he joined bessemer venture partners as a
general partner in 1981 he has led investments in young companies
in the software communications and retail sectors including
american superconductor cascade communications acquired by
ascend celcore acquired by dsc parametric t echnology the
sports authority staples lbms acquired by platinum t echnology
and videoserver he currently serves on the board of silicon valley
bancshares nasdaqsivb
hugh mccartney 54 non executive director 
hugh has over 25 years experience in the computer software
industry most recently as senior vice president ww operations 
for enterprise software company merant based in san francisco
california prior to merant hugh held senior sales and general
management positions in europe with database vendors sybase inc
and ingres inc and application software company msa inc hugh 
is chairman of kvault software ltd centennial software ltd and
scapa t echnologies ltd and also serves on the board of uk quoted
company alterian plc hugh is considered independent by the board
robert stavis 41 non executive director
chairman of the audit committee 
robert joined bessemer venture partners in july 2000 as a venture
partner in the firm’s new y ork investment office located in
larchmont new y ork he primarily focusses on earlystage
investments in financial services technologies prior to joining
bessemer robert was a private equity investor managing a portfolio
of private equity interests in a variety of industries including
telecommunications software technology gaming and restaurants
until july 1998 robert was the cohead of global arbitrage trading
for salomon smith barney 
geoff probert 50 non executive director 
formerly software development director
geoff was previously a main board director at perpetual plc
responsible for information systems he joined perpetual in 1984 
he was closely associated with the setting up of both the emx co
and cofunds initiatives within the unit trust industry following 
the takeover of perpetual plc by amvescap plc he was employed
as a technical strategist and was a private investor prior to joining
perpetual he worked for a number of software houses supplying 
the financial services industry he is a trustee of power an
international charity working for disabled victims of conflict
board of directors 
ait group plc annual report and accounts 2004 21 22 ait group plc annual report and accounts 2004
the directors present their annual report on the affairs of the
group together with the audited financial statements for the 
year ended 31 march 2004 
principal activity
the group’s principal activity which has remained unchanged
throughout the year is the provision of information technology
solutions based on a core product set concentrating on specialist
computer software design systems integration and systems support 
results and dividends
the results for the year are set out on page 29 and the movements
in reserves are shown in note 19 to the financial statements further
commentary is given in the chairman’s statement the chief
executive’s review and the financial review 
the directors are not recommending the payment of a dividend
the total cost of dividends for the year is £nil 2003 £nil
review of the business
a review of the group’s business and future prospects is given 
in the chairman’s statement chief executive’s review and the
financial review
research and development
the group continues to invest significantly in research and
development and the directors believe that investment in this area 
is a prerequisite for success in the medium to long term during 
the year ait invested £44 million in research and development
2003 £63 million
share capital
details of movements in share capital are given in note 18 to the
financial statements
directors and their interests
the current directors of the company and all other directors 
who served during the year are shown on page 21 the directors’
interests in the share capital of the company are shown in the
report of the remuneration committee except for transactions 
with directors referred to below no director had a material interest
in any contract of significance to which the company or any
subsidiary was a party during the year
t ransactions with directors
there were the following transactions with directors during 
the year
on 24 june 2003 the directors and their related parties shown
below subscribed for a total of £2100000 of unsecured
convertible loan notes in ait group plc the terms of these 
loan notes are described more fully in note 18 to the financial
statements following the approval of shareholders which was
confirmed at an extraordinary general meeting of the company 
on 16 september 2003 the loan notes were converted into
ordinary shares at a price of 25 pence per share representing a
discount of approximately 74 to the closing midmarket price 
on 24 june 2003 being the date immediately prior to the date 
of announcement of the issue of the loan notes
directors’ report
for the year ended 31 march 2004
loan notes number of 
amount shares upon 
subscribed conversion of  
subscriber £ loan notes
bessemer investors and 
stavco arbitrage group llc i 1500000 6000000
nicholas randalltrustees 
nj randall settlement 2001
trustees njs randall accumulation 
and maintenance settlement 300000 1200000
richard hicks 200000 800000
geoffrey probert 80000 320000
matthew white ii 20000 80000
2100000 8400000
notes
i the subscriptions of bessemer investors and stavco arbitrage
group llc were made by various investment funds managed 
by bessemer venture partners and stavco arbitrage group llc
each of felda hardymon and rob stavis has an indeterminate
interest in each of the bessemer investors’ interests and in
stavco arbitrage group llc as relevant
ii matthew white did not serve as a director during the year
ended 31 march 2004
on 21 august 2003 richard hicks along with two former directors
of the company entered into agreements with the company in
respect of loans due to them in consideration of the release of the
company’s obligation to repay such loans and accrued interest 
mr hicks was allotted 806734 ordinary shares in settlement of his
loan balance of £573171 plus accrued interest of £31879 the
effective conversion price was 75 pence per share representing 
a discount of approximately 45 to the closing midmarket price
on 21 august 2003 the principal amounts of these loans were due
for repayment between 1 august 2003 and 1 august 2004 the
conversion of these loans was approved by shareholders at an
extraordinary general meeting of the company on 16 september 2003
directors’ and officers’ insurance
the company maintains insurance cover for all directors and
officers of group companies against liabilities which may be
incurred by them while acting in those capacities
substantial shareholdings
as at 1 june 2004 the company had been notified that the following
were interested in 3 or more of the company’s share capital
no of 
name other than directors shares percentage
bessec ventures vlp 3243995 645
bessemer venture partners vlp 2876752 572
the bank of new y ork 
nominees limited 2803833 558
quester vct 4 plc 2615240 520
close brothers group plc 2505352 498
finsbury t echnology trust 2439091 485
trustees martyn arbib ’79 settlement 2356327 469
royal bank of scotland plc
west register investments limited 1911428 380 donations
during the year the group made donations of £1000 2003 £2750
to various charities no contributions were made for political purposes
payment policy
the group’s policy is to abide by the terms of payment agreed with
suppliers at 31 march 2004 the number of days of annual purchases
represented by trade creditors amounted to 34 days 2003 46 days
the company has no trade creditors
economic and monetary union 
all relevant parts of the group are able to handle transactions in the
euro when required
employment policies
it is the policy of the group to consider all applicants for employment
on the basis of qualification for the specific job without regard to
race colour religion sex age disability or national origin this
policy extends to all aspects of employment including recruitment
placement training compensation career development transfer
and promotion
employee development and involvement
the contribution of employees is vital to enable the group to
achieve its commercial and financial objectives the group’s ability
to sustain a competitive advantage over the long term will depend
in large part on the continuous development of all employees 
for this reason ait is committed to providing an environment 
which values continuous learning and which creates development
opportunities across all business areas various programmes exist 
to meet the learning and development needs of employees 
the group places considerable value on the involvement of its
employees and has continued to keep them informed on matters
affecting them as employees and on the various factors affecting 
the performance of the group this is achieved through regular
formal and informal meetings newsletters and the group intranet
employee representatives are consulted regularly on a wide range 
of matters affecting their current and future interests
a shared commitment by all employees to the success of the
business is of fundamental importance all employees have share
option entitlements with vesting terms linked directly to the group’s
financial performance the allocation of share options provides all
staff with a direct stake in the growth and prosperity of the business
in addition all employees who do not already participate in sales
commission schemes are entitled to an annual bonus which is
dependant on the overall profitability of the group for the financial
year to 31 march 2004 the group intends to distribute this bonus in
the form of par value share options
share schemes
the company maintains two employee trusts these are the ait
group employee share ownership plan trust the “esop” and 
the ait qualifying employee share ownership trust the “quest”
the original purpose of these trusts was to hold and distribute
ordinary shares in the company under current and future share
option schemes the trustees of both trusts include an executive
director a non executive director an employee representative 
and a third party professional
the company adopted a new share option scheme post refinancing
in september 2002 which allowed for the grant of options under
the enterprise management incentive scheme the options vest 
and are exercisable in accordance with the rules of the scheme 
and subject to the following conditions
1normal vesting 
aonequarter of the ordinary shares comprised in each option
grant on the first anniversary of the date of grant and
bone thirtysixth of the remaining threequarters of the ordinary
shares comprised in each option grant on the last day of each
calendar month between the first and fourth anniversaries of 
the date of grant
2accelerated vesting 
