annual report 
and accounts 2009
the
secret to
longer
lasting 
performance 
overview
01 highlights
02 group at a glance
04 chairman’s statement
06 chief executive’s review
10 at home with the ssl family

business review
14 strategy and priorities
15 business review
24 corporate responsibility
28 financial review
32 risks and uncertainties

governance
34 board of directors
36 executive committee
37 corporate governance
40 directors’ report
42 remuneration report
50 statement of directors’ responsibilities
51 auditors’ report

financial statements
52 consolidated income statement
53 consolidated balance sheet
54 consolidated statement of recognised 
income and expense
55 consolidated statement of cash flows
56 notes to the consolidated financial
statements
95 principal group undertakings
96 company balance sheet
97 company accounting policies
99 notes to the company accounts
104 ssl directory

shareholder information
106 company information
financial calendar
2009 has been another year
of good progress w e are absolutely
focused on delivering products that
delight our customers and meet the
changing needs of all ages around
the world 
at ssl we have the people
vision and strategy to achieve 
that mindful of today’s business
challenges but confident in our
growth opportunities we are
building for sustained success
the chief executive’s review and certain other sections of the annual
report contain forward looking statements that are subject to factors
associated with amongst other matters the economic and business
circumstances occurring from time to time in the countries and sectors 
in which the group operates it is believed that the expectations
reflected in these statements are reasonable but they may be affected
by a wide range of variables which could cause actual results to differ
materially from those anticipated at the date of the annual report 310309 310308
1
adjusted sales
sales £m £m growth 
durex 2669 2487 73
scholl footcare 1 430 1 284 1 14
scholl footwear 929 884 51
locally owned brands 753 762 12
t otal branded consumer 5781 5417 67
other 643 619 39
t otal sales 6424 6036 64
overview  annual report and accounts 2009     01
280p

earnings 
per share
up 359 
2
64

sales 
growth 
1
64p

314

operating
profit
growth 
2
final
dividend
up 208
1 prior period sales translated at current period average exchange rates
2 increase based on prior years’ results before oneoff charges

highlights durex has been making condoms of the highest
quality for 80 years and continues to strengthen 
its position as global market leader  in recent years
the brand has been expanded to provide products
such as lubricants and vibrators that are designed to
enhance consumers’ sex lives and sexual wellbeing
durex condoms
with about 35 per cent value share of the global branded
condom market making it the number one condom brand
in the world durex condom sales continue to perform
strongly in all markets with global sales growth for the year
200809 at 55 per cent in 2008 durex sales grew at twice
the rate of its major competitors 
durex play lubricants
a key part of the durex brand our range of lubricants 
has been extended this year to include durex play o 
a stimulating gel for women durex play 2in1 massage
mousse and durex play 2in1 massage melts have been
successfully rolled out across global markets
durex play vibrators
our range of personal vibrators is designed to help
people have happier healthier and more fulfilling sex 
lives our most recent addition is the durex pure fantasy
which is designed as a sleek gimmickfree product
through indepth consumer insight with an
innovative approach to foot health and wellbeing
grounded in science and knowledge of the
mechanics of the foot the scholl footcare range
addresses five key types of foot conditions to help
people improve their overall comfort and wellbeing
foot skin conditions
for conditions such as dry hard and cracked skin corn
callus and blister the product range includes scholl cracked
heel repair cream with a new formulation which contains
active repair k for stimulating skin cell regrowth scholl
deep moisturising cream and scholl clear gel blister and
corn plasters
musculoskeletal conditions
caused by inherent malfunctions in the feet and body 
– for example arch problems and heel pain products 
include scholl party feet and the recently launched 
scholl biomechanics range
foot environment conditions
caused by body functions or activities – odour hot and
cold feet as well as tired and aching feet the product
range includes the newly launched scholl deoactiv fresh
part of our odour control range and scholl flight socks
virus and fungus conditions
for conditions such as warts verrucas and athletes’ 
foot the product range includes scholl freeze verruca 
 wart remover and scholl athletes foot cream
nail conditions
discoloured toenails is a problem addressed by scholl nail
brightening systemperfect nail t reatment a revolutionary
product with a three step approach to reducing
discolouration smoothing and conditioning toenails

scholl footcare

durex
42
group
sales 
22
group
sales 
from 
head to toe
0203   overview  annual report and accounts 2009 

products featured opposite
1 durex avanti ultima    2 scholl party feet    3 mister baby pasta protettiva nappy changing cream    
4 paramol tablets    5 durex play    6 scholl footwear    7 scholl nail brightening system    8 full marks solution    
9 scholl orthaheel insoles    10 scholl deoactiv fresh foot gel    11 scholl cracked heel repair cream    
12 mister baby biberon mamma nature feeding bottle with a special teat which simulates the breast    
13 durex play ultra    14 durex play o    15 durex play 2in1 massage melts
76
europe 
19
asia pacific 
5
americas 

sales by geography
1
1 by location of assets 
new 
product
scholl footwear continues with its strategy to
expand distribution beyond its traditional heartland
of pharmacy into the branded shoe trade market
backed by strong innovative product design core
technologies with others in development include
gelactiv 
all shoes in the gelactiv range have a pliable soothing
supportive gel insole inside the heel to cushion every step
bioprint
a biomechanically designed and proven cork foot bed 
that is flexible and comfortable offering the wearer better
comfort improved posture and easier walking
exercise
the pescura exercise sandal is the original and renowned
shoe redesigned in 2009 to celebrate its 50th anniversary
a range of new eyecatching styles coupled with a
contoured wooden footbed exercises and tones foot 
and leg muscles while you walk
locally owned brands are those brands that 
are sold in specific countries mainly in the united
kingdom and italy they play an important part in
achieving operating profit objectives by improving
overall sales and distribution efficiencies
uk
overthecounter products are sold in the uk to both
pharmacies and grocery stores the range includes 
oral analgesics such as paramol and cuprofen headlice
treatments such as full marks and paediatric medicines
such as medised
italy
mister baby offers a complete range of products designed
to meet all the most important needs of infancy including
products for feeding hygiene and play for babies and
children from 0 to 3 years also available in italy is sauber 
a range of wellbeing and healthcare products that includes
deodorants hosiery anticellulite treatments and other
body care products

locally owned brands

scholl footwear
14
group
sales 
12
group
sales 

new 
product

new 
product

new 
product

new 
product
12
3
8 7
91011 12 13 14 15
4
6
5 04  05   overview  annual report and accounts 2009 
gerald corbett growing sales
increasing earnings   
generating cash
“
our strategy of investing in our core brands of durex 
and scholl and expanding internationally whilst tightly
controlling costs continues to move the company
forwards this has been another year of outperformance
against our stated targets despite the challenging
consumer environment we see further opportunities 
for growth both organically through durex and scholl and
from our acquisitions particularly in russia and the cis
we have benefited from the weakness of sterling
which has enhanced our foreign earnings but have still
achieved good organic growth underlying sales growth was
64 per cent 2008 69 per cent with growth in each of the
three major categories durex scholl footcare and scholl
footwear operating profit growth again beat our double
digit growth target increasing by 314 per cent before one
off charges in the prior year 2008 254 per cent earnings
per share grew by 359 per cent to 280 pence
dividends
the directors recommend an increase in the final 
dividend of  208 per cent to 64 pence per ordinary 
share which subject to shareholder approval at the 
annual general meeting ‘agm’ on 23 july 2009 will 
be paid on 3 september 2009 to shareholders on the 

chairman’s statement
”
register on 7 august 2009 this will make a total dividend 
of 90 pence per ordinary share 2008 7 6 pence 
an increase of 184 per cent this dividend is covered 
three times by earnings and is underpinned by another
good year of cash flow 
board of directors
peter johnson joined the board as a nonexecutive
director on 1 october 2008 he has huge experience of
running international businesses and has immediately
made a positive contribution to the board’s deliberations
anna catalano stepped down as a nonexecutive director 
on 11 november 2008 i would like to thank anna for her 
efforts and contribution during her time on the board
outlook 
whilst the outlook remains challenging the new financial
year has begun in line with our expectations by growing
sales of our brands through innovation exploiting the
opportunities created by our acquisitions and continuing
to control our costs we are aiming at a target of growing
earnings per share by at least 50 over the next three 
years–to march 2012 we have a strong balance sheet and
an experienced management team to take advantage of
opportunities around the world
the achievements of the last year have been
possible only through the continuing considerable hard
work and commitment of our employees on behalf of 
the board i would like to thank them 
 06  07   overview  annual report and accounts 2009 
strong sales growth across 
durex and scholl improvements 
to manufacturing facilities and the
supply chain and key acquisitions
designed to strengthen our business
– this year has again seen ssl build
on its past performance despite
difficult trading conditions as chief
executive garry w atts explains

chief executive’s review
garry wa tts
“
”
people are 
always going 
to have sex and walk 314

operating
profit
growth
before oneoff charges in 200708 ssl has achieved its financial targets 
for the past three years – you must be pleased
i am delighted with the progress we have made our target
was to achieve double digit operating profit growth in each
of the three years until 200809 and we have achieved
that comfortably in difficult trading conditions a testament
to the strength of our brands our continued investment 
in innovation to bring new products to market our ongoing
ability to control costs and astute investment in future
growth opportunities
y ou have set new targets how 
confident are you of meeting them in the current
economic downturn
we believe we are well positioned to build on our strong
operating and financial platforms our core brands durex
and scholl continue to meet consumer needs regularly
bringing new products to the market the restructuring 
of our supply chain over the past few years has improved
efficiency and is increasing capacity and our increased
presence in emerging consumer markets provides real
opportunities for longterm growth of course we
acknowledge and understand that we are operating in 
one of the toughest recessions in living memory – but 
we remain optimistic many sectors within the personal
care market are comparatively resilient to the current
economic climate we have limited exposure to the
american consumer market and our ongoing investment
in training and staff development is producing some
outstanding individual and team performances
y our new condom factory in china opens in
july 2009 how will this and other developments to
your operating platform contribute to sales growth
our new factory in qingdao china will enable us to scale 
up condom production for supply to the chinese domestic
consumer market and our planned expansion into russia
and the commonwealth of independent states cis 
in addition we have invested in our condom factory 
in thailand to increase global productivity and flexibility
new stateoftheart facilities at our peterlee factory 
in the united kingdom will support growth of our
pharmaceutical products
ssl recently gave notice to exercise its 
option to increase its stake in the company that
owns contex which is sold in russia and the cis
what role does this and other acquisitions have 
for the business
we have said for some time now that organic growth 
of the business will be supplemented by key acquisitions 
– either of products to develop our brand portfolios or 
of businesses to gain exposure to new consumers and
markets in april this year we gave notice to exercise our
option to increase our stake from 155 per cent to 50 per
cent plus one share in blbv the company that distributes
the contex condom brand in russia as well as exercising
the option to acquire the company that distributes contex
in ukraine we have a final option to buy the remaining
shares of blbv to take us to 100 per cent ownership 
which is likely to be exercised in february 2010
w e have been delighted with our initial investment
in blbv and the underlying performance of the business 
has been in line with our expectations we believe that the
contex brand backed by excellent distribution across the
region to a growing number of consumers has the potential
to take ssl to a new level of success
this year has also seen us acquire the swiss
condom brand crest the number two brand in that
country with a market share of 32 per cent
it has been another good year for scholl
footcare what is driving the brand’s strong
performance
there are a number of factors the innovation team
working in partnership with foot experts healthcare
20 14
08  09   overview  annual report and accounts 2009 
operating
margin