the conditions for accelerated vesting of the options shall
depend inter alia on the performance of the group as
measured by the audited yearly trading profit released by the
group trading profit is defined as the profit on ordinary
activities before taxation excluding any windfall gains from the
release of unutilised provisions and including any exceptional
items the date on which this accelerated vesting condition will
become applicable shall be the date on which the company
announces its preliminary results for the year the residual
balance of nonvested options after the accelerated vesting
condition has occurred shall be calculated and the normal
vesting conditions shall continue to apply to that balance
aonehalf of the ordinary shares comprised in each option
grant including options already vested on the first year that
trading profit is greater than £3 million and
ball of the ordinary shares comprised in each option grant
including options already vested on the first year that trading
profit is greater than £5 million
annual general meeting
notice of the annual general meeting of shareholders the date 
of which will be announced to shareholders in due course will be
contained in a separate document that will be sent to shareholders
in advance of the meeting 
auditors
on 1 august 2003 deloitte  t ouche transferred their business to
deloitte  t ouche llp  a limited liability partnership incorporated
under the limited liability partnership act 2000 the company gave
its consent to treating the appointment of deloitte  t ouche as
extending to deloitte  t ouche llp with effect from 1 august 2003
and accordingly the financial statements have been signed in the
name of deloitte  t ouche llp  a resolution for the reappointment
of deloitte  t ouche llp will be proposed at the forthcoming
annual general meeting
approved by the board of directors and signed on behalf of 
the board
richard hicks
non executive chairman
14 june 2004 
ait group plc annual report and accounts 2004 23 in june 1998 the hampel committee and the london stock
exchange published the principles of good governance and code 
of best practice ‘the combined code’ which embraces the work 
of the cadbury greenbury and hampel committees and became
effective in respect of accounting periods ending on or after 
31 december 1998 in july 2003 the uk listing authority published
the new combined code “the new code”
although the group is not governed by the listing rules of the 
uk listing authority the directors have given consideration to the
combined code and the new code and applied it where appropriate
for the limited size of the company and its position
the board and its committees
the board
the composition of the board is set out on page 21 the board
comprises a non executive chairman plus two executive directors and
four further non executive directors the board meets regularly and
has a formal schedule of matters which are reserved for its decision 
it has delegated specific responsibilities to the remuneration and audit
committees which have specific terms of reference approved by the
board board and committee papers are circulated in advance of each
meeting and are supplemented by reports and presentations so that
all directors are fully briefed and provided with the information they
need all directors may take independent professional advice in
furtherance of their duties at the company’s expense
the primary function of the board is to set group strategy and to
oversee the effective implementation of that strategy the board
meets regularly throughout the year with an established agenda 
of items dealing with important aspects of the group’s affairs
including monitoring strategy approving acquisitions and disposals
management performance major capital and development
expenditure approving budgets and significant financing matters
the board monitors exposures to key business risks and reviews
business performance against strategic and budgetary goals and
development programmes the board also considers employee
issues key appointments and reporting to shareholders
details of the directors’ service contracts are given in the report 
of the remuneration committee
division of responsibilities
the changes to the board structure announced today achieve the
previously stated objective of having demonstrable separation of
executive responsibility for running the business and responsibility
for running the board this new board structure will increase
accountability to the board and will safeguard the independence 
and objectivity of the board
the board has delegated specific responsibilities to two principal
committees each of which has written terms of reference in 
line with best practice the terms of reference of the following
committees have been the subject to review within the last 
12 months
audit committee
the audit committee comprises robert stavis chairman and hugh
mccartney the role of the audit committee is key both to ensuring
that a sound system of internal control is maintained within the
group and to ensuring that ait group plc presents and its policies
support a balanced clear and understandable assessment of its
position and prospects the ait audit committee meets twice a 
year and more frequently if required 
the committee examines the process of financial reporting within
the group it reviews annually the adequacy of the group’s system
of internal controls and the processes for monitoring and evaluating
the risks facing the group the committee reviews the scope and
results of the audit as well as the fees of the auditors for both audit
and nonaudit services the committee is authorised to seek
information from any member of the group and to obtain external
professional advice if it considers it necessary the committee also
reviews the interim and annual results and the annual report and
financial statements prior to their submission to the board and
ensures an appropriate relationship is maintained between the
group and its external auditors
remuneration committee
the remuneration committee comprises felda hardymon chairman
and hugh mccartney and meets periodically as required the role of
the committee is to approve terms of service agree the remuneration
of the executive directors and to determine the allocation of share
options within the terms of a remuneration policy which is approved
annually by the board 
nominations committee
in view of the size of the board the appointment of new directors 
is considered by the board as a whole accordingly there is no
nominations committee 
shareholder communication
the company encourages twoway communication with both
institutional and private investors and endeavours to respond
promptly to queries received the group’s website
‘wwwaitgroupcom’ now provides detailed financial and business
information about the group it is the policy of the company to
ensure that all our market announcements are made immediately
available to all our shareholders via the medium of the internet 
meetings between directors designated ait senior management
institutional shareholders and other market professionals are held
regularly in accordance with ait’s investor management programme
and always follow the terms of ait’s market communications policy 
shareholders attending the agm are invited to ask questions during
the meeting and to meet the directors and other members of senior
management after the formal proceedings have ended 
corporate governance statement
for the year ended 31 march 2004
24 ait group plc annual report and accounts 2004 internal controls
the board attaches considerable importance to the group’s systems
of internal control and risk management with specific emphasis 
in the areas of financial legalcommercial and compliance risk
these procedures include financial operational and compliance
controls as well as risk management which accord with the criteria
contained in the internal control guidance for directors on the
combined code published by the icaew in september 1999
however the internal controls are designed to manage rather than
eliminate risk and the board recognizes that any system can only
provide reasonable and not absolute assurance against material
misstatement or loss it acknowledges its responsibility for ensuring
that the group’s system of internal financial control provides
reasonable assurance regarding the reliability of financial
information used both within the business and for publication 
and to safeguard shareholders’ investment and the group’s assets 
the board delegates day to day responsibility for internal control
and risk issues to the chief executive officer who conducts meetings
with his senior management team on a regular basis in these
management meetings the exposures to financial operational and
compliance risks are identified reported on assessed and controlled 
the audit committee is also responsible for reviewing the ongoing
financial and compliance control procedures the board reviews the
effectiveness of the systems of internal control and risk management
on a continuing basis by
•considering group strategy and approving an annual budget
based on that strategy and mediumterm projections core to
this process is review of the risks and opportunities facing the
group undertaken on a continuing basis
•regularly reviewing operational performance and updated
forecasts
•retaining primary responsibility for acquisition and divestment
policy the approval of major capital expenditure and financing
arrangements below board level there are clearly defined
management authority limitations for the approval of capital
expenditure human resource actions significant contracts
investments acquisitions and divestments
•receiving regular reports on environmental social ethical and
health and safety matters as they relate to the group’s
operations
•receiving regular reports from the audit committee as to
whether the systems of internal control and risk management
are operating effectively
these procedures have been in place since the start of the
accounting period have been reviewed and improved to enhance
their effectiveness during the year and have remained in place up 
to the date of approval of the annual report
the board acknowledges that companies without an internal audit
function should from time to time review the need to establish
one at present the board and the audit committee feel that current
internal controls are adequate to meet the needs of the business
and while constantly strengthening controls in all areas will
consider the need for an internal audit function as the group
continues to develop
business and environmental ethics
the board requires that its employees comply with the laws and
standards of conduct of the countries in which it does business 
the directors and employees are all required to avoid personal
conflicts of interest regarding company business
in complying with the public interest disclosure act 1998 in the