sales 
growth professionals and research institutes have an indepth
understanding of consumer needs and how to meet them
new product development is quick to the market and
backed by marketing and advertising campaigns that not
only position products effectively but also educate users
on their key benefits this year scholl deoactiv fresh a
deodorising footspray that kills 99 per cent of the bacteria
known to cause foot odour has been launched successfully
while scholl perfect nail t reatmentnail brightening system
continues to sell well across key markets our acquisition 
of orthaheel in late 2007 has now been integrated into the
footcare portfolio and is performing well for us 
what are your plans for durex
t o continue delivering consistent sales growth across 
the brand’s product categories and commercial regions
and look for opportunities to bring new products to our
consumers this year has seen the successful launch of
durex play o a gel that helps women orgasm more easily  the
extension of our durex play 2in1 massage range and steady
growth in condom sales the market for durex products
remains buoyant despite the credit crunch and we expect
this year to be another year of success for the brand
y ou appear to be a business on the move 
– how do you ensure that staff are aligned with the
group’s wider strategic objectives
this is a subject we take very seriously ssl continues to
invest in its employees’ training and development and strives
to create a positive and supportive working environment
that fosters strong performance and entrepreneurial flair
we also want our staff to understand what the business as
a whole is trying to achieve and crucially their part in helping
it to meet its objectives our internal communications
employee development initiatives and working culture 
are all structured with this in mind 




 
operating profit
0809
0708
06 07
£895m
£81 1m
£753m
at constant exchange rates 



 
sales
0809
0708
06 07
£6424m
£6036m
£5627m
at constant exchange rates 
”
“
it’s this combination 
of strong brands innovation
expanding distribution
capability and a motivated 
team that makes ssl such an
exciting place to be our new
target to grow eps by 50 per
cent over the next three years 
is aggressive particularly in 
the present climate but we 
are optimistic that we can
achieve it
359

eps
growth
before oneoff charges in 200708  10  11   overview  annual report and accounts 2009 
thank goodness for this moisture
mousse josh has had me running
around after him all da y i just
need to sort my toes out with my
nail brightening system
and then i’ll be ready to go
ka te was looking forward to 
ca tching up with her friends tha t night over drinks with her friends 
ka te revealed she had a secret to share
girls i ha ve found the
secret to the perfect
orgasm and “ooo”
is it good 
i hear tha t orgasms are 
good for your heal th as well 
as your sex life well if i’m 
going to feel better …
you should try it with a 
2 in 1 massage mousse or
mel ts double the fun
i’ve had these shoes on all da y
thanks for the party feetkate
– we’d be dancing round my shoes
not our handbags otherwise so
wha t’s the gossip
carrie had joined ka te and the
girls a t salsa straight from work ka te arrives home from salsa energised 
and looking forward to seeing her husband
who says married life 
is boring i’m feeling
fruity jack
sweet dreams 
are made of this 
12  13   overview  annual report and accounts 2009 
scholl intensive night
trea tment is a grea t foo tcare
trea tment – a rich moisturiser
tha t penetra tes deep into the
skin sealing in moisture and
restoring na tural softness 
to feet  blast blast
blast blast
…in town the next da y
meanwhile back a t the house ka te
discovers josh has headlice…
he must ha ve picked it up
from school good job mum
bought some full marks
solution last night 
famil y life hey
i’ve just bought jack new scholl
shoes it sa ys they use the la test 
in biomechanical design and
“deliver total walking comfort” 
do you think it means he
will enjoy shopping now 
business review
strategy and priorities
14  15   business review  annual report and accounts 2009 
our strategy
we aim to exploit the economic potential of both 
our brand portfolio and our global operating assets 
by focusing on
 
consumer insightled innovation 
innovation is central to ssl ’s growth strategy
 
cutting edge advertising
supporting the launch of new products by investing 
in effective and targeted marketing and advertising 
is a key part of the success of our brands raising
consumer awareness and driving retail distribution
 
efficient business practices
improving business processes throughout all areas 
of the business will help ensure that we meet the 
needs of our customers whilst controlling costs
 
training and development of our people
ssl ’s employees are one of our greatest assets and
through continued development programmes we 
aim to strengthen the expertise across our business
our priorities
 
innovation in the brands
a key growth driver is innovation the speed at which 
we can develop innovative quality products is crucial 
to the future growth and success of the business 
 
integration of russian and ukrainian businesses
another key factor in meeting our new financial target 
is the successful integration of these businesses into
the group
we have already begun this process and have been
successfully supplying contex condoms for more 
than 12 months however there are still considerable
challenges to ensure that these new businesses feel 
a part of ssl and contribute effectively to the growth 
of the group
our values
we are committed to our vision that ssl should 
become and remain
 
successful

socially responsible
 
lively
this will be achieved through the application of our abc
operating principles attitudebehaviourculture our
abc operating principles outline ways of working adopted
throughout our whole organisation which will help us
achieve our business objectives and our vision for ssl
our financial target
for the three years to march 2012 to grow earnings per
share by at least 50 per cent
key performance indicators
 
operating profit see pages 8 and 30

earnings per share see above and page 30
 
brand contribution see page 30
 brand contribution is defined as sales less cost of sales market
development expenditure and variable selling costs personal care
ssl ’s products reach far and wide across the
personal care and footwear sectors enriching
consumers lives every day our core brands durex
and scholl help people enjoy more satisfying sex
lives keep their nails and feet healthy and offer
comfortable and stylish shoes that help posture 
our local brand portfolio includes an analgesic 
range in the uk cuprofen syndol and paramol 
full marks the leading headlice product the mister
baby range in southern europe for when a baby 
is born and the sauber hosiery and toiletry range
our sales growth is underpinned by consumer
insight innovation in new products and effective
advertising generating funds for investment and
driving operating profit the group’s commitment
to its consumers means that the business has
performed well this year despite the ongoing
economic downturn – so let us look in detail at 
our key areas of achievement
durex
durex has a simple brand strategy to help consumers enjoy
more satisfying sex lives and this year has consolidated its
position as the number one sexual wellbeing brand our
three categories – condoms lubricants and devices – have
delivered steady growth across our commercial markets
with a number of notable highlights the launch of durex
play o a stimulating gel for women has enjoyed strong
initial sales supported by a highly memorable advertising

business review
durex play o
launched at the beginning of 
2008 durex play o has been a real
success story for durex and helped
to extend further our commitment
to improving consumers’ sex lives 
a clitoral stimulating gel it has been
proven to help women have more
frequent and pleasurable orgasms




 
durex sales
0809 2236m
433m
at constant exchange rates 
0708 2119m
368m
 
condoms          
 
durex play
above target 
growth rates
underpinned by 
strong innovation
”
“

innovation 16  17   business review  annual report and accounts 2009 
scholl deoactiv fresh
the recently launched scholl deo
activ fresh is a perfect example 
of how the scholl brand matches
innovation with consumer needs 
a deodorising footspray that instantly
kills bacteria known to cause foot
odour it will further enhance the
brand’s footcare offering
relationships with third parties such as salford university’s
centre for rehabilitation and human performance
research one of the world’s leading bodies in podiatry 
this longterm alliance matches the university’s expertise
and knowledge of feet with scholl’s indepth understanding 
of consumer needs and how to meet them it allows us to
grow the brand invest in innovation and make foot science
more accessible and relevant to consumers
a key recent addition to our footcare portfolio 
is the orthaheel brand and technology – state of the art
orthotic insoles that correct foot alignment and relieve 
heel and knee pain drawing on this expertise a new scholl
biomechanics range has been successfully rolled out this
year across our global markets and will be key to unifying
our scholl footcare and footwear brands in the minds of
consumers scholl biomechanics with orthaheel technology 
like many scholl footcare products is targeting a market
that has real growth potential and by advertising and
educating consumers to its benefits should generate and
sustain strong longterm sales
scholl footwear
the past year has seen the scholl footwear business
maintain its position as the market leader in european
pharmacies while using its technological expertise and
appreciation of style and fashion to begin to increase
distribution in the mainstream foot trade channel
our consumer research shows that people have
five basic needs for comfort in footwear – shock absorption
anatomy and ergonomics exercise effect massage
benefits and lightness – and are the basis for innovative
new designs that are starting to reach consumers the
scholl bioprint sandal for instance concentrates on
anatomy and ergonomics to make walking easier and 
help the foot support itself naturally 
consumer demand for footwear that brings
exceptional massage benefits is being answered with the
launch this year of the liquimassage range pronounced wavy
ridges on the footbed are covered with ultrathin membrane
campaign a full roll out across our remaining european and
asia pacific markets has been scheduled for this fiscal year
we have also extended our durex play 2in1
massage range to include durex play 2in1 massage mousse
and durex play 2in1 massage melts consumer insight from
the durex sexual wellbeing global survey demonstrated
that both men and women enjoy the benefits of massage
and frequently incorporate it into their sex lives these
products have been launched with that in mind and are
further evidence of durex’s commitment to excitement
and variety in bedrooms across the world 
durex condoms are the world leader we continue
to deliver steady growth both from existing and new markets
– a trend we believe can continue even in the current
economic climate as we leverage both our category
knowledge and expanding geographical reach this year we
have launched our thinnest ever latex condom in the usa
and across a number of our asia pacific markets including
t aiwan singapore and malaysia the condom provides
enhanced sensitivity and is already very successful in 
hong kong and australia
scholl footcare
scholl too is a worldleading brand in footcare our success
over the past year comes from three key areas strong 
sales growth from core products a healthy new product
development pipeline and the acquisition of an innovative
technology that is opening up a new consumer market 
scholl nail brightening systemperfect nail
t reatment is becoming a great success in markets across
europe while scholl party f eet also continues to perform
strongly in european markets this year has also seen the
launch of a new scholl cracked heel repair cream k
which contains the regenerative agent keratin to stimulate
skin cell regrowth – and the scholl cracked heel profile 
our latest innovation uses a novel technology  
the recently launched deoactiv fresh developed by the
scholl innovation team kills bacteria known to cause foot
odour  our research efforts also encompass important

new 
product pads of lubricating fluid that allow the foot to be massaged
to stimulate blood circulation and relieve tiredness
advances in footwear technology act as core
design benefits that can be incorporated across the whole
footwear range thus comfort and foot wellbeing marry
perfectly with style and fashion in products such as the latest
range of scholl pescura exercise sandal and the scholl by
dolcini range such products are destined for department
stores and retail outlets where the opportunities for brand
growth are huge this is an area of major focus as we build
our distribution capability in many countries across europe
locally owned brands
locally owned brands such as full marks syndol paramol
and mister baby are sold in specific countries – chiefly
the uk italy and spain they play an important role in
achieving operating profit objectives and there have been
exciting developments over the past 12 months full marks
was launched in spain this year where the market for
pesticidefree products is growing italian brand mister baby
has welcomed new products to its portfolio – most notably
a new breastfeeding range called mamma nature also in
italy sauber a well established brand for deodorants and
compression hosiery is selling the sonnobenefit pillow
which helps people achieve a better quality night’s sleep
expanding the range…
personal 
hygiene 
for feet
114