united kingdom the group has established a procedure enabling
employees to bring matters to the attention of an appropriate
manager outside of their own department in the event that they 
do not feel able to approach their local line management
the board recognises that it is important both for its employees 
and the communities in which it operates that ait maintains high
standards of health and safety and takes effective measures 
to ensure that its activities do not damage the environment
in particular ait recognises the responsibility it has toward the
environment the group environmental policy addresses compliance
with environmental legislation conformity with standards for air
waste disposal and noise the economical use of materials and the
establishment of environmental performance standards the group
commenced implementation of this policy during 2003 a process
that has continued in 2004
going concern basis
after making enquiries the directors have formed a judgement 
at the time of approving the financial statements that there is a
reasonable expectation that the group has adequate resources to
continue in operational existence for the foreseeable future for this
reason the directors continue to adopt the going concern basis in
preparing the financial statements
statement of responsibilities
united kingdom company law requires the directors to prepare
financial statements for each financial year which give a true and 
fair view of the state of affairs of the company and group and of
the profit and loss of the group for that period
in preparing those financial statements the directors are required to
•select suitable accounting policies and then apply them
consistently
•make judgements and estimates that are reasonable and
prudent and
• state whether applicable accounting standards have been followed
the directors are responsible for keeping proper accounting records
which 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 1985 they are also
responsible for the system of internal control and for safeguarding 
the assets of the company and hence for taking reasonable steps 
for the prevention and detection of fraud and other irregularities
ait group plc annual report and accounts 2004 25 although the group is not governed by schedule 7a of the
companies act 1985 the directors have given consideration to the
requirements under this schedule to the act and applied them where
appropriate for the limited size of the company and its position
membership
the committee consists of two non executive directors felda
hardymon chairman and hugh mccartney the committee while
reserving the right of decision consults with the chairman and chief
executive about its proposals and is empowered to seek professional
advice as it deems appropriate the board of directors determines
the remuneration of the non executive directors
objectives
the objectives of the committee are
•to set the remuneration of the group’s executive directors 
to ensure that they are fairly rewarded for their individual
contribution to the group’s overall performance and
•to assist the board by monitoring wider aspects of remuneration
as may from time to time be assigned to the committee
remuneration policy
the committee is responsible for determining and reviewing 
a remuneration policy to attract and retain high quality executives
capable of achieving the group’s objectives the remuneration
package of executive directors consists of basic salary a discretionary
annual bonus pension and other benefits the individual
components of the remuneration package are discussed below
base salary and benefits
salaries are reviewed annually and are set to reflect the
responsibilities knowledge skill and experience of the individual 
in addition the group provides life assurance cover health care
benefits and in the case of executive directors a car allowance
performancerelated bonuses
the approach for setting directors’ bonuses is to establish a
framework at the beginning of the year related to business
performance and profitability as a base for the assessment of
achievements and performance bonus awards at year end senior
managers are assessed in a similar manner and reviewed by the
remuneration committee 
pension
the company contributes to a defined contribution pension 
scheme for the executive directors
share options
the committee is also responsible for ensuring the proper
constitution and operation of the group’s share option schemes
these options are distributed to all group employees details of
directors’ share options in the year ending 31 march 2004 are
disclosed below
contracts of service
all directors’ service contracts can be terminated at six months’
notice 
directors’ remuneration report
for the year ended 31 march 2004
26 ait group plc annual report and accounts 2004
directors’ interest in shares
the beneficial and nonbeneficial interests of the directors at the end of the year in the share capital of the company were as follows
31 march 2004 31 march 2003
ordinary 25p shares ordinary 25p shares
beneficial warrants beneficial warrants
director
richard hicks 3911941 926757 2305207 926757
nick randall 2645423 724029 1445423 724029
geoffrey probert 551267 115844 231267 115844
matthew white 102857 11449 22857 11449
7211488 1778079 4004754 1778079 ait group plc annual report and accounts 2004 27
share options
options options market 
held at held at price date 
31 march granted 31 march exercise at date from first expiry
2003 in year 2004 price of grant exercisable date
director
nick randall 360000 – 360000 £0875 £0635 201003 201012
geoffrey probert 100000 – 100000 £0875 £0635 201003 201012
richard hicks 100000 – 100000 £0875 £0635 201003 201012
matthew white 100000 – 100000 £0875 £0635 201003 201012
matthew white – 50000 50000 £074 £0725 150104 150113
felda hardymon – 50000 50000 £074 £0725 150104 150113
robert stavis – 50000 50000 £074 £0725 150104 150113
hugh mccartney – 50000 50000 £074 £0725 150104 150113
total 660000 200000 860000
the closing price of an ordinary share on 31 march 2004 was 685p the share price range during the year was 94p high and 95p low
emoluments of directors
the emoluments of directors serving during the year ended 31 march 2004 are disclosed below
salaryperformance benefits pension total total
and fees bonus in kind contributions 2004 2003
££ £ £ £ £
director
executive
nick randall 193000 150000 4932 26250 374182 179769
geoff probert 125000 100000 2000 12000 239000 125703
richard hicks 37500 100000 1225 – 138725 25000
carl rigby – – – – – 94044
carlos rojas – – – – – 71941
gareth bailey – – – – – 87429
sub t otal 355500 350000 8157 38250 751907 583886
non executive
richard hicks – – – – – 6319
hugh mccartney 16000 – – – 16000 2667
felda hardymon 10000 – – – 10000 5833
robert stavis 10000 – – – 10000 5833
garf collins – – – – – 21315
david t ebbs – – – – – 42270
john irvine – – – – – 53913
sub t otal 36000 – – – 36000 138150
total 391500 350000 8157 38250 787907 722036
richard hicks and geoff probert served as executive directors during the year
 the performance bonus was a condition of the directors’ service agreements and was payable upon ait group plc’s achievement 
of certain profit targets in the year ended 31 march 2004
the remuneration committee has approved the report of the remuneration committee
by order of the board
felda hardymon
chairman of the remuneration committee
14 june 2004 we have audited the financial statements of ait group plc for the
year ended 31 march 2004 which comprise the group profit and
loss account the balance sheets the group cash flow statement
the group statement of t otal recognised gains and losses and the
related notes numbered 1 to 22 together with the notes to the
group cash flow statement these financial statements have 
been prepared under the accounting policies set out therein 
this report is made solely to the company’s members as a body 
in accordance with section 235 of the companies act 1985 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 auditors’ report and for no other purpose t o the fullest extent
permitted by law we do not accept or assume responsibility to
anyone other than the company and the company’s members 
as a body for our audit work for this report or for the opinions 
we have formed
respective responsibilities of directors and auditors
as described in the statement of directors’ responsibilities the
company’s directors are responsible for the preparation of the
financial statements in accordance with applicable united kingdom
law and accounting standards they are also responsible for the
preparation of the other information contained in the annual report
including the director’s remuneration report our responsibility is 
to audit the financial statements in accordance with relevant united
kingdom legal and regulatory requirements and auditing standards
we report to you our opinion as to whether the financial statements
give a true and fair view and whether the financial statements have
been properly prepared in accordance with the companies act
1985 we also report to you if in our opinion the directors’ report
is not consistent with the financial statements if the company has
not kept proper accounting records if we have not received all 
the information and explanations we require for our audit or if
information specified by law regarding directors’ remuneration and
transactions with the company and other members of the group 
is not disclosed
we read the directors’ report and the other information contained
in the annual report for the above year as described in the contents
section and consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies
with the financial statements 
basis of audit opinion
we conducted our audit in accordance with united kingdom
auditing standards issued by the auditing practices board an audit
includes examination on a test basis of evidence relevant to the
amounts and disclosures in the financial statements it also includes
an assessment of the significant estimates and judgments made 
by the directors in the preparation of the financial statements 
and of whether the accounting policies are appropriate to the
circumstances of the company and of the group consistently
applied and adequately disclosed
we planned and performed our audit so as to obtain all the
information and explanations which we considered necessary in
order to provide us with sufficient evidence to give reasonable
assurance that the financial statements are free from material
misstatement whether caused by fraud or other irregularity or 
error in forming our opinion we also evaluated the overall adequacy
of the presentation of information in the financial statements
opinion
in our opinion the financial statements give a true and fair view of
the state of affairs of the company and of the group at 31 march
2004 and of the profit of the group for the year then ended and
have been properly prepared in accordance with the companies 