increase in
footcare sales
£9m
this is dummy copy to be replaced with
real 
sales of
perfect nail in
first 6 months
at constant exchange rates regional footprint 
ssl international is a brandled company managed
from the group’s main uk operational centre in
manchester  we manage our commercial operations
on a geographic basis in the uk and europe asia
pacific and the americas these regions account 
for 76 per cent 19 per cent and 5 per cent of our sales
respectively durex and scholl products are sold in
all european markets while locally owned brands
complement our core offering mainly in the uk 
italy and spain t otal sales in this region was 
£4882 million some 1325 employees are engaged 
in commercial functions across this region and
recent investment to expand geographically is set 
to grow the european commercial division further 
as we begin to expand both durex and scholl into
new territories across eastern europe and the
commonwealth of independent states
our asia pacific division with 830 employees is
engaged in commercial functions over a vast geographical
area – from japan and china in the north to australia 
and new zealand in the south sales for 200809 was
£1205 million the major markets are australia china
hong kong japan and thailand durex and scholl are sold
across the region with sales of these supported by some
locally owned brands – such as woodwards gripe water
which is popular among consumers in hong kong and
thailand the expanding chinese consumer market whilst 
affected by current economic conditions is a significant
opportunity for ssl the buyout of our joint venture
partner two years ago and the development of our own
local commercial team working with a local distributor
network leaves the business well placed to take advantage
of current and future opportunities for growth
sales in the americas where ssl owns the 
durex brand for 200809 was £337 million or 5 per cent 
of overall turnover fifty employees based in atlanta 
usa and canada are engaged in commercial functions
market overview by core brands
while we manage the business by geography we
communicate externally by brand

durex
much has been made in the national and business 
media about durex’s apparent trading resilience during
the current recession with steady growth in the core
condom category and successful uptake of new product
launches in our play category we believe that consumers
will continue to spend money on products that enhance
their sex lives and with durex play o our new gel that
helps women orgasm more easily which is due to be
launched across our european and asia pacific markets
18  19   business review  annual report and accounts 2009 
developing our opera ting pla tform…
factory locations
europe
1 peterlee uk otc products
2 redruth uk compression 
hosiery products
asia pacific
3 bangpakong thailand condoms
4 qingdao china condoms
5 pallavaram
1
india condoms
6 puducheri
1
india condoms
7  virudhunagar
1
india condoms
8 irungattukottai india footcare
chinese facility
our new factory in qingdao china is due 
to open in july 2009 this stateoftheart
facility will produce one billion condoms
annually within three years and allow the
business to meet demand from the chinese
consumer market and consumers in other
markets including the commonwealth of
independent states and eastern europe
1
2
 7
8  
5
6
3
4
we are 
here  
1 joint venture
 “
the explosive 
growth of the chinese 
consumer market 
albeit slowing in current
economic conditions 
remains a significant
opportunity for ssl
”
in the coming months we expect consistent sales across
our main commercial regions we also believe that the
brand’s business in emerging markets – principally china
russia and the commonwealth of independent states –
will be a significant contributor to future growth these
are relatively young consumer markets and ssl is well
positioned to take advantage of the potential for growth
that they offer

scholl footcare
the global footcare market continues to perform
consistently despite the economic downturn this in part
can be attributed to its relative ‘immaturity’ compared
with other categories in the personal care sector and we
are looking to exploit the resulting growth opportunities
in europe where 80 per cent of scholl’s footcare business
is concentrated the market as a whole has grown by 5 per
cent however  the brand has managed double digit growth
over the past 12 months a similarly strong market position
is held in the asia pacific region which accounts for the
remaining 20 per cent of our footcare sales ssl also
believes the brand has a strong future in the russian and
chinese markets while key european markets including
italy france germany spain and the united kingdom
provide consistent opportunities for growth in particular
the foot skin and toenail categories – covered by scholl
with products such as cracked heel repair cream 
1bnthi
condoms produced
annually within 
3 years by our
china factory  corn and callus removal devices and nail brightening
systemperfect nail t reatment – are expected to
perform strongly over the next year the newly created
biomechanical orthotics category is also an exciting
prospect for the future

scholl footwear
over the past 12 months the footwear market as a whole
has been affected by the wider economic downturn and
poor weather conditions throughout the springsummer
2008 season the middle segment of the market where
products struggle to deliver on innovation and compete
on price was hardest hit in these conditions especially
consumers are looking for brands that deliver a real
benefit – witness the success of ultra lightweight clogs –
or make specific promises such as being ecofriendly 
in spite of the tough economic climate scholl footwear
has performed well with overall sales up 5 per cent on
last year south europe and south east asia are markets
that are performing particularly well
we believe that the footwear market will continue to
respond favourably to genuinely innovative products that
are marketed well to consumers scholl is well positioned
to exploit the trend and will capitalise on its superior foot
knowledge links with footcare and marketing experience
our expansion into the shoe trade sector in europe in
addition to our traditional business in pharmacies will
broaden our consumer base
developing our operating platform and
supply chain
last year we set out our plans to improve our manufacturing
capability and supply chain for durex condoms this
included the construction of a new stateoftheart factory
in qingdao china due to go live in july 2009 the new
factory will supply condoms for the global marketplace
within the year produce one billion condoms within three
years and support brand growth for the next ten years
crucially it will allow us to meet increasing demand from the
chinese consumer market as well as from new consumers
in russia and the commonwealth of independent states
cis in addition we completed the closure of our plant in
spain and transferred production to india we are also in the
process of increasing production capacity at our condom
factory in thailand 
the past year has also seen other improvements
to our supply chain we are installing new stateoftheart
facilities at our peterlee factory in the united kingdom to
support growth of our pharmaceutical products we have
set up an international procurement office in shanghai 
all global freight movements are being consolidated under
a single provider which will improve transparency and
control of stock movements within the business to reduce
lead times our hosiery factory in redruth in the united
kingdom is now benefiting from weekly stock replenishments
allowing us to improve supply responsiveness and reduce
stock levels in markets
sap update
this year sap has been 
implemented in france the 
existing china manufacturing 
facility and our new chinese 
factory bringing the total number 
of implementations across the 
group to 21
20  21   business review  annual report and accounts 2009  processes and systems
sap update
our sap roll out continues across the business when
complete in 2011 a single stable platform across all
commercial manufacturing and warehousing units 
will give greater efficiency shorten delivery lead times
increase responsiveness and generate more accurate
information this year sap has been introduced in france
and in both the existing and new chinese factories the
total number of implementations across the group is 
now 21 15 commercial sites and six manufacturing the
introduction of sap at the new china factory was a major
element of that facility’s construction and will play an
important role in meeting consumer demand in the region
more efficiently  w e have also gone live in eight markets 
with sap demand planning which is a key element in the
optimisation of our supply chain our aim is to have sap
implemented in the rest of the asia pacific and americas
regions by 2011 
web strategy
businesses can no longer afford to view their online 
offering as a simple ‘bolt on’ to their sales and marketing
functions consumers expect high quality web content 
that engages their views and aspirations as well as offering
“
as we aim to engage 
more fully with our consumers
online web strategy is becoming
an increasingly important
component of the durex and
scholl brands’ marketing activity
”
growth area…
increased
production at our  
thailand factory
wwwdurexcom
w ww ww w d du ur re ex x c co om m
 22  23   business review  annual report and accounts 2009 
“
at ssl we make it a
matter of priority to recruit 
and retain highly skilled and
motivated staff and to provide
development opportunities
through training and work
experience programmes
”
them opportunities to communicate and share ideas and
content with other like minded people with that in mind
our web strategy has focused on two complementary
strands ecommerce and brand engagement we have
recently launched our new ecommerce platform which
delivers a stepchange in the consumer experience and
integrates ecommerce within our existing business
platforms this global initiative has been piloted by scholl 
in the uk and will be rolled out across other markets during
the coming year
over the past 12 months we have also 
improved our web content enhanced links to related
products and invested in online marketing the new durex
website wwwdurexcom has been rolled out across the
business’s global markets looking ahead we see online
presence as an opportunity to create genuine engagement
with our consumers with the online channel becoming an
increasingly important component in achieving the durex
and scholl brands’ business objectives
acquisitions
acquisitions are an important aspect of our growth
strategy we look for opportunities that complement our
existing brand portfolio and infrastructure provide access
to new geographical regions to bolster our consumer base
and bring new products and technologies into our business
we have made two acquisitions over the past year that will
drive shareholder value over the short medium and long term
contex condom brand
in april 2009 ssl exercised its option to increase its stake
in beleggingsmaatschappij lemore bv blbv a distributor
of condoms and medical products in russia and other cis
states from 155 per cent to 50 per cent plus one share 
we also exercised our option to acquire 100 per cent of
gainbridge investments cyprus limited a distributor 
of condoms and medical products in ukraine through
these acquisitions ssl will acquire contex the number
one condom brand in russia and ukraine
140mthi
consumers 
in russia the price for the 35 per cent blbv option 
based on its earnings before interest t ax depreciation and
amortisation ebitda to 31 december 2007  is €70 million
the price for the gainbridge option is €206 million both
acquisitions will be paid for from funds that were raised
from shareholders in a successful share placing at the end
of january 2009 there is also a final option for ssl to buy
the remaining shares of blbv to take us to 100 per cent
ownership exercisable in february 2010
we believe this to be an excellent opportunity 
for our business there are 140 million consumers in russia
and 46 million in ukraine both countries have rapidly
expanding consumer cultures and despite the current
economic climate we remain optimistic of the potential
they bring for ssl’s products and growth within the cis 
and eastern europe
crest
in december 2008 ssl acquired the crest condom brand
and associated customer relationships in switzerland 
for £46 million crest is the number two condom brand 
in the country with a market share of 32 per cent which
allows us to assume market leadership in another
european market
internal development
it is vital for the success of our business that 
we have the right people with the right skills and
competencies doing the right jobs at ssl we 
make it a matter of priority to recruit and retain
highly skilled and motivated staff and to provide
development opportunities through training and
work experience programmes we aim to ensure
that our employees throughout the group
understand and feel valued by our company ethos 
– based on ‘attitude’ ‘behaviour’ and ‘culture’ –
providing a common basis from which to drive
growth and improve performance 
as a brandled company we seek marketing
professionals with skills second to none and invest in their
training and development during the year we launched our
marketing essentials course as part of a programme for 
the business’s marketeers worldwide the first part of the
course took place in may 2008 and brought together 45
marketing professionals from 11 countries in the asia pacific
region backed by extensive research and preparation 
it provides tailormade training to help employees fulfil 
ssl’s strategy the second part of the course took place 
in may 2009 and will build on these learnings and equip the
same staff with enhanced leadership management and
presentation skills planning for phase three scheduled for
200910 is already underway 
corporate knowledge is something that should
be fostered and nurtured – it should also be shared for the
wider benefit of the business last year we undertook our
most comprehensive succession planning review to date
in total we reviewed 650 managerial roles across the 
globe this is an ongoing process and succession planning
reviews for this population will take place on an annual basis
going forward 
t aking responsibility for one’s own development
is another important aspect of working at ssl in the uk 
for example the shaping your future modular programme
has had another successful year enabling employees to
choose from a suite of education modules ranging from
business awareness to technical skills training and lifestyle
programmes 

investing in our staff
our employees are our greatest asset and we take their
training and development seriously at ssl we believe in
creating the kind of culture that motivates and inspires
our staff to operate to the best of their ability as part of
this culture we provide 