act 1985
deloitte  t ouche llp
chartered accountants and registered auditors
reading 
14 june 2004
independent auditors’ report to the members of ait group plc
for the year ended 31 march 2004
28 ait group plc annual report and accounts 2004 ait group plc annual report and accounts 2004 29
group profit and loss account
for the year ended 31 march 2004
exceptional total
before income including 
exceptional charges exceptionals
items note 3 t otal as restated
2004 2004 2004 2003
note £’000 £’000 £’000 £’000
turnover 2 19648 – 19648 17584
cost of sales 6167 395 5772 18044
gross profitloss 13481 395 13876 460
distribution costs 3840 234 4074 6060
administrative expenses 8317 824 7493 31791
operating profitloss 4 1324 985 2309 38311
share of associates’ operating losses –– – 141
loss on disposal of associate –– – 382
profitloss on ordinary activities 
before finance charges 1324 985 2309 38834
finance charges net 6 291 515
profitloss on ordinary activities before taxation 2018 39349
t ax credit on profitloss on ordinary activities 7 948 405
retained profitloss for the financial 
year after taxation 2966 38944
retained loss brought forward 40182 1238
retained loss carried forward 37216 40182
basic earningsloss per ordinary share of 25p 8 806p 29191p
diluted earningsloss per ordinary share of 25p 8 749p 29191p
 the results for 2003 include exceptional charges of £23374000 refer to note 3
 the comparatives for 2003 have been restated as a result of the prior year adjustments detailed in note 20
all amounts derive from continuing operations
group statement of t otal recognised gains and losses
restated
2004 2003
note £’000 £’000
profitloss for the financial year 2966 38944
exchange translation differences 19 427 261
total recognised gainslosses in the year 3393 38683
prior period adjustment 20 528 –
total recognised gainslosses since last annual report 3921 38683 group balance sheet
as at 31 march 2004
30 ait group plc annual report and accounts 2004
restated restated
2004 2004 2003 2003
note £’000 £’000 £’000 £’000
fixed assets
intangible assets – goodwill 9a 2051 2297
intangible assets – licences 9b 300 –
t angible assets 10 1293 1302
3644 3599
current assets
debtors 12 3191 4114
cash at bank and in hand 21 7668 2735
10859 6849
creditors 
amounts falling due within one year 13 3614 4220
net current assets 7245 2629
total assets less current liabilities 10889 6228
creditors amounts falling due after more than one year 14 5024 7851
provisions for liabilities and charges 16 4525 6853
accruals and deferred income 17 8646 10364
net liabilities 7306 18840
capital and reserves
called up share capital 18 3296 2655
share premium 19 27542 20042
other reserve 19 763 336
merger reserve 19 1162 1162
profit and loss account 19 37216 40182
own shares held 19 529 529
shareholders’ deficit 7306 18840
shareholders’ deficit may be analysed as
equity interests 9345 20879
non equity interests 2039 2039
7306 18840 group cashflow statement
for the year ended 31 march 2004
ait group plc annual report and accounts 2004 31
2004 2003
note £’000 £’000
net cash outflow from operating activities i 1025 16766
returns on investments and servicing of finance 
interest received 103 132
interest paid 216 641
interest element of finance leases 52 6
165 515
t axation
t axation received 367 1077
capital expenditure
payments to acquire tangible fixed assets 28 75
proceeds from the sale of tangible fixed assets – 59
payments to acquire intangible fixed assets 630 –
658 16
acquisitions
investments in associated undertakings 4 710
proceeds from the sale of investments – 10
loan recovery from former associate 500 –
496 700
management of liquid resources
decrease in cash deposits 280 –
cash outflow before financing 705 16920
financing 
issue of new shares net of expenses 2689 18310
repayment of bank loan – 2000
loans received from director and former directors – 754
repayment of ima loan note 969 1518
issue of convertible loan notes net of expenses 4656 –
finance lease repayments in year 458 73
cash inflow from financing 5918 15473
increasedecrease in cash in the year ii  iii 5213 1447
the accompanying notes are an integral part of this group cash flow statement notes to the group cashflow statement
for the year ended 31 march 2004
32 ait group plc annual report and accounts 2004
i reconciliation of operating profitloss to net cash outflow from operating activities 
restated
2004 2003
£’000 £’000
operating profitloss 2309 38311
depreciation charges 355 685
impairment of goodwill – 10434
amortisation of goodwill 246 391
amortisation of intangible licence 330 –
provision against associate – 2156
profit on sale of fixed assets – 6
decrease in debtors 1520 3524
ima loan note waiver before costs 969 –
decrease in creditors 386 498
decreaseincrease in accruals and deferred income 1717 784
decreaseincrease in provisions 2328 4044
other 115 31
loan recovery from former associate see note 3 500 –
net cash outflow from operating activities 1025 16766
ii analysis of movement in net fundsnet debt
at  equipment at 
1april leases interest equitywaiver offoreign 31march  
2003 cash flow capitalised roll up conversion loan note exchange 2004
£’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
cash at bank and in hand 2012 5213 – – – – – 7225
cash deposits 723 280 – – – – – 443
bank term loan 6000 – – – – – – 6000
ima loan note 2222 969 – – – 941 312 –
convertible loan notes – 5000 – – 5000 – – –
finance leases – 458 1270 53 – – – 865
directors’ and former 
directors’ loans 754 – – 42 796 – – –
net fundsnet debt 6241 1360 1270 95 5796 941 312 803
iii reconciliation of increasedecrease in cash to movement in net fundsnet debt
2004 2003
£’000 £’000
increasedecrease in cash in the year 5213 1447
decrease in cash deposits 280 –
cash outflowinflow from decreaseincrease in debt and lease financing 3573 2837
change in net debt resulting from cash flows 1360 1390
waiver of ima loan note 941 –
translation difference 312 261
conversion of former directors’ loans into equity 754 –
equity conversion 5000 –
new finance leases 1323 –
movement in net debt in year 7044 1651
net debt as at beginning of year 6241 7892
net fundsdebt at end of year 803 6241 company balance sheet
as at 31 march 2004
ait group plc annual report and accounts 2004 33
2004 2004 2003 2003
note £’000 £’000 £’000 £’000
fixed assets
investments 11 1863 1863
current assets
debtors – amounts falling due within one year 12 – 44
debtors – amounts falling due after one year 12 21631 21580
cash at bank and in hand 6653 –
28284 21624
creditors 
amounts falling due within one year 13 433 29
net current assets 27851 21595
total assets less current liabilities 29714 23458
creditors 
amounts falling due after one year 14 – 754
net assets 29714 22704
capital and reserves
called up share capital 18 3296 2655
share premium 19 27542 20042
profit and loss account 19 1124 7
shareholders’ funds 29714 22704
shareholders’ funds may be analysed as
equity interests 27675 20665
non equity interests 2039 2039
29714 22704
on behalf of the board
richard hicks
chairman
nick randall
chief executive officer
approved by the board on 14 june 2004 notes to the financial statements
for the year ended 31 march 2004
34 ait group plc annual report and accounts 2004
1 accounting policies
basis of accounting
the financial statements have been prepared under the historical
cost convention and in accordance with the companies act 1985
and applicable uk accounting standards applied consistently
throughout the year and the preceding year
basis of consolidation
the financial statements include the financial statements of the
company and its subsidiary undertakings ait limited ait usa
inc ait australia group pty limited ait group qualifying
employee share ownership trust and ait group esop trust the
employee benefit trusts are consolidated on the basis of dominant
influence exercised by the officers of the company over the
direction of the trusts for associated undertakings the group
includes its share of profits and losses in the consolidated profit 
and loss account and its share of post acquisition retained profits 
or accumulated deficits in the consolidated balance sheet the
consolidated financial statements are based on financial statements
which are coterminous with those of the parent company
the acquisition method of accounting has been adopted under 
this method the results of subsidiary and associated undertakings
acquired or disposed of in the year are included in the consolidated
profit and loss account from the date of acquisition or up to the date
of disposal goodwill arising on consolidation representing the
excess of the fair value of the consideration given over the fair value
of the separable net assets acquired is capitalised and written off
over a period of 10 years any excess of the aggregate of the fair
value of the separable net assets acquired over the fair value of the
consideration given negative goodwill is credited to the profit and
loss account in the periods expected to benefit
the merger reserve represents the excess of the nominal value of
the shares issued by the company over the nominal value of the
share capital and share premium of ait limited
no profit and loss account is presented for ait group plc as
permitted by section 230 of the companies act 1985 the
company’s retained loss for the year is disclosed in note 19
turnover
turnover represents revenue recognised in the period net of value
added tax
licence fees are recognised when there is a binding arrangement
with a customer and there is entitlement to consideration based 
on performance licence sales to channel partners resellers are
recognised on the earlier of sales to end users and the licence
expiring if after two years neither of these events has occurred and
payment has been made in full the directors assess the attributable
value of any existing or potential future obligations connected with
the sale of the licences or the partner relationship and carry forward
a deferral amount which recognises the attributable value of these
existing or potential obligations the amount of licence is accounted
for net of amounts due for product maintenance and amounts due
to third parties 
royalties and maintenance are recognised in accordance with
contract terms on an accruals basis
contracts for the supply of services at fixed rates are accounted 
for as and when the work is performed irrespective of the contract
duration revenue on fixed price contracts is taken while the
contract is in progress having regard to the proportion of the
contract which has been completed at the balance sheet date
provision is made for foreseeable losses
amounts recoverable on contracts
amounts recoverable on contracts represent revenue that has not
yet been invoiced to clients such amounts are separately disclosed
within debtors amounts billed but not recognised as revenue in the
reporting period are shown as deferred income