a successful performance oriented pay
structure with multiyear targets

global training programme development

succession planning and career 
development reviews
65
asia pacific 
3424 employees
34
europe 
1802 employees
1
americas
50 employees
new acquisitions
our acquisition of the contex
and crest condom brands will
grow our consumer base at ssl we believe 
in helping our employees
appreciate their roles within 
the company’s wider strategic
objectives as well as promoting
effective communication 
across our various functions 
and regions
24  25   business review  annual report and accounts 2009 
“
”
ssl continues to 
be a member of the
ftse4good index understand the ethical environmental and social
considerations within the supply chain we use sub
contractors to give greater control across the whole supply
chain cycle we have made good progress in is reducing
transport requirements through a process known as
‘depalletisation’ by loading stock onto pallets at the
destination rather than at the factory we can maximise 
the amount of product being transported by each
container in transit
counterfeiting while not unique to ssl is an
issue we take very seriously and we work hard to protect
our consumers and retailers from counterfeit products 
we maintain a vigilant watch on any suspect activity through
our contacts with relevant authorities and ministries of health
across our commercial markets – particularly in countries
identified as either a source or a target for the counterfeits
– and use external investigators where needed
in the workplace
it is essential that staff work in a positive safe and
supportive environment that allows them to flourish in their
jobs and contribute to the success of the business at ssl
we also believe in helping employees appreciate their roles
within the company’s wider strategic objectives as well as
promoting effective communication across our various
functions and regions 
employee opinion survey
employee opinion surveys provide staff with a formal
opportunity to communicate their views about ssl and the
way the business is run it tells us how staff view the group’s
leadership whether people are aligned to our wider strategy
and values what their views on training and reward are and
their views on corporate social responsibility our most
recent employee opinion survey took place in october 2008
it was considered so successful that we have decided to
run employee surveys annually rather than biennially thus
enabling us to have access to ongoing feedback rather than
a snapshot of views
we appreciate the importance of connecting our business
decisions to environmental ethical and social concerns
last year we developed a new framework to maximise and
enhance our commitment to corporate responsibility this
framework has four key elements

in the marketplace covering the whole supply chain 
from selection of raw materials thirdparty supplier
assessments inhouse manufacture packaging 
delivery to customers and responsible and effective
communication with consumers

in the workplace reflecting the core areas of our 
global human resources strategy – resourcing reward
communication and development – and health and
safety for all employees

in the community supporting work carried out by ssl 
in global national and local communities it includes 
the durex network relationships with national health
authorities local social responsibility programmes as
well as ssl’s responsibilities to shareholders

in the environment committing ssl to continual
improvement in its practices in environmental care
environmental performance and sustainability
in the marketplace
we aim to look after our consumers with products that are
safe and effective – and sourced from a supply chain that 
is ethical and delivered through sound business practices
during the past year we have enhanced our standard
supplier assessment process auditing thirdparty facilities
with a focus on health and safety employee welfare 
and quality we have a dedicated supply chain manager
focusing on new product development t o help us better
enhancing
enhancing
our
commitment
”
“

corporate responsibility “
every year we 
donate one million specially
designed condom packs 
to educational projects in
countries participating in 
the dance4life initiative
”
investors and business finance appreciation
in line with our policy of involving staff within the broader
aims of the group we embarked this year on a training
programme that helps employees understand how investors
view ssl and how they impact on our daytoday work the
idea behind the initiative was to train ‘ambassadors’ who can
explain to colleagues how investors assess the business and
what they look for in their investment opportunities the
programme reinforces the reasons behind the importance
of good working capital management and how employees
can impact on this within the group a workshop on
understanding corporate finance and working capital was
followed by two days of training in presentation skills with 
an external training consultant feedback was positive from
the roll out in europe and america and there are plans to roll
out the programme across the asia pacific region this year
competency framework training
we understand that to succeed in the workplace staff
require a range of professional personal and collaborative
skills t o help our employees develop these work
commenced this year on defining a worldwide managerial
competency framework these competencies are designed
to complement the strategy of ssl as well as reflect the abc
operating principles and ssl values they will serve in part as
the backbone for future hr initiatives the framework will be
launched in october 2009
health and safety
providing a safe working environment for our employees 
is an absolute priority for ssl and we have a five year
strategy endorsed and actively monitored by our board 
of directors that is working to ensure a positive safety
culture throughout all ssl sites the initial focus is on
manufacturing and warehouses with roll out in subsequent
years to commercial offices
12
 reduction in
water usage
26  27   business review  annual report and accounts 2009  students partnership worldwide spw
our collaboration with spw in which ssl employees 
spend time in developing countries using their skills to
develop spw’s marketing and it capabilities has had
another successful year spw is a charity that encourages
young people to volunteer to act as peer educators in 
rural communities in subsaharan africa and south asia 
to lead health environmental and education programmes
secondees from ssl play a vital role in helping the charity
implement accounting and reporting processes develop
communication strategies and set up it systems since 
the collaboration was formed two years ago 26 ssl
employees have participated in the scheme this year we
have interviewed and selected ten more they are due to
fly out to their destinations in june this year
in the environment
we are pleased to report that over the past 12 months we
have continued to make good progress against both our
environmental performance and management objectives
expanding the reach of our environmental programme 
and integrating environmental sustainability into everyday
decisionmaking in particular we have exceeded our
energy target a year earlier than planned delivering a
reduction of approximately 14 per cent production unit
against 200607 levels 
for more detail related to this and other
environmental activities please see this year’s edition 
of our environment report which can be accessed at
wwwsslinternationalcom
world environment day 
ssl sites across the world took part in world environment
day the theme of which was working towards a low carbon
economy activities across a range of markets including
thailand china india and the united kingdom featured
cleanup campaigns carsharing poster designs tree
planting and competitions for ideas to reduce waste 
and resources 

we are significantly ahead of our targets on
accident reduction and severity as recorded by our accident
key performance indicators lost time injury frequency
rate and accident severity rate and we have recently
introduced a new indicator recordable injury frequency
rate we rolled out certification to ohsas 18001 to all of
our indian sites in april 2009
in the community
the durex network
ssl supports local national and global communities
through the durex network the network was founded 
in 2005 to formalise the work durex has been doing for
many years to promote the safer sex message and raise
awareness of hivaids and condom use
over the past year the durex network has
consolidated its position as a key contributor to the sexual
health debate primarily through its face of global sex
fogs research series its third fogs paper published in
2008 and called the path to sexual confidence received
widespread global coverage and continues to be referenced
in scientific literature a previous durex network paper
first sex an opportunity of a lifetime was presented at
the european society of contraception conference while
its paper age at first sex when does it really happen 
was presented at the global health council conference
such reports play an important role in raising
awareness in international media and scientific forums
about the importance of developing evidencebased
interventions to sexually transmitted infections particularly
hivaids the network also works in partnership with
ngos charities policymakers and politicians to promote
safer sex and effective condom use for example it is a key
partner in dance4life a global charity that informs young
people about hivaids through the power of dance 
music and movement every year we donate one million 
specially designed condom packs to educational projects
in participating countries
a process known as ‘depalletisation’
has helped us to reduce freight across
our supply chain by loading stock onto
pallets at the destination rather than 
at the factory we can maximise the
amount of product being transported
and thus reduce the number of
containers in transit
ssl works with the international 
charity students partnership worldwide
to organise staff work placements 
in developing countries these
placements are tremendously popular
with our employees enabling them to
use their everyday professional skills 
to contribute to causes that will impact
and improve lives 28  29   business review  annual report and accounts 2009 
mark moran
optimistic 
“
”
we are 
optimistic about 
our future ssl’s results for the year ended 31 march 2009 are set 
out on page 52 t otal sales were £6424 million compared 
with £5339 million last year generating an operating 
profit of £895 million 2008 £681 million before
restructuring charges
cash generated from the operations in the
period was £1016 million 2008 £529 million with
improvements in working capital generating £192 million
analysis of results
t o aid comparability prior year results down to operating
profit have been adjusted to constant currency exchange
rates and exclude one off charges incurred in the prior year
the comparative exchange rates for key currencies are
march 2009 march 2008
€£ 12041 14187
£ 17187 20073
sales
sales for the year were £6424 million up 64 per cent
compared with £6036 million last year sales are 
analysed in the table below 
durex
durex sales rose 7 3 per cent to £2669 million with strong
growth particularly in china the uk germany eastern
europe and russia
sales of durex condoms increased by 55 per
cent to £2236 million with healthy performance across 
the product range we continue to benefit from strong
growth in our core condom range in territories such as the
uk and eastern europe coupled with robust sales growth as
we extend our distribution network with excellent results 
from our businesses in china and russia in the period
sales of the durex play range which includes
personal lubricants and vibrators grew 17 7 per cent to