research and development
research and development expenditure is written off as it is
incurred
intangible fixed assets – licences
acquired long term licences for the distribution rights to third party
software are capitalised and amortised to the profit and loss account
over the period in which economic benefit is received by the group
t angible fixed assets
t angible fixed assets are shown at original historical cost net of
depreciation and any provision for impairment depreciation is
provided on a straight line basis at the following rates calculated 
to write down the cost of tangible fixed assets over their estimated
useful lives 
leasehold improvements shorter of lease or useful life
fixtures and fittings 20
motor vehicles 25
computer equipment 33
investments
long term investments are classified as fixed assets unlisted
investments and own shares are stated at cost less any provision 
for impairment
foreign currency transactions
transactions in foreign currencies are translated at contracted rates
or the exchange rate on the date of the transaction assets and
liabilities in foreign currencies are translated at the year end rate of
exchange or if hedged at the forward contract rate the exchange
differences are taken to the profit and loss account
the results of overseas subsidiary undertakings are translated into
sterling at average rates for the year the exchange differences are
taken to reserves and reported in the statement of total recognised
gains and losses
pensions
the group operates a group personal pension scheme on a defined
contribution basis contributions payable for the year are charged 
to the profit and loss account differences between contributions
payable in the year and contributions actually paid are shown 
as either accruals or prepayments in the balance sheet ait group plc annual report and accounts 2004 35
1 accounting policies continued
employee share schemes
the issue of shares under employee share schemes is charged to 
the profit and loss account over the period to which participants’
performance relates the charge is based on the market value of the
shares less any consideration at the time of granting rights thereto
annual adjustments are made for staff who have left the group
during the year
t axation
current tax including uk corporation tax and foreign tax is provided
at amounts expected to be paid or recovered using the tax rates
and laws that have been enacted or substantially enacted by the
balance sheet date 
deferred tax is recognised in respect of all timing differences that 
have originated but not reversed at the balance sheet date where
transactions or events that result in an obligation to pay more tax in
the future or a right to pay less tax in the future have occurred at the
balance sheet date timing differences are differences between the
group’s profits and its results as stated in the financial statements 
that arise from the inclusion of gains and losses in tax assessments 
in periods different from those in which they are recognised in the
financial statements
a net deferred tax asset is regarded as recoverable and therefore
recognised when it is more likely than not that there will be suitable
taxable profits from which the future reversal of the underlying
timing differences can be deducted
deferred tax is measured at the average tax rates that are expected
to apply in the periods in which the timing differences are expected 
to reverse based on tax rates and laws that have been enacted or
substantively enacted by the balance sheet date
hire purchase and leasing commitments
assets obtained under hire purchase contracts or finance leases are
capitalised in the balance sheet when they give rights approximating 
to ownership
those held under hire purchase contracts are depreciated over 
their estimated useful lives assets held under finance leases are
depreciated over their estimated useful lives or the lease term
whichever is the shorter the interest element of these obligations 
is charged to the profit and loss account over the relevant period
the capital element of the future payments is treated as a liability
rentals paid under operating leases are charged to the profit and
loss account as incurred profit on sale and leaseback is amortised
over the period to the first rent review  notes to the financial statements
for the year ended 31 march 2004
36 ait group plc annual report and accounts 2004
2 segmental information
turnover includes revenue recognised from licence maintenance support integration and development throughout the year turnover 
was derived from a single class of business being the provision and maintenance of information technology products and solutions
turnover by geographical destination for the year was as follows
2004 2003 
£’000 £’000
europe 15414 13425
north america 3449 2791
rest of world 785 1368
19648 17584
turnover by type of revenue for the year was as follows
2004 2003 
£’000 £’000
licence and maintenance revenues 11002 8429
professional services revenues 8646 9155
19648 17584
turnover operating profitloss and net assets by geographical source for the year were as follows
united kingdom usa group
restated restated
2004 2003 2004 2003 2004 2003
£’000 £’000 £’000 £’000 £’000 £’000
turnover 15839 13425 3809 4159 19648 17584
operating profitloss 2015 26467 294 11844 2309 38311
share of associates’ operating loss – 141 – – – 141
loss on disposal of associate – 382 – – – 382
finance incomecharges 4 17 295 498 291 515
profitloss on ordinary activities before taxation 2019 27007 1 12342 2018 39349
net assetsliabilities 5868 6036 13174 12804 7306 18840 ait group plc annual report and accounts 2004 37
3 exceptional items
exceptional incomecharges comprises
restated
2004 2003
£’000 £’000
goodwill impairment – 10434
write down of associate investment – 2177
restructuring and reorganisation costs 615 5376
onerous leases and other commercial liabilities 159 5005
gain on ima loan note settlement see note 14 941 –
loan recovery from former associate 500 –
985 22992
loss on disposal of associate – 382
985 23374
the loan recovery relates to the receipt of £500000 from a former associate company of the group in settlement of a term loan obligation
which had been fully provided for in financial year 2003
exceptional charges in 2003 comprised £2943000 attributable to cost of sales £674000 attributable to distribution costs £19375000
attributable to administrative expenses and £382000 attributable to loss on disposal of associate prior year comparatives have been
restated to reflect the prior year adjustments described in note 20
4 operating profitloss
the operating profitloss is stated after chargingcrediting
2004 2003
£’000 £’000
hire of plant and machinery 223 559
rents payable under operating leases 931 1365
other operating leases 639 3411
depreciation – owned assets 262 675
depreciation – assets on finance lease contracts 93 10
impairment of goodwill note 3 – 10434
amortisation of goodwill 246 391
amortisation of other intangible assets – licences 330 –
profit on disposal of fixed assets – 6
auditors’ remuneration
• audit services – deloitte  t ouche llp 47 47
• nonaudit services – arthur andersen – 23
• nonaudit services – deloitte  t ouche llp 126 79
research and development 4357 6332
in addition to the amounts noted above deloitte  t ouche llp received fees totalling £40000 in connection with the issue of shares in the
year 2003 £246000 the charge for which has been debited to share premium account notes to the financial statements
for the year ended 31 march 2004
38 ait group plc annual report and accounts 2004
5 information regarding directors and employees
2004 2003 
£’000 £’000
directors’ emoluments
remuneration 750 677
pension contributions 38 45
788 722
2004 2003 
£’000 £’000
the highest paid director received
remuneration 348 165
pension contributions 26 15
374 180
2004 2003 
£’000 £’000
staff costs including directors
wages and salaries 9400 19561
social security costs 941 1661
pension contributions 377 614
10718 21836
wages and salaries and social security costs include £562658 2003 £3858464 of severance costs charged to restructuring and
reorganisation costs under exceptional items refer to note 3
2004 2003
number number
operational and product development 109 233
management  administration 22 49
sales  marketing 28 61
159 343
the total number of employees at the year end was 135 174
6 finance charges
2004 2003 
£’000 £’000
interest receivable and similar income 103 132
interest payable
– on bank loan overdrafts and other loans 342 641
– on finance lease agreements 52 6
291 515 ait group plc annual report and accounts 2004 39
7 tax on profitloss on ordinary activities 
the tax credit on the profitloss on ordinary activities for the year was as follows
2004 2003 
£’000 £’000
adjustment in respect of prior years being total current tax credit 18 334
recognition of deferred tax asset 930 –
adjustment to deferred tax provision – 71
total tax credit on profitloss on ordinary activities 948 405
the difference between the total current tax credit shown above and the amount calculated by applying the standard rate of uk
corporation tax to the profitloss before tax is as follows
restated
2004 2003 
£’000 £’000
profitloss on ordinary activities before tax 2018 39349
profitloss on ordinary activities multiplied by the standard rate of uk corporation tax 606 11805
effects of
goodwill amortisation not deductible for tax purposes – 24
higher tax rates on overseas earnings 145 567
capital allowances in excess of depreciation 80 2
expenses not deductible for tax purposes 607 2256
movement in short term timing differences 296 3691
decreaseincrease in potential deferred tax asset not recognised 964 6403
state tax deduction 3 –
adjustment in respect of prior years 33 334
current tax credit 18 334
the tax charge in future periods will be principally affected by the group’s ability to generate taxable profits as at 31 march 2004 there
were estimated tax losses in the uk including associates’ losses of £23240000 2003 £22144000 and overseas losses of £2074000
2003 £4322000
deferred tax
deferred tax assets have been recognised in respect of tax losses that are likely to be utilised in the year to 31 march 2005 a reconciliation
of the deferred tax assets contained in the group balance sheet and shown in note 12 is given below
2004 2003 
£’000 £’000
deferred tax asset brought forward – –
recognised in the year 930 –
deferred tax asset carried forward 930 –
there were unrecognised potential deferred tax assets as set out below
2004 2003 
£’000 £’000
accelerated depreciation 51 –
shortterm timing differences 3332 –
t ax losses carried forward 6941 11288
10324 11288
due to the losses made in the year ended 31 march 2002 losses carried forward have generated a deferred tax credit of £930000 which
represents the value of the tax saving throughout the group against forecast profits for the year ended 31 march 2005 in accordance with