financial review
£433 million with particularly good growth in the uk
france germany and the united states new product
offerings within the play range such as play o a clitoral
stimulating gel that helps women achieve orgasm and
massage melts a freezable intimate lube and massage gel
have contributed handsomely to this growth our lubricant
products are an important component of the durex product
portfolio with enhanced product offerings growing
consumer demand 
our brand development continues to focus 
on enhancing people’s sexual wellbeing the consumer
appetite for play o demonstrates their desire for product
innovations which enhance sexual pleasure
scholl footcare
sales of scholl footcare were £1430 million an increase 
of 114 per cent with strong sales in the uk italy benelux
france and australia this excellent performance has been
driven principally by the success of new products such as
scholl perfect nail brightening system and also by scholl
biomechanics as we began to launch our orthotic insole
range across our network
the focus on consumerinsight led new 
product development coupled with additional marketing
investment specifically targeted at the key springsummer
period continues to connect the scholl brand name with a
new generation of consumers
scholl footwear
scholl footwear sales were £929 million an increase of
£45 million or 51 per cent
whilst europe continues to generate the majority
of footwear sales and we experienced strong growth in 
italy france and spain we also witnessed particularly good
growth in asia pacific during the period with our southeast
asian and australian businesses showing strong growth 
locally owned brands
sales of locally owned brands were broadly flat down 
£09 million or 12 per cent to £753 million this product
portfolio has performed to our expectations and continues
to hold up well despite the relatively low level of investment
we allocate to the brands
durex 2669 2487 73 2177
scholl footcare 1430 1284 114 1136
scholl footwear 929 884 51 761
locally owned 
brands 753 762 12 714
t otal branded 
consumer 5781 5417 67 4788
other 643 619 39 551
t otal sales 6424 6036 64 5339
1 prior period figures translated at current period average exchange rates
sales adjusted 
1 
adjusted as reported
31 mar 2009 31 mar 2008 growth 31 mar 2008 
£m £m  £m
property plant and equipment 808 664
intangible assets 1397 1179
investments 317 10
2522 1853
inventory receivables and payables 1398 1294
employee benefits liability 570 537
net other 272 367
net operating assets 3078 2243
net borrowings 177 990
net assets 2901 1253
summarised balance sheet mar 2009 mar 2008
£m £m 30  31   business review  annual report and accounts 2009 
other sales
other sales which include sales from distribution of third
party products unbranded condoms retail stores and
contract manufacture sales have increased by 39 per cent
to £643 million 
russia
post yearend we announced that we have exercised our
option to acquire an additional 35 per cent of the shares 
in blbv
2
 this increased shareholding will result in the
consolidation of the results of blbv from the point of
completion this is currently expected to be 1st june 2009
had blbv been consolidated for the year to march 2009
the estimated impact on the group’s accounts would be 
to increase sales by over £110 million approximately 50 per
cent of these sales are of branded condoms and lubricants
with a further 30 per cent being medical gloves other
medical and consumer goods make up the remainder 
of the sales operating profits would be increased by an
estimated £16 million
gross margin brand contribution fixed
costs and operating profit
gross profit increased to £3891 million 2008 £3625
million representing a gross margin of 606 per cent
compared with 601 per cent in the prior year after adjusting
for currency movements this improvement in gross
margin demonstrates the benefits being derived from 
the restructuring of our group supply chain and has been
achieved after offsetting higher input costs relating to the
oil price during the early part of the year
brand contribution increased by £148 million 
to £2490 million an increase of 63 per cent in line with
sales growth brand contribution represents 388 per cent
of sales the same as in the prior year this demonstrates 
both an increase in the absolute amount of expenditure 
on advertising during the year of £87 million an increase 
of 96 per cent over the prior year but also an increase as 
a percentage of sales when compared with the prior year 
in the current trading environment we will continue to
invest in our brands to ensure that they are well positioned
to benefit from any improvement in consumer confidence
and expenditure
operating costs increased by £64 million or 
42 per cent to £1595 million as the rate of increase was
below the rate of sales growth the proportion of sales
accounted for by these costs fell from 254 per cent to 
248 per cent the absolute growth is principally due to
further incremental investment in our sales and marketing
infrastructure and our innovation teams of £57 million in
the period with the increase in administration costs held 
at £07 million
operating profit increased by £84 million or 
10 4 per cent to £895 million representing a 139 per cent
operating margin 2008 134 per cent
interest and taxation
net financing costs for the period were £130 million 2008
£107 million before oneoff charges the underlying
interest cost for the period was £7 9 million 2008 £88
million reflecting higher average borrowings in the early
part of the year more than offset by lower interest rates 
in the second half 
the ias 19 net pension finance charge for the
period was £33 million 2008 £19 million the remaining
charge of £18 million primarily relates to changes in the fair
value of financial instruments under ias 39 
the tax charge for the period was £210 million
2008 £161 million before oneoff tax credits of £43
million the effective tax rate is 27 5 per cent 2008 28 
per cent before oneoff items
earnings per share
earnings per share increased by 359 per cent to 280 pence
2008 206 pence before one off charges 
litigation
this is detailed in note 26 on page 94 
cashflow and balance sheet
cash generated from the operations in the period was
£1016 million 2008 £529 million with improvements 
in working capital generating £192 million the group
continues to focus on improving the underlying cashflow
from operations and this is a key metric for our operational
management throughout the group 
oneoff restructuring cash costs relating
principally to the ongoing restructuring of our european
supply chain amounted to £123 million in the period 
the substantial majority of these costs have now been
incurred with future cash spend limited to ongoing
maintenance of surplus properties
the cash outflow on acquisitions of property
plant and equipment amounting to £223 million relates to
the continued investment in our new manufacturing facility
in china and the expansion of our manufacturing capability
in the uk thailand and india again expenditure here has
substantially been completed in the period 
sales 6424 6036 64 5339
gross profit 3891 3625 73 3202
gross margin  606 601 60
advertising and 
promotion 990 903 96 799
variable selling 
expenses 411 380 82 327
brand 
contribution 2490 2342 63 2076
brand contribution 
margin  388 388 389
operating costs 1595 1531 42 1395
operating profit 895 811 104 681
operating margin  139 134 128
1 prior period figures translated at current period 
average rates and before oneoff charges
as reported
31 mar 2008
adjusted
1
adjusted before oneoff
31 mar 2009 31 mar 2008 growth charges
£m £m  £m
2 blbv is a holding company for operating companies primarily engaged in 
the packaging and distribution of condoms and medical products across the
commonwealth of independent states ‘cis’ with the exception of the ukraine the acquisition of intangible assets relates 
to the continued roll out of the sap it platform and the
acquisition of the crest condom brand in switzerland
during the period
cash outflow on acquisition of investments
relates to our investment in blbv the owner of the contex
condom brand and the distributor of consumer and
medical products in russia and the cis excluding ukraine
this amounted to £294 million in the period post year end
we announced that we exercised our option to acquire 
an additional 35 per cent of the shares in blbv for an
acquisition cost of €70 million we have also obtained
regulatory clearance for this transaction and completion 
is expected to occur on 1 june 2009
interest tax and dividends amounted to £408
million in the period 
cash payments to the group’s pension schemes
amounted to £98 million in the period in line with our deficit
recovery schedule
the major movements in the group’s balance
sheet are shown in the summarised balance sheet table 
on page 29
net borrowings and bank facilities
closing net debt was £17 7 million compared with £990
million at 31 march 2008
on 28 january 2009 the group placed 1919
million new ordinary shares with institutional shareholders
at a price of 455 pence per share the net proceeds after
placing costs were £850 million
the group’s main banking facility is a £220 million
committed fiveyear revolving credit facility this facility was
arranged in january 2007 and is committed until january
2012 the banking syndicate comprises 7 members and 
is administered by barclays bank plc further information 
in relation to the group’s financial liabilities is given in 
notes 15 and 21
the group’s financial forecasts taking account
of reasonably possible fluctuations in trading performance
and known significant committed expenditures show that
the group should be able to operate within its current
facility for the foreseeable future
capital structure and treasury policy
ias 32 ias 39 and ifrs 7 
ias 32 ias 39 and ifrs 7 require that certain disclosures
relating to financial instruments are given in the financial
statements in order to provide information on the impact
of such instruments on the group’s risk profile how this
may affect the group’s performance and financial position
and how those risks are managed the impact of those
financial instruments is considered in notes 22 and 23
foreign exchange risk objective
the nature of the group’s trading activities generates
transactional foreign exchange rate risks these arise from
the sourcing of raw materials from different countries 
the location of group production facilities throughout 
the world and the sale and distribution of finished goods 
in many locations the objective of the group’s foreign
exchange policy is to minimise the trade exposure to
foreign exchange rate fluctuations for the overseas entities
and manage the risk from the centre this requires that 
all tradingrelated exposures should be centralised in
accordance with prescribed procedures and timetables
under the direction of the group t reasury function which
hedges the major exposures using forward contracts and
options usually up to a period of 12 months
interest rate exposure objective
the interest rate risk management policy aims to reduce
the impact of interest rate fluctuations on the group’s 
net interest expense to acceptable levels this is achieved
through balancing the ratio of fixed or hedged debt to
those financial liabilities with floating interest rates board
approved instruments available to hedge this exposure
include interest rate swaps interest rate options and
forward rate agreements details of the interest rate
analysis are given in note 15
liquidity risk
the primary objective of the group t reasury policy is 
to ensure that the group is able at all times to meet its
financial commitments as they fall due t o facilitate this
the group t reasury department is responsible for the
management of cash and liquid resources for the whole
group and ensures that the group has sufficient liquidity
to meet any reasonable change in funding requirements
the group’s liquidity being defined as the aggregate of
the group’s cash liquid resources and central undrawn
committed facilities as at 31 march 2009 amounted 
to £2305 million 2008 £1416 million
going concern
the group’s business activities together with the factors
likely to affect its future development performance and
position the financial position of the group its cash flows
liquidity position and borrowing facilities are described 
in the chief executive’s review on pages 6 to 9 and in the
business review on pages 14 to 33 in addition notes 22 
and 23 to the financial statements include the group’s
objectives policies and processes for managing its capital
its financial risk management objectives details of its
financial instruments and hedging activities and its
exposure to credit risk and liquidity
the group has delivered strong growth in the
year to march 2009 and notwithstanding the current
difficult trading environment the group’s growth prospects
remain strong as a consequence the directors believe 
that the group is well placed to manage its business risks
successfully despite the uncertain economic outlook
the directors confirm that after making
enquiries they have a reasonable expectation that the
company and the group have adequate resources to
continue in operational existence for the foreseeable
future for this reason they continue to adopt the going
concern basis in preparing the financial statements 

mark moran
group finance director
18 may 2009 





 
there are risks and uncertainties connected to the group’s
businesses the factors listed below are among those that
the group thinks could cause the actual results to differ
materially from expected and historical results
risk management is an important element of 
the system of internal control this system is designed to
manage rather than eliminate the risk of failure to achieve
business objectives and can only provide reasonable and
not absolute assurance against material loss 
the risk management process involves 
making all managers within the group responsible for risk
management and for ensuring that a full assessment of
risks both financial and nonfinancial has been completed
this is achieved by a bottomup and topdown review 
of risks throughout the group from which a group risk 
matrix the ‘matrix’ has been developed this process 
has embedded risk management within the operational
and executive management throughout the group 
the matrix is reviewed twice a year overall
responsibility for the risk management process lies with 
the executive committee which consists of the executive
directors and certain other senior executives who report
to the chief executive details of the executive directors
and the other members of the executive committee are
given on pages 34 to 36 an overview of the process is
presented below
the latest review of risks was undertaken in the
light of the current economic outlook the matrix includes
an assessment of the impact of the economy on risks
identified by the group

risks and uncertainties
32  33   business review  annual report and accounts 2009 
group risk matrix owned 
by the executive committee
external audit
unit risk register managed 
by unit management
division risk register managed 
by divisional management
board of directors
business assurance
executive committee
divisional management t eam
operating unit
audit committee 1
commercial risks
risk description mitigating action and management
2
failure to acquire or integrate 
new businesses
4
write down of assets due 
to nonrecoverability
 
unforeseen competitor activity
 
increased margin pressure from large 
retail groups
 
geographic expansion into emerging markets
 
effects on financial performance of 
economic downturn in a major market
the group does not meet growth 
expectations
 
major product liability claims
 
inability to supply products resulting from
failure to comply with regulatory demands
leading to financial loss and damaged 
brand reputation
 
impact on reputation resulting from negative
environmental or health and safety reports
adverse financial impact on the income
statement
failure in npd pipeline resulting in loss 
of sales and profits
 
defined methodology for controlling 
npd projects
 
steering committee chaired by the 
chief executive to monitor npd activities
 
increased focus on working capital measures
 
strengthening of the financial analysis team
 
continued sap roll out gives greater visibility 
of assets held by the group
 
product liability insurance
 
strong technical and quality assurance 
team ensuring that all products comply 
with all necessary regulations
 
key principle within the group to use
regulation as a competitive advantage
 
dedicated team conducting environmental
and hs audits in operating facilities
 
strong inhouse corporate development 
team using external advisers as appropriate
 
postacquisition management integration
teams established at an early stage in 
the process
 
continuous market surveillance to 
gather information on competitor activity
 
npd process focused on delivering 
‘value added’ products to customers
 
groupwide management of key accounts
 
robust financial and risk analysis of 
geographic expansion including the use 
of external advisers
 
strong management reporting structures
ensure that emerging risks are identified quickly 
 
continuous effort to spread revenue 
generation across global operations
3
failure to comply with regulatory 
matters including environmental 
and health and safety matters
5
failure of new product 
development ‘npd’
6
disruption to the group 
supply chain
failure at a factory by a thirdparty 
supplier or a failure at a warehouse
 
dual sourcing and ability to switch production
 
follow up on recommendations from 
business interruption reviews
 
development and continuous review 
of business continuity plans
7
it system failure
failure of it system to support key business
processesfunctions resulting in loss of sales
and profits
 