frs19 the directors have not recognised deferred tax assets for future accounting periods the assets will be recognised in future periods 
as their recoverability becomes foreseeable there were no unrecognised deferred tax liabilities at either year end notes to the financial statements
for the year ended 31 march 2004
40 ait group plc annual report and accounts 2004
8 earningsloss per share
earningsloss per share has been calculated in accordance with financial reporting standard 14 by dividing the consolidated profitloss
after tax attributable to shareholders by the weighted average number of 25p ordinary shares outstanding during the year
diluted earningsloss per share has been calculated on the same basis as above except that the weighted average number of 25p ordinary
shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares has been added to the
denominator for a loss making financial period where there are outstanding share options or warrants diluted loss per share would only be
increased by the exercise of outofthemoney options or warrants since it seems inappropriate to assume that option holders or warrant
holders would act irrationally outofthemoney options or warrants are assumed not to be dilutive in a loss making period there are no
changes to the profitloss numerator as a result of the dilutive calculation 
the calculations of earningsloss per share are based on profit on ordinary activities after taxation of £2966000 2003 loss £38944000
comparative figures for 2003 loss per share and loss on ordinary activities after taxation have been restated to reflect the prior year
adjustments described in note 20
adjusted earningsloss per share information has been disclosed to provide a more comparable indication of the underlying trading
performance 
the earnings per share information has been calculated as follows
restated
2004 2003 
£’000 £’000
profitloss after taxation 2966 38944
adjustment to exclude amortisation of goodwill 246 391
adjustment to exclude exceptional items 985 23374
adjustment to exclude recognition of deferred tax asset 930 –
adjusted profitloss 1297 15179
2004 2003
number number
weighted average number of shares in issue 36782407 13340969
effect of dilutive potential ordinary shares – share options 100969 –
effect of dilutive potential ordinary shares – warrants 2725657 –
diluted weighted average number of shares 39609033 13340969
restated
2004 2003 
pence pence
basic earningsloss per share 806 29191
dilution impact 057 –
diluted earningsloss per share 749 29191
adjustment to exclude amortisation of goodwill 062 293
adjustment to exclude exceptional items 249 17520
adjustment to exclude recognition of deferred tax asset 235 –
adjusted diluted earningsloss per share 327 11378 ait group plc annual report and accounts 2004 41
9 a intangible assets – goodwill
£’000
group
cost
at 1april 2003 and 31 march 2004 13832
amortisation
at 1 april 2003 11535
charge for year 246
at 31 march 2004 11781
net book value
at 31 march 2004 2051
at 31 march 2003 2297
9 b intangible assets – licences
£’000
group
cost
at 1 april 2003 –
additions 630
at 31 march 2004 630
amortisation
at 1 april 2003 –
charge for year 330
at 31 march 2004 330
net book value
at 31 march 2004 300
at 31 march 2003 –
10 tangible fixed assets
leasehold fixtures computer
improvements and fittings equipment t otal
£’000 £’000 £’000 £’000
group
cost
at 1 april 2003 1941 240 428 2609
additions 3– 362 365
exchange adjustment 3 7 63 73
at 31 march 2004 1941 233 727 2901
depreciation
at 1 april 2003 788 182 337 1307
charge for year 159 37 159 355
exchange adjustment 1 8 45 54
at 31 march 2004 946 211 451 1608
net book value
at 31 march 2004 995 22 276 1293
at 31 march 2003 1153 58 91 1302
fixed assets included in the above which are held under finance lease contracts comprises computer equipment with a net book value 
of £243634 2003 £nil which was depreciated by £93704 2003£nil
there were no capital commitments contracted but not provided for at the year end notes to the financial statements
for the year ended 31 march 2004
42 ait group plc annual report and accounts 2004
11 investments
£’000
company
cost and net book value
at 1april 2003 and 31 march 2004 1863
shares in group undertakings country of registration or incorporation  of share capital  voting rights held principal activity
ait limited england  wales 100 development and sale of 
computer software and services
ait quest trustee limited england  wales 100 t rustee for ait group plc’s 
employee share ownership trust
the group also owns through its subsidiaries the following companies
shares in group undertakings country of registration or incorporation  of share capital  voting rights held principal activity
ait usa inc ohio usa 100 development and sale of 
computer software and services
12 debtors
2004 2003
£’000 £’000
group
trade debtors 1826 2826
amounts recoverable on contracts 53 344
deferred tax asset 930 –
corporation tax recoverable – 333
prepayments and other debtors 382 611
3191 4114
2004 2003
£’000 £’000 
company
amounts falling due within one year
corporation tax – 44
2004 2003
£’000 £’000 
company
amounts falling due after more than one year
amounts owed by group undertakings 21631 21580 ait group plc annual report and accounts 2004 43
13 creditors amounts falling due within one year
2004 2003
£’000 £’000
group
bank loan refer note 14 1500 1125
t rade creditors 563 1897
social security and other taxes 1162 1150
finance lease contracts 341 –
other creditors 48 48
3614 4220
2004 2003
£’000 £’000
company
other creditors 433 29
14 creditors amounts falling due after more than one year
2004 2003
£’000 £’000
group
bank loan repayable between two and five years 4500 4875
finance lease contracts repayable between two and five years 524 –
directors’ and former directors’ loans – 754
ima loan note – 2222
5024 7851
the bank loan is scheduled as repayable in 16 quarterly instalments commencing april 2004 the bank loan attracts interest at 2 above
national westminster bank base rates
the ima loan note balance at 31 march 2003 was us3500000 during the year a payment of £969000 us1750000 was made
together with costs of £28000 us50000 in full settlement of the ima loan notes an exceptional gain of £941000 was realised on 
the settlement of this liability
the directors’ and former directors’ loans were converted into ordinary shares during the year see note 18
2004 2003
£’000 £’000
company
directors’ and former directors’ loans – 754
15 operating lease commitments
at 31 march 2004 there were annual commitments under operating leases as follows
land and buildings other leases
2004 2003 2004 2003
£’000 £’000 £’000 £’000
expiring within one year 257 60 143 982
expiring between one and five years – 303 304 662
expiring in more than five years 942 1223 6 –
1199 1586 453 1644 notes to the financial statements
for the year ended 31 march 2004
44 ait group plc annual report and accounts 2004
16 provisions for liabilities and charges
onerous 
leasesother 
commercial 
liabilities
£’000
group
at 1 april 2003 6853
utilisation of provision – non recurring settlements 838
utilisation of provision – other 1119
net release of unutilised provision 321
exchange movement 50
as at 31 march 2004 4525
the provision for onerous leases and other commercial liabilities represents provision for commitments of the group that are not expected 
to generate future economic benefit these commitments include leases for property and other operating assets which the directors have
assessed as excessive following the restructuring of the business supply contracts for outsourced staff on a take or pay basis which the
directors consider to be onerous and provision for the resolution of commercial matters with business partners the provision represents the
directors’ estimate of the costs to the group of settling these commitments the directors expect the provision for onerous leases and other
commercial liabilities to be utilised over the course of the four financial years ending 31 march 2008
17  accruals and deferred income 
2004 2003
£’000 £’000 
falling due within one year
accruals 3005 2 640
deferred income 5367 7218
8372 9858
falling due after one year
deferred income 274 506
8646 10364
18 calledup share capital
authorised
nominal 2004 2003
number class value £’000 £’000
80642081 ordinary 25p 2016 2016
2038947966 deferred 01p 2039 2039
4055 4055
allotted issued and fully paid
nominal 2004 2003
number class value £’000 £’000
50290820 2003 24657210 shares ordinary 25p 1257 616
2038947966 deferred 01p 2039 2039
3296 2655 ait group plc annual report and accounts 2004 45
18 calledup share capital continued
on 24 june 2003 the company issued unlisted unsecured convertible loan notes with an aggregate value of £5 million in order to
strengthen its balance sheet and to provide additional working capital the loan notes were convertible into ordinary shares at a price 
of 25 pence per share representing a discount of approximately 74 to the closing midmarket price of 24 june 2003 the loan notes
were redeemable in whole or in part at any time between 1 october 2004 and 10 july 2008 and they attracted interest at libor minus 
2 if not converted prior to 31 october 2003 the loan notes carried a redemption premium of at least three times the principal value 
the loan notes were automatically convertible upon shareholder approval at an extraordinary general meeting on 16 september 2003 the
company’s shareholders approved the resolutions to effect the allotment of 20000000 ordinary shares upon conversion of the loan notes
on 21 august 2003 richard hicks garfield collins and carl rigby the latter two being former directors of the company entered into
agreements with the company in respect of loans due to them in consideration of the release of the company’s obligation to repay such
loans and accrued interest the individuals were allotted 1061730 ordinary shares in settlement of their aggregate loan balances of
£796298 including accrued interest the effective conversion price was 75 pence per share representing a discount of approximately 45
to the closing midmarket price on 21 august 2003 the principal amounts of these loans were due for repayment between 1 august 2003
and 1 august 2004 the conversion of these loans was approved by shareholders at an extraordinary general meeting of the company on 
16 september 2003
on 15 january 2004 the company announced the placing of 4571880 ordinary shares with institutional investors at a price of 60 pence
per share the shares were issued for a total cash consideration of £2743128 before costs including share premium arising of £2628831
for the purposes of providing funds for repayment of the ima loan notes and to provide additional funds to further strengthen the
company’s balance sheet
share options in issue at 31 march 2004 all of which may normally be exercised up to nine years from the date on which they first vest 
are shown below
option exercisable 