continuous testing of backup procedures 
and disaster recovery plans
 
group it provides system support in 
key markets 34  35   governance  annual report and accounts 2009 
1
2
3
4
5
6
7
8 nonexecutive chairman
1
gerald corbett
chairman since august 2005 gerald is also chairman 
of britvic plc moneysupermaketcom group plc the 
royal national institute of the deaf and a nonexecutive
director of greencore group plc and numis corporation
plc previous executive positions include chief executive 
of railtrack plc and group finance director of both 
grand metropolitan plc and redland plc whilst past non
executive directorships include chairman of woolworths
group plc and nonexecutive director of mepc plc and
burmah castrol plc 
executive directors
2
garry watts
chief executive
appointed as chief executive on 1 april 2004 after joining 
as group finance director in february 2001 he was
previously an executive director of celltech group plc and
finance director of medeva plc garry is a nonexecutive
director of stagecoach group plc and was previously a
nonexecutive director of the medicines and healthcare
products regulatory agency and protherics plc 
3
mark moran
group finance director
appointed as group finance director in june 2004 
mark is a nonexecutive director and chairman of the
audit committee of brixton plc he was previously 
finance director of porvair plc
4
ian adamson
managing director – europe and americas
appointed as an executive director in april 2004 in
addition to his role as managing director for europe and
americas ian also has responsibility for group marketing
he joined seton healthcare in 1991 as director of marketing
and has subsequently held a number of senior sales
marketing and general management positions within the
group he previously held sales and marketing positions 
at johnson and johnson and wl gore  associates
nonexecutive directors
5
peter read
senior independent nonexecutive director
appointed in march 2002 peter is chairman of the
nomination and remuneration committees he is a non
executive director of vernalis plc previously peter was 
a senior executive of hoechst and president of abpi 
a nonexecutive director of celltech group plc a member
of the board of the south east development agency and 
an independent director of innogenetics nv
6
richard adam
nonexecutive director
appointed as a nonexecutive director and chairman 
of the audit committee in november 2003 richard is
currently group finance director of carillion plc prior to
this he was group finance director of associated british
ports holdings plc richard is a fellow of the institute of
chartered accountants of england and wales  
7
peter johnson
nonexecutive director
appointed to the board in october 2008 peter is currently
chairman of d s smith plc and a member of the supervisory
board of wienerberger ag he was previously the chief
executive of george wimpey plc and prior to that chief
executive of the rugby group plc 
company secretary
8
maria buxtonsmith
appointed company secretary in january 2008 after
joining the company as assistant secretary in 2002 
maria has previously held company secretarial positions
with whitbread plc and heron corporation plc

board of directors 1
peter whitehurst
group it and projects director
peter joined ssl in 1999 after qualifying as a chartered accountant
following a period as head of internal audit peter led a series 
of strategic change projects within the group in 2004 peter was 
appointed group it and projects director peter is responsible for 
the global implementation of sap 
2
leigh taylor 
head of innovation
appointed as head of innovation in september 2007  leigh joined the
london international group in 1995 as regional manager – export before
taking up a number of senior marketing and general management positions
within ssl he previously held clinical research medical sales and
international marketing positions with glaxo smithkline and bayer diagnostics
3
jon gray 
managing director –asia pacific 
jon joined london international group in 1991 from t ate  lyle plc 
where he was a project engineer he has held a number of international
commercial roles for ssl including head of international contracts
managing director for south east asia and group marketing director 
1
2
3 6
4
5

executive committee
36  37   governance  annual report and accounts 2009 
jon assumed responsibility for asia pacific in 2004 and has spent a 
total of 11 years living and working in asia 
4
shaun davis 
group manufacturing and logistics director 
shaun an accountant joined london international group in 1987  
after holding a number of senior accounting roles he moved into general
management in 1996 and ran the marigold industrial business until its
disposal in 2003 shaun has managed a number of strategic projects
including the disposal of the medical products business and took up 
his current position in march 2007  
5
antony mannion 
group legal and compliance director 
antony joined the group in september 2004 as company secretary and
group compliance director he qualified as a solicitor with freshfields in
1986 and has worked as an investment banker with citicorp investment
bank and standard chartered bank in addition to his compliance role
antony has responsibility for group acquisitions
6
sheena mackay 
group hr director 
sheena was appointed group hr director in april 2004 she joined the
company in 1991 as uk hr manager she then held a progressive series of
international generalist hr roles as well as leading the hr stream of various
projects including business restructuring disposals and acquisitions
previously she worked in hr for gec plc both at its corporate hq and
marconi subsidiary
garry watts ian adamson and mark moran are also members of 
the executive committee their details appear on pages 34 and 35 
corporate governance
chairman and the chief executive in addition to the chairman and 
chief executive there are three nonexecutive directors one of 
whom peter read is the senior independent director ‘sid’ and 
two executive directors
details of the chairman’s professional commitments are
included in his biography the board is satisfied that the other
commitments of the chairman do not interfere with the performance of
his duties as chairman the board considers that all of the nonexecutive
directors are independent in character and judgement and by reference
to section a31 of the combined code and that controls are in place to
ensure that no single director has unfettered powers of decision
the management of operational matters within the group is
delegated to the executive committee which comprises the executive
directors and certain other senior executives biographical information
on the members of the executive committee is shown on pages 34 to 36
the executive committee meets monthly
board evaluation
during the year the board reviewed the process for the evaluation of the
performance of the board its committees and the individual directors
previous evaluations have been conducted internally and led by the
chairman whilst the sid conducted the evaluation of the chairman 
the board concluded that this process remained appropriate 
all directors were required to complete a detailed questionnaire
which each director then discussed with the chairman and with the sid
in relation to responses about the chairman the results of the evaluation
were presented to the board
the board considers the annual evaluation to be a valuable
process which has contributed to fostering an environment within the
board that is challenging but supportive encourages focus on the main
issues facing the group and further enhances the board’s procedures
and working practices
dialogue with shareholders
the company has a comprehensive investor relations programme
involving existing and potential investors within the uk and overseas 
the chief executive finance director and certain senior executives meet
with institutional investors on a regular basis the chairman and sid make
themselves available to meet with institutional investors the sid attends
the preliminary and interim results presentations with investors and
analysts an investor relations report is presented and considered at 
each board meeting
the board uses the annual general meeting which all directors
attend to communicate with investors and encourage their participation
the directors are available to speak informally with shareholders after 
the meeting
board committees
the board has established three committees each committee 
operates in accordance with formal terms of reference which are
reviewed annually and can be viewed on the company’s website
wwwsslinternationalcom the committee chairmen report at the 
next meeting on the proceedings of the committee which they chair
audit committee policy on auditors’ independence
safeguarding the independence of the external auditors is paramount
and controls are in place to ensure their continued independence
however there are occasions when services can be more efficiently
undertaken by the external auditor and at no risk of impairment of their
independence the audit committee has put in place a detailed policy 
on the provision of services by the external auditors which sets out the
services that the external auditors are allowed to carry out on behalf of
the group and those which are prohibited to them under this policy the
external auditors cannot be engaged to provide any of the following services

design or implementation of it systems

valuation

internal audit and

litigation support legal or corporate finance advice tax advice 
if on a wholly or partly contingent fee basis recruitment executive
compensation advice accounting and actuarial valuation 
secondment of senior audit staff to the company is also prohibited
the board is responsible for delivering value to shareholders 
and other stakeholders by developing strategy and by leading
the group ensuring that the appropriate resources processes
and controls are in place to execute that strategy developing and
maintaining high standards of corporate governance is integral
to the delivery of value this report explains ssl ’s corporate
governance arrangements and how the group has applied the
combined code on corporate governance the ‘code’
the board
there is a written schedule of matters reserved to the board this
schedule includes

approval  development of the group’s longterm objectives and
commercial strategy

approval of annual operating and capital expenditure budgets and 
any material changes to them

review of performance in the light of the group’s strategy objectives
business plans and budgets and ensuring that any necessary corrective
action is taken

approval of major capital projects including acquisitions

approval of contracts which are material strategically or by reason 
of size and

monitoring the system of internal control and corporate governance
t o ensure proper consideration at the appropriate time the board 
has a schedule of matters for each meeting these matters include

reports from the chief executive and finance director

health and safety

presentations from the heads of the business units

investor relations and

regulatory reviews
the board also receives regular updates on relevant legal environmental
and business development matters
the schedule below sets out the number of scheduled board
and committee meetings held during the year and the attendance by
directors at those meetings
scheduled audit nomination remuneration 
board committee committee committee 
meetings meetings meetings meetings
i adamson 8 8
r adam 8 8 5 5 4 4 5 5
g corbett 8 8 4 4 5 5
p johnson 4 4 2 2 3 3
m moran 8 8
p read 8 8 5 5 4 4 5 5
g watts 8 8 4 4
a catalano 3 3 3 3 2 2
s murray 2 2 2 2 2 2
the figures in brackets indicate the maximum number of meetings in the period 
in which the individual was a board member when directors are unable to attend
meetings they receive the relevant papers and are invited to comment in advance 
of the meeting one of the board meetings is devoted solely to strategy
during the year under review the board continued to be led by the
chairman gerald corbett garry watts the chief executive is primarily
responsible for the effective running of the group’s business there is 
a clear written schedule on the division of responsibilities between the under this policy it has been agreed that due to their understanding of
the group’s business and therefore ensuring cost efficiency the external
auditors may be engaged for the following nonaudit services for which
there is a preagreed limit for fees not including va t which do not
require prior approval from the audit committee

auditrelated regulatory reporting including interim review covenant
reporting and other audit certificates £100000

further assurance including advice on accounting matters non
regulatory reporting on internal controls or corporate governance 
due diligence work and environmental audits £100000 and

t ax compliance and tax advisory services £300000
the chairman of the audit committee may approve urgent engagements
not covered by these categories subsequently notifying the audit
committee at its next meeting a breakdown of fees paid to the external
auditors during the year is set out on page 61
nomination committee
during the year the nomination committee considered the appointment
of a new nonexecutive director following the resignations of susan
murray and anna catalano a recruitment consultant was appointed by
the committee and a detailed specification was prepared a shortlist 
of candidates was identified following interviews with members of the
committee the committee recommended and the board approved 
the appointment of peter johnson as a nonexecutive director
internal control
the board is responsible for the group’s system of internal control 
and for reviewing its effectiveness and this is monitored by the audit
committee key elements of this system include

regular board meetings with a formal schedule of matters reserved 
for board discussion

clearly defined segregation of duties organisational structures 
and appropriate delegation of authority adherence to which is 
kept under review

centralised treasury operations operating within defined limits

review of the group’s accounting manuals and procedures 

receipt of annual compliance statements from all statutory units within
the group stating compliance with group accounting manuals and
38  39
  governance  annual report and accounts 2009 
board committees membership and principal activities
audit nomination remuneration
committee chairman richard adam peter read peter read

members
peter johnson
peter read
richard adam
gerald corbett
peter johnson
garry watts
richard adam
gerald corbett
peter johnson

attending by invitation
group chairman
chief executive
finance director
external auditor
head of business assurance
financial controller
company secretary
group hr director
company secretary
chief executive
group hr director
company secretary

summary of the principal
activities of the committees
during the year

review of financial statements
including halfyear and annual
reports interim management
statements and considering
the comments of the external
auditor thereon

review of risk management and
internal control systems

review of the group’s internal
audit processes including
approval of the annual internal
audit plan

monitoring the provision of
services by the external auditors
and an annual appraisal of their
effectiveness as auditors

reviewing the size and
composition of the board
including the mix of skills 
and experience

consideration of succession
issues including making
recommendations on the
appointment of new directors

recommending the reelection
of directors at the annual
general meeting

reviewing the remuneration
policy for the executive
directors and the executive
committee

recommending the
introduction of a new
employee sharesave scheme
further information on the work
of this committee can be found 
in the remuneration report on
pages 42 to 49