grant date price from number
20oct 02 £0875 20oct03 1723100
25june03 £0275 25june04 255000
15jan04 £074 15jan05 298000
30mar04 £0705 30mar05 24000
2300100
in addition to the share options noted above the company had 554613 share options in issue which predated the capital reorganisation
carried out during the financial year 2003 the exercise price of those share options ranged from £4450 to £33950 and they were
exercisable at various points from 1 december 2000 to 1 april 2005 these options were cancelled during the year
there are also 4865990 warrants in issue at a subscription price of 25p the subscription rights conferred by warrants will be capable of
exercise at any time between 7 september 2003 and 7 september 2009 ordinary shares allotted pursuant to any exercise of subscription
rights conferred by the existing warrants shall be allotted and issued fully paid shall not rank to any dividends or other distributions
declared paid or made on the ordinary share capital of the company by reference to a record date prior to the date of exercise of such
subscription rights but subject thereto shall otherwise rank pari passu in all other respects with the ordinary shares then in issue
in the event that the number andor nominal value of ordinary shares to be subscribed will be increaseddecreased the warrantholder’s
proportion of voting rights in the company and rights to participate in the profits and assets of the company will be maintained
certain events may trigger adjustments to the number of warrants andor the subscription price including capital reorganisation or where
the company issues shares at a price lower than the warrant subscription price or the company issues shares at a subscription price lower
than market price per share on the date of the relevant offer notes to the financial statements
for the year ended 31 march 2004
46 ait group plc annual report and accounts 2004
19 shareholders’ deficitfunds
restated
restated profit  
share share other merger own loss restated
capital premium reserve reserve shares account total
£’000 £’000 £’000 £’000 £’000 £’000 £’000
group
at 1 april 2003 2655 20042 336 1162 529 40182 18840
profit ––––– 2966 2966
shares issued 641 7898 – – – – 8539
costs of share issue – 398 – – – – 398
foreign exchange – – 427 – – – 427
at 31 march 2004 3296 27542 763 1162 529 37216 7306
company
at 1 april 2003 2655 20042 – – – 7 22704
loss ––––– 1131 1131
shares issued 641 7898 – – – – 8539
costs of share issue – 398 – – – – 398
at 31 march 2004 3296 27542 – – – 1124 29714
20 prior year adjustments 
bad debt expense in the comparative figures being for the year ended 31 march 2003 and debtors as at 31 march 2002 have been reduced
by £1350000 to reflect the consequences of a prior year adjustment this adjustment has been necessary to reflect more accurately the
level of entitlement to consideration in respect of licence revenues in the year to 31 march 2002 and thus to reduce turnover in that year
and to reduce debtors as at 31 march 2002 the bad debt expense originally recognised in 2003 is therefore not required there is no impact
on the 2003 balance sheet or cashflows for any period
the prior year comparatives have been restated to reflect the application of urgent issues task force abstract 38 which requires own shares
held to be shown as a deduction from shareholders funds as a result of this adjustment the impairment charge of £528000 that was
included in exceptional administrative expenses in 2003 is no longer required as the own shares are held at their original cost on the face 
of the balance sheet 
21 financial instruments
group policy prohibits speculative transactions and no trading activity in financial instruments is undertaken treasury policies are determined
by the chief financial officer based on forecast business requirements and are reviewed regularly by the board 
certain financial assets such as investments in subsidiary undertakings are excluded from the scope of these disclosures as permitted 
by frs 13 short term debtors and creditors have been excluded from the disclosures except for the currency disclosures
a interest rate profile
all of the group’s financial assets comprising £7508370 denominated in sterling and £159390 denominated in us dollars 
2003 £2270653 denominated in sterling and £465103 denominated in us dollars are held at floating interest rates
the financial assets of the group comprise cash and cash equivalents of £7667759 2003 £2735756 of this amount £442145 
was held on deposit not available on 24 hours notice 2003 £722586
details of the interest rate profile of the group’s bank loan obligations are shown in note 14 in addition the group has finance lease
obligations of £864959 2003 £nil which are classified as financial liabilities and are held at fixed interest rates
b currency exposures
substantially all of the monetary assets and liabilities of the group are denominated in the functional currency of the operating unit
involved
22 fair values of the group’s financial assets liabilities and instruments
as at 31 march 2004 the book values of the group’s financial assets financial liabilities and financial instruments were not materially
different to their estimated fair values ait group plc annual report and accounts 2004 47
notice of annual general meeting
notice is hereby given that the annual general meeting of ait group plc “the company” will be held at the smith centre the fairmile
henleyonthames oxfordshire rg9 6ab on 12 august 2004 at 1000 am for the following purposes
ordinary business 
to consider and if thought fit to pass resolutions 1 to 6 inclusive as ordinary resolutions of the company
resolution 1
to receive and adopt the accounts of the company for the financial year ended 31 march 2004 together with the reports of the directors 
of the company and the auditors of the company on those accounts
resolution 2
to receive adopt and approve the remuneration report for the financial year ended 31 march 2004
resolution 3
to reappoint deloitte  t ouche llp as auditors of the company to hold office until the conclusion of the next general meeting at which
accounts are laid before the company and to authorise the directors of the company to fix and determine deloitte  t ouche llp’s
remuneration for the ensuing year
resolution 4
to reelect richard hicks as a director of the company
resolution 5
to reelect rob stavis as a director of the company
resolution 6
to reelect matthew white as a director of the company
special business
to consider and if thought fit to pass the following resolutions of which resolutions 7 and 8 will be proposed as ordinary resolutions 
of the company and resolution 9 as a special resolution of the company 
resolution 7
that the authorised share capital of the company be increased by £281000 from £4055000 to £4336000 by the creation of 11240000
ordinary shares of 25p each in the company ranking pari passu with the existing ordinary shares of 25p each in the company
resolution 8
that in substitution for any existing authority
a in accordance with section 80 of the companies act 1985 the “act” the directors be and are hereby generally and unconditionally
authorised to exercise all the powers of the company to allot relevant securities within the terms of the following restrictions and
provisions namely
i this authority shall unless previously revoked varied or renewed by the company in general meeting expire on the earlier of the
conclusion of the next annual general meeting of the company following the passing of this resolution and the date 15 months
after the date of passing of such resolution and
ii this authority shall be limited to the allotment of relevant securities up to an aggregate nominal amount of £500000 and
b for the purpose of subparagraph a above
i the said power shall allow and enable the directors to make an offer or agreement which would or might require relevant securities
to be allotted after such expiry and the directors may allot relevant securities in pursuance of such an offer or agreement as if the
power conferred hereby had not expired and
ii words and expressions defined in or for the purpose of part iv of the act shall bear the same meaning herein
resolution 9
that
a conditionally upon the passing of resolution 8 above and in accordance with section 95 of the act the directors be and are hereby
given power to allot equity securities for cash pursuant to the authority conferred by resolution 8 above as if subsection 1 of section
89 of the act did not apply to any such allotment provided that
i the power hereby granted shall be limited
aa to the allotment of equity securities in connection with or pursuant to an offer by way of rights to the holders of shares in the
company and other persons entitled to participate therein in the proportion as nearly as may be to such holders’ holdings 
of such shares or as appropriate to the number of shares which such other persons are for these purposes deemed to hold
subject only to such exclusions or other arrangements as the directors may feel necessary or expedient to deal with fractional
entitlements or the regulations or requirements of any recognised regulatory body in any territory
bb to the grant of options to subscribe for shares in the company and the allotment of such shares pursuant to the exercise 
of options granted under the terms of any share option scheme adopted or operated by the company and 
cc to the allotment of equity securities otherwise than pursuant to subparagraphs aa and bb above up to an aggregate
nominal amount of £125727
ii the power hereby granted shall expire on the earlier of the conclusion of the next annual general meeting of the company following
the passing of this resolution and the date 15 months after the passing of such resolution b i the said power shall allow and enable the directors to make an offer or agreement before the expiry of the said power which would
or might require equity securities to be allotted pursuant to such offer or agreement after such expiry as if the power conferred
herein had not expired and
ii words and expressions defined in or for the purpose of part iv of the act shall bear the same meaning herein
by order of the board registered office
the smith centre 
the fairmile
matthew white henleyonthames
company secretary oxfordshire rg9 6ab
16 july 2004
notes
1 only those shareholders registered in the register of members of the company as at 1000 am on 10 august 2004 shall be entitled to attend and vote at
the meeting in respect of the number of shares registered in their name at that time changes to entries on the relevant register of securities after 1000
am on 10 august 2004 shall be disregarded in determining the rights of any person to attend or vote at the meeting
2 any shareholder who is entitled to attend and vote at this meeting is entitled to appoint a proxy to attend and on a poll vote on his or her behalf a proxy