corporate governance
continued
 see policy on auditors’ independence beginning on page 37  
an effective internal audit function which reports regularly to the 
audit committee and provides independent scrutiny of internal 
control systems and risk management procedures
the board has established ongoing procedures for identifying evaluating
and managing significant risks risk management is embedded within 
the daytoday activities of all executives management of this area is the
responsibility of the executive committee a significant element of this
process is the maintenance of a group risk matrix the ‘matrix’ detailed
on page 32 the matrix contains both financial and nonfinancial risks
identified through regular topdown and bottomup reviews
the board believes that the company operates an effective
embedded system of internal control and is confident that it complies
with internal control guidance for directors on the combined code 
the ‘t urnbull report’
further information about the risk management processes is
given on page 32
directors’ conflicts of interests
following the changes made to the company’s articles of association 
at the 2008 annual general meeting and the subsequent introduction 
of section 175 of the companies act 2006 on 1 october 2008 which 
gave boards the statutory power to authorise conflicts of interest formal
conflict management procedures have been prepared and approved 
by the board the nominations committee is responsible for reviewing
annually any conflict authorisations granted by the board and will make
recommendations as to their continuation and any changes to any terms
or conditions or other limitations which may have been applied conflicts
were authorised by the board in compliance with the formal conflict
management procedures directors are required to inform the chairman
and the company secretary of any new potential or actual conflict 
of interest the procedures for ensuring that the board’s powers of
authorisation of conflicts operate effectively will be reported annually
combined code compliance
during the year the company complied with the code except in the
following respect
a41 until the appointment of peter johnson to the nomination
committee on 25 february 2009 the nomination committee comprised
the group chairman the chief executive the sid and a nonexecutive
director whilst the board considers the group chairman to be
independent membership of this committee did not consist of a majority
of independent nonexecutive directors as defined by the code
going concern
after making enquiries the directors believe that the group and the
company have adequate resources to operate for the foreseeable
future for this reason they continue to adopt the going concern basis 
in preparing the financial statements further details are included in 
the financial review on pages 28 to 31 the directors present their report and financial statements for the year
ended 31 march 2009
principal activities and business review
the principal activities of ssl international plc and its subsidiaries
collectively ‘the group’ are the manufacture and distribution of
healthcare products sold into consumer markets worldwide
a review of the business covering a comprehensive analysis 
of the activities of the business the principal risks and uncertainties 
the main trends and factors likely to affect the future development
performance and position of the business and key performance indicators
is included in the chairman’s statement the chief executive’s review the
strategy and priorities section and the financial review and all form part 
of this report
information about environmental matters and the group’s
employees and social and community issues can be found in the
corporate responsibility section on pages 24 to 27 
results and dividend
the group profit before tax was £765 million an interim dividend of 
26 pence per ordinary share was paid on 4 march 2009 the directors
recommend a final dividend of 64 pence per ordinary share which
subject to shareholder approval at the annual general meeting ‘agm’ 
on 23 july 2009 will be paid on 3 september 2009 to shareholders on 
the register on 7 august 2009 this will make a total dividend of 90 pence
per share 2008 7 6 pence shareholders are able to take the dividend 
as cash or in shares through the dividend reinvestment plan ‘drip’
shareholders who wish to elect for the drip for the forthcoming final
dividend but have not already done so should contact the registrar
capita registrars by 7 august 2009
board of directors
the group board section on pages 34 and 35 gives the biographical details
of the current directors and the company secretary all of the current
directors served throughout the year with the exception of peter johnson
who was appointed as a nonexecutive director on 1 october 2008
susan murray and anna catalano resigned as nonexecutive directors 
on 24 july 2008 and 11 november 2008 respectively
in accordance with the articles of association ian adamson
gerald corbett and mark moran will retire by rotation at the agm peter
johnson will stand for election at the agm following a recommendation
by the nomination committee and in line with the results of the board
evaluation the process for which is described in the corporate
governance report the board recommends to shareholders that these
directors be reappointed at the agm 
the company has the authority under its memorandum and
articles of association to agree individual contracts of indemnity with 
its directors and others also know as qualifying third party indemnity
provisions ‘qtpip’ during the year ended 31 march 2009 the company
entered into such contracts with each of the directors
the company maintains liability insurance for its directors 
and officers
directors’ interests in shares
the directors’ interests in shares of the company including any changes
since 31 march 2009 are detailed in the directors’ remuneration report
on page 47 
annual general meeting ‘agm’
the agm will be held at the cii insurance hall 20 aldermanbury london
ec2v 7hy beginning at 1030 am on 23 july 2009
employment policies
the group’s employment policies reflect its commitment to equality and
diversity in all aspects of employment profit related bonus schemes were
in operation during the year for certain employees further details of
policies and initiatives are given in the corporate responsibility section
on pages 24 to 27 
financial risk management
it is the group’s objective to manage its financial risk so as to minimise the
adverse fluctuations in the financial markets on the group’s profitability
and cash flow the specific policies for managing each of the group’s
main financial risk areas are detailed in note 22 to the group financial
statements on pages 86 to 91
creditor payment policy
the group does not follow any specific external code or standard on
payments practice payments to suppliers are made in accordance with
agreed terms the company itself had no trade creditors at 31 march
2009 or 31 march 2008
charitable and political donations
the group made charitable donations of £02million 2008 £02 million
no political donations were made in this or the previous year
takeover directive
as at 31 march 2009 the issued share capital of the capital of the
company comprised a single class of shares referred to as ordinary shares
of 10 pence each the authorised share capital of the company is £25
million comprising 250 million ordinary shares of 10 pence each details 
of shares issued during the year and outstanding options are given in notes
18 and 19 to the consolidated financial statements and forms part of this
report details of the share schemes in place are also provided in note 18
on a show of hands at a general meeting of the company every
holder of ordinary shares present in person or by proxy and entitled to
vote shall have one vote and on a poll every holder of ordinary shares
present in person or by proxy and entitled to vote shall have one vote 
for every ordinary share held
the notice of annual general meeting specifies deadlines 
for exercising voting rights and appointing a proxy or proxies to vote in
relation to resolutions to be put to the annual general meeting all proxy
votes are counted and the numbers for against or withheld in relation to
each resolution are announced and published on the company’s website
after the meeting
there are no restrictions on the transfer of ordinary shares in the
company other than in relation to certain restrictions that are imposed
from time to time by laws and regulations for example insider trading laws
in addition pursuant to the listing rules of the financial services authority
directors and certain officers and employees of the group require the
approval of the company to deal in ordinary shares of the company

directors’ report
40  41   governance  annual report and accounts 2009  the directors were authorised at the 2008 agm to purchase the
company’s own shares within certain limits although no such purchases
were made during the financial year the directors will seek approval to
renew this authority at the 2009 agm
in addition a resolution will be put to shareholders at the 2009
agm to increase the authorised share capital of the company from 
£25 million to £40 million by the creation of 150 million ordinary shares 
of 10 pence each to rank pari passu with the existing ordinary shares of 
the company
as at 18 may 2009 the company had been notified of the
following material interests in accordance with the disclosure and
t ransparency rules
number of percentage of
sharesvoting issued share
shareholder rights capital
blackrock inc

28722169 1497
liontrust investment services ltd 10519998 551
fmr corp 9591060 503
amvescap plc 9511193 499
ameriprise financial inc 10541483 499
fmr llc 10517330 498
standard life investments limited 10476385 496
fc asset management plc 9437628 495
tiaacref investment management 10253489 486
j p morgan chase  co 9200001 483
l  g group plc 8332820 394
 on 28 january 2009 the company made a non preemptive placing of 1919 million
ordinary shares blackrock inc obtained shares under the placing and the number 
of shares held by them is now 31012991 representing 1469 per cent of the issued
share capital
the company is not aware of any agreements between shareholders that
may result in restrictions on the transfer of securities andor voting rights
there are no agreements between the company and its
directors or employees providing for compensation for loss of office 
or employment whether through resignation purported redundancy 
or otherwise that occurs because of a takeover bid
the bank facilities agreement includes a change of control
clause whereby negotiations would be entered into with a view to
agreeing ongoing terms for the facility if a change of ownership occurs
the company’s articles of association ‘articles’ give power 
to the board to appoint directors but require directors to submit
themselves for election at the first agm following their appointment and
to retire by rotation every three years the articles may be amended by
special resolution of the shareholders
the board of directors is responsible for the management 
of the business of the company and may exercise all the powers of 
the company subject to the provision of the relevant statutes and the
company’s memorandum and articles the articles contain specific
provision and restrictions regarding the company’s power to borrow
money powers relating to the issuing and buying back of shares are also
included in the articles the authority to issue shares and to disapply 
preemption rights is renewed by the shareholders each year at the
annual general meeting
key contractual arrangements
there are no persons with whom the group or company has contractual
or other arrangements who are deemed to be essential to the business
of the group or company
disclosure of information to auditors
the directors who held office at the date of approval of this directors’
report confirm that so far as they are each aware there is no relevant
audit information of which the company’s auditors are unaware and
each director has taken all steps that they ought to have taken as a
director to make themselves aware of any relevant audit information and
to establish that the company’s auditor are aware of that information
auditors
kpmg audit plc has expressed its willingness to remain in office as auditor
at the 2009 agm after proper consideration the audit committee is
satisfied that kpmg audit plc continues to be objective and independent 
of the group in accordance with section 489 of the companies act 2006
a resolution for the reappointment of kpmg audit plc as auditors of the
company is to be proposed at the forthcoming annual general meeting
by order of the board
maria buxtonsmith
company secretary
18 may 2009 dear shareholder
i submit the directors’ remuneration report for the year ended
31 march 2009
the remuneration committee’s the ‘committee’ aim 
is to maintain a remuneration framework which incentivises the
senior team to outperform against challenging targets which are
set to drive sustainable business performance the link between
the achievement of the group’s goals and the reward of our
talented senior executive team has been a key factor in the
recent outstanding performance of the group their performance
this year has been particularly impressive in light of the current
economic climate 
the implications of the controversy relating to executive
remuneration issues over the last year have been carefully
considered by the committee in its annual review of the group’s
remuneration policy accordingly this year  it has used the various
guidelines published by investor bodies to challenge and risk
assess its own policy following this close scrutiny the committee
remains confident that the remuneration policy stands up well in
the current circumstances it sets a robust and well structured
approach to remuneration for both its executives and the 
wider management team that drives the right complementary
behaviours for both the short and longterm term within an
appropriate risk framework 
peter read
chairman remuneration committee
this report has been prepared in accordance with the companies 
act 1985 as amended by the directors’ remuneration report
regulations 2002
the remuneration committee the ‘committee’
composition of the committee
peter read
committee chairman and senior independent director
gerald corbett
group chairman 
richard adam
nonexecutive director
peter johnson
nonexecutive director
 gerald corbett was considered independent by reference to the
combined code on corporate governance upon his appointment 
as group chairman
all members served throughout the year except peter johnson 
who joined the committee upon his appointment as a nonexecutive
director on 1 october 2008 susan murray and anna catalano were 
both members of the committee until they resigned as nonexecutive
directors on 24 july 2008 and 11 november 2008 respectively the
company secretary acts as secretary to the committee
advisers to the committee
the chief executive company secretary and group human resources
director who are generally invited to attend committee meetings
provide advice andor services to the committee no executive
participates in any discussion concerning his or her own remuneration
the committee receives advice from independent consultants
during the year the committee received advice from the following
consultants
consultant advice provided to the committee
hewitt new bridge street on the group’s medium and 
longterm incentive arrangements
ernst  y oung llp on the operation of the 
group’s share schemes and the
calculation of the group’s total
shareholder return
pricewaterhousecoopers llp on the group’s performance 
share plan
ernst  young llp also provides advice to the company on taxation
matters relating to expatriate employees pricewaterhousecoopers llp
provided some taxation advice in relation to the closure of the group’s
manufacturing operations in spain and some general advice in relation 
to group va t matters the committee is satisfied that the provision of
advice to the committee does not result in a conflict of interests 
activities of the committee
the committee which meets at least four times a year has a schedule 
of the principal items to be discussed at each meeting the purpose of
the schedule is to ensure that all material matters are considered at the
appropriate time such matters include