need not be a shareholder of the company completion and return of the form of proxy will not preclude a shareholder from attending and voting at the
meeting
3 a form of proxy is enclosed which to be effective must be completed and received by the company’s registrars at capita registrars proxy department
po box 25 beckenham kent br3 4br not later than 1000 am on 10 august 2004
4 the following documents are available for inspection on any day except saturday sunday and bank holidays during usual business hours at the
registered office of the company and will on the date of the annual general meeting be available for inspection from 15 minutes prior to until the
conclusion of the meeting
i the register of interests of directors and their family interests in the share capital of the company
ii copies of all the contracts of service and letters of engagement between the directors of the company and the company or any of its subsidiaries
and
iii the memorandum and articles of association of the company
in view of the voting and quorum requirements for the annual general meeting shareholders are particularly requested to complete and return their forms 
of proxy whether or not they intend to be present at the annual general meeting
the annual general meeting starts at 1000 am however the doors to the meeting will be open from 945 am and you may wish to arrive by 945 am to take
your seat in good time for the start of the meeting
annual report and accounts and remuneration report resolutions 1 and 2
the directors of the company “the directors” must lay the accounts of the company for the financial year ended 31 march 2004 the report of the directors
and the report of the auditors of the company on those accounts before the meeting
in addition resolution 2 provides for the remuneration report for the financial year ended 31 march 2004 to be received adopted and approved 
by the meeting
an extract from the auditors’ report on page 28 of the annual report and accounts will be read at the meeting
appointment and remuneration of auditors resolution 3
the company is required to appoint auditors at each general meeting at which accounts are laid before the company to hold office until the next such
meeting resolution 3 proposes the reappointment of deloitte  t ouche llp as auditors of the company and authorises the directors to fix and determine
their remuneration for the ensuing year
reelection of directors resolutions 4 5 and 6
under the regulations of the company’s articles of association concerning retirement by rotation and reelection richard hicks and rob stavis are both
required to retire as directors and are both recommended by the directors for reelection
matthew white has been appointed since the company’s last annual general meeting and is offering himself for reelection brief biographical details 
of the directors appear on page 21 of the annual report and accounts
special business resolutions 7 8 and 9
resolution 7 is to increase the authorised share capital of the company in order to ensure that there is sufficient headroom to allow for the issue of shares
pursuant to the exercise of warrants granted by the company to certain investors as part of the refinancing of the company in september 2002 the issue of
shares pursuant to the exercise of options granted and to be granted under the terms of share option schemes adopted or operated by the company including
a long term incentive plan to be established for the benefit of members of the companys management and in order to give the board flexibility for the future
resolution 8 is to confer on the directors authority to allot ordinary shares pursuant to section 80 of the act amounting to approximately onethird of the
anticipated issued share capital of the company as diluted 
resolution 9 is to confer on the directors power to allot ordinary shares as if the statutory preemption rights set out in section 89 of the act did not apply to
such allotments plus in order to give the board flexibility for the future an additional authority amounting to approximately 10 of the current issued share
capital of the company 
notice of annual general meeting
48 ait group plc annual report and accounts 2004 ait makes customer interaction software that
helps companies be more profitable by serving
people better 
our software is used by organisations that 
lead the world’ s most demanding customer
intensive sectors including financial services
public services and contact centres
ait software addresses the two greatest
challenges facing every large organisation
improving the customer experience and
responding to change
interaction
intelligence ™
increasing workplace 
 efficiency and channel 
 effectiveness through 
 business process 
 management
increasing customer  
retention by improving the 
customer experience
interaction zones
increasing the  
effectiveness of sales  
campaigns through  
intelligent interactions
 
enforcing compliance  
through auditable  
rulesbased customer  
interaction procedures
attracting new customers
getting them on board
helping them buy more he
serving them faster se
keeping them loyal
we help improve customer experiences 
through interaction intelligence™
when our clients are interacting with their
customers in the five interaction zones
main board
non executives
richard hicks
non executive chairman
felda hardymon
non executive director
rob stavis
non executive director
hugh mccartney
non executive director
geoff probert
non executive director
executives
nick randall
chief executive officer
matthew white
chief financial officer
company secretary
tim shaw
chief t echnology officer
paul frederick
evp business development
tracy isacke
general manager emea
chris lowther
general manager asia pacific
advisors
auditors
deloitte  touche llp
abbots house abbey street
reading berkshire rg1 3bd
solicitors
taylor wessing
carmelite 50 victoria embankment
blackfriars london ec4y 0dx
stockbrokers  nominated advisors
arbuthnot securities limited
arbuthnot house 20 ropemaker street
london ec2y 9ar
principal bankers
national westminster bank plc
abbey gardens 4 abbey street
reading berkshire rg1 3ba
registrars
capita registrars
northern house woodsome park
fenay bridge huddersfield hd8 0la
richard morrison
general manager americas
gareth evans
group operations director
sarah haskell
group marketing director
mike mcgroarty
general counsel
executive management t eam
registered office
the smith centre the fairmile
henleyonthames oxfordshire rg9 6ab
company number
03358035 ait group plc
annual report and accounts
for the year ended 31 march 2004
ait group plc
the smith centre
the fairmile
henleyonthames
oxfordshire rg9 6ab
t 44 01491 416600
f 44 01491 416601
e contactusaitgroupcom
wwwwaitgroupcom
ait usa inc 
639 research parkway
suite 100
meriden ct 06450
usa
t 44 203 630 1942
f 44 203 630 7094
e contactusaitgroupcom
asia pacific
ait aspac pte ltd
p o box 162
singapore 911206
singapore
t 65 9752 1759
e aitaspacaitgroupcom
ait group plc annual report and accounts for the year ended 31 march 2004


Summary:
 ait makes customer interaction software that
helps companies be more profitable by serving
people better 
our software is used by organisations that 
lead the world’ s most demanding customer
intensive sectors including financial services
public services and contact centres
ait software addresses the two greatest
challenges facing every large organisation
improving the customer experience and
responding to change
interaction
intelligence ™
increasing workplace 
 efficiency and channel 
 effectiveness through 
 business process 
 management
increasing customer  
retention by improving the 
customer experience
interaction zones
increasing the  
effectiveness of sales  
campaigns through  
intelligent interactions
 
enforcing compliance  
through auditable  
rulesbased customer  
interaction procedures
attracting new customers
getting them on board
helping them buy more he
serving them faster se
keeping them loyal
we help improve customer experiences 
through interaction intelligence™
when our clients are interacting with their
customers in the five interaction zones
main board
non executives
richard hicks
non executive chairman
felda hardymon
non executive director
rob stavis
non executive director
hugh mccartney
non executive director
geoff probert
non executive director
executives
nick randall
chief executive officer
matthew white
chief financial officer
company secretary
tim shaw
chief t echnology officer
paul frederick
evp business development
tracy isacke
general manager emea
chris lowther
general manager asia pacific
advisors
auditors
deloitte  touche llp
abbots house abbey street
reading berkshire rg1 3bd
solicitors
taylor wessing
carmelite 50 victoria embankment
blackfriars london ec4y 0dx
stockbrokers  nominated advisors
arbuthnot securities limited
arbuthnot house 20 ropemaker street
london ec2y 9ar
principal bankers
national westminster bank plc
abbey gardens 4 abbey street
reading berkshire rg1 3ba
registrars
capita registrars
northern house woodsome park
fenay bridge huddersfield hd8 0la
richard morrison
general manager americas
gareth evans
group operations director
sarah haskell
group marketing director
mike mcgroarty
general counsel
executive management t eam
registered office
the smith centre the fairmile
henleyonthames oxfordshire rg9 6ab
company number
03358035 ait group plc annual report and accounts 2004 01
highlights
•t urnover increased by 117 to £196 million 
• successfully increased the proportion of higher margin licence
related revenue to service revenue licence and maintenance
revenues increased 31 to £110 million representing 
56 of all turnover 
• operating profit of £13 million before exceptional income 
of £10 million
•pretax profit of £20 million after exceptional income 
•fully diluted earnings per share of 7 49p
•adjusted diluted earnings per share of 327p after 
excluding goodwill amortisation exceptional items 
and recognition of deferred tax asset 
• balance sheet strengthened considerably cash and deposits 
at bank of £7 7 million net cashdebt position improved by 
£7 0 million with net funds at year end of £08 million 
£196m
turnover
£1 3m
operating profit before exceptionals
£20m
pretax profit after exceptionals
contents
02 ait at a glance
04 chairman’s statement
06 financial services – nationwide
08 chief executive’s review
10 public services – leading police force
12 chief executive’s review continued
14 contact centres – humana
16 financial review
18 foundation software – fiserv
20 financial review continued
21 board of directors
22 directors’ report
24 corporate governance statement
26 directors’ remuneration report
28 independent auditors’ report
29 group profit and loss account
29 group statement of t otal recognised gains and losses
30 group balance sheet
31 group cashflow statement
32 notes to the group cashflow statement
33 company balance sheet
34 notes to the financial statements
ibc managers and advisors