an annual review of remuneration policy and framework

consideration of executives’ remuneration packages and

determination of performance measures for the group’s 
incentive schemes
the committee chairman reports to the board on the principal matters
discussed at the committee copies of committee minutes are available
to all directors subject to there not being a conflict of interest
the committee’s terms of reference which are reviewed
annually can be viewed at the company’s website 
wwwsslinternationalcom

remuneration report
42  43   governance  annual report and accounts 2009  remuneration policy
the main objective of the policy is to attract retain and motivate those
people of the highest calibre who have the skills needed to lead the group
to achieve its objectives year on year
as previously stated the committee is satisfied that the
remuneration framework and policy are aligned to group strategy and 
do not encourage the executives to take undue risks the remuneration
policy and framework have been reviewed in the light of the current
economic climate and by reference to remuneration guidelines published
by investor bodies
the principles of the policy are

providing a truly motivational incentive scheme which drives individuals
to work to outperform against challenging short and longterm targets

establishing that variable pay provides the material element to
executive’s total reward

ensuring that there is an appropriate and increasing balance between
shortterm and longterm targets with a significant proportion of the
remuneration subject to carefully considered longterm performance
conditions

aligning the interests of executives with those of shareholders

effectively using the company’s equity for the purposes of reward 
and retention and

encouraging executives to build and maintain a meaningful
shareholding in the company
the charts below show the proportionate breakdown of the package at
target and maximum remuneration showing the target levels of the annual
bonus and performance share plan as a proportion of the maximum
this reflects the policy of driving both short and sustained longterm
performance a significant proportion of the package comprises short
and longterm performance linked elements with the proportion
increasing at the higher level of performance
base salary salaries are reviewed annually and are determined
by individual performance and by reference to market salary levels
obtained from independent sources this is the only element of
remuneration which is pensionable base salary increases during the year
ended 31 march 2009 for executive directors were between 27 per cent
and 7 4 per cent in determining base salary levels for the executive
directors pay and conditions in the workforce are taken into account 
for the year commencing 1 april 2009 the base salaries of the executive
directors and the executive committee have been frozen at 200809
salary levels salary increases across the group have generally been in line
with local inflation or if greater local salary inflation in the countries in
which the group operates
annual bonus this is a cash plan with performance targets 
that are designed to drive complementary behaviours within the wider
executive population aligned to the achievement of group objectives
the maximum potential bonus payable is 125 per cent of base
salary for the chief executive and 115 per cent for the executive directors
the targets require that any bonus paid above market levels is for
outstanding performance no specific targets are set for the executive
directors relating to environmental social and governance ‘esg’
performance the company’s performance in relation to esg matters 
is robustly monitored and the committee would consider any failure in
these areas when determining any payment of bonus
      
      
      
      
 
proportion of fixed vs performancerelated remuneration 
 chief executive
 
salary
 
pension
 
annual bonus
 
performance share plan
other directors
0  20 40 60 80 100
target
maximum
target
maximum
the performance measures for 200910 are unchanged from
the previous year onethird of the annual bonus is based upon economic
value added ‘eva’ targets and twothirds is based on earnings per share
‘eps’ targets
eva which is calculated as normalised operating profit after tax
less the cost of all capital employed to produce those earnings captures
the three basic generic strategies for creating value

t o increase economic return for capital employed

t o grow by investing in new products whose return more than
compensates for the risk taken and 

t o curtail investment in and divert capital from uneconomic activities
the potential payment for both the eva and eps parts of the annual
bonus for 200910 will be as shown in the following table
performance vs target 97 5 100 1025
 of salary for chief executive 125 575 125
 of salary for executive directors 115 529 115
the threshold of 97 5 per cent of target represents an increase over
the 200809 eps and an improvement in eva over the prior year no
bonus would be payable on results below the threshold maximum 
bonus would be paid upon the achievement of 1025 per cent of target
200809 105 per cent
the committee has changed the scale of performance versus
target and maximum to reflect the considerable challenge in meeting
even a threshold level of performance the degree of stretch is
considered by the remuneration committee to be suitably challenging
and the level of bonus payable at target performance is below half of the
maximum providing greater stretch at above target
the annual bonus is designed to drive complementary
behaviours across the senior executive population as well as aligning with
the group’s goals and with shareholders’ interests the table illustrates
the cascade of targets for the year ended 31 march 2009 for the ‘business
driver group’ currently approximately 35 employees t ypically
individuals will be bonused on two or three of these targets
performance measure employee level
12 3
eps executive directors 
including chief 
executive
eva executive directors executive 
including chief committee 
executive
strategic personal executive certain group 
performance committee commercial and
objectives manufacturing and 
logistics roles
group brand executive group 
contribution committee management
group operating group
cash flowmanagement management
operating profit
regional operating regional 
cash flow commercial
regional brand regional 
contribution commercial
regional sales regional 
commercial 
customer service manufacturing 
and logistics
category brand manufacturing
contribution and logistics 
overall the committee is satisfied that the annual bonus has created an
excellent link between reward and company performance 
remuneration report
continued
44  45   governance  annual report and accounts 2009 
performance share plan ‘psp’
all executive directors and certain other executives are entitled to
participate in the psp which is the group’s only longterm incentive plan
under the psp conditional awards of shares are granted each year
other than in exceptional circumstances the value of awards 
as at the date of grant does not normally exceed 100 per cent of an
executive’s base salary subject to the satisfaction of performance
conditions determined annually by the committee awards vest on 
the third anniversary of grant
details of outstanding awards are shown on page 48
the committee has considered carefully the performance
conditions and targets attached to the 200910 awards the vesting 
of these awards continues to be subject to the achievement of a
combination of eps onethird and eva twothirds targets the
committee considers that the continued policy of basing the
performance conditions on the company’s financial performance 
has created a very effective incentive the committee monitors
performance targets to ensure that such targets remain sufficiently
stretching and aligned to the interests of shareholders
due to the nature of the performance conditions it is not
possible to calculate an expected value using an option valuation model
the vesting schedule for the proposed award is as follows
eps 13rd ev a 23rds 
compound annual growth rate aggregate generated over 
cagr over the three financial the three financial years
years ending march 2012 ending march 2012 
percentage of performance percentage of performance
salary vesting scale salary vesting scale
below threshold nil 135 nil £160m
threshold 5 135 10 £160m
maximum 333 163 667 £170m
a sliding scale of payment will operate between the points in the 
target range
in the case of the eps condition the percentage growth range 
is lower than that applying to the awards granted last year however 
the base measurement point for this year’s awards represents an eps
figure which is significantly ahead of last year meaning that the eps
performance required to be achieved represents a clear improvement 
on last year’s targets
the eva range of £160m to £170m represents a clear
progression on the target range set last year £130m – £150m
despite eps and eva also being used for the annual bonus plan
the committee is satisfied that there is in reality limited overlap between
the two plans under the psp performance is measured over three years
compared to a single financial year for the annual bonus 
thus requiring sustained high performance for targets to be achieved
eps and ev a will be calculated by the company and the calculation
will be independently verified before the awards vest the committee is
satisfied that the target range for both measures is sufficiently stretching
and that their achievement would result in significant shareholder value
creation in particular it is recognised that a relatively low by market
standards proportion of the award vests at the initial vesting threshold
awards will not confer shareholder rights until the awards have
vested and participants have received their shares participants will be
entitled to receive a payment in cash andor shares on or shortly
following the vesting of their awards of an amount equivalent to the total
dividends that would have been paid on those shares between the time
when the awards were granted and the time when they vest
shares to satisfy awards may be purchased in the market 
via the company’s employee benefit t rust or using newly issued 
shares dilution for all schemes is held within the association of british
insurers abi limits the dilution levels compared to abi limits as at 
31 march 2009 were 
abi limit ssl dilution
10 over 10 years for all share schemes 363
5 over 10 years for discretionary schemes 292
shareholding guidelines
all executive directors will be expected to retain at least 50 per cent of
shares net of tax which vest to them under the psp until a shareholding
equivalent to 100 per cent of base salary is achieved other participants
will be expected to build shareholdings ranging from 25 per cent to 50 per
cent of base salary
pensions
the company operates a number of retirement benefit programmes
throughout the world such benefits reflect local competitive conditions
and legal requirements
in the uk the company operates three defined benefit schemes
and a contractedin defined contribution scheme the ssl uk pension
scheme the ‘ssl scheme’ for uk employees all uk defined benefit
schemes are closed to new entrants and future pension accrual
executive directors who participate in the ssl scheme
contribute 5 per cent of their base salary executive directors receive 
25 per cent of base salary in respect of retirement provision any
contributions that are not made in respect of retirement provision 
are paid as a salary supplement
ian adamson an executive director is also a member of one of
the defined benefit schemes
garry watts chief executive is not a member of the ssl
scheme but operates a personal pension plan garry watts receives 
25 per cent of base salary in respect of retirement provision any
contributions that are not made in respect of retirement provision 
are paid as a salary supplement
other benefits
the company provides other benefits to all executive directors and
certain other executives in line with the benefits generally provided in
their country of employment namely a company car or car allowance 
life assurance income protection and private medical insurance
service contracts
it is company policy that the notice period in executive directors’
contracts should not exceed one year however the committee retains
the discretion to offer a notice period to an executive director in excess
of one year in exceptional circumstances where this is considered
necessary
the executive directors’ contracts have no fixed term but
provide that either the director or the company may terminate the
employment by giving one year’s notice
director date of contract
garry watts – chief executive 5 february 2001
ian adamson – executive director 17 june 1996
mark moran – executive director 28 may 2004 nonexecutive directors
save as disclosed below none of the nonexecutive directors has 
a service contract
gerald corbett was appointed nonexecutive chairman 
of the company on 1 august 2005 for an initial term of three years 
the appointment has been renewed for a further three years and is
terminable upon 12 months notice by either party mr corbett receives 
an annual fee of £180000 and a company car
the basic annual fee for nonexecutive directors is £40000
committee chairmen receive an additional fee of £10000 the senior
independent director receives a further £5000 pa
details of the appointments of the other nonexecutive 
directors are as follows
there are no express provisions for compensation payable in the event 
of termination except that garry watts’ contract provides that if the
company terminates mr watts’ appointment with immediate effect in
addition to his contractual notice period mr watts shall be entitled to a
payment equivalent to the average of any bonus paid within the three
year period prior to the date of termination the committee is satisfied
that the inclusion of an award in respect of annual bonus is appropriate
as this incorporates a performancerelated element to any
compensation payment
if the employment of an executive director is terminated the
committee’s policy is to apply mitigation to compensation payments at 
a level determined by reference to the individual circumstances of the
executive director appropriate external human resource advice would
be obtained in each case
nonexecutive director appointment letter date of appointment initial term comments
peter read 28 february 2002 21 march 2002 one year renewed annually currently expires on 21 march 2010
richard adam 21 october 2003 13 november 2003 three years renewed for a further three years with effect from
13 november 2006
peter johnson 3 july 2008 1 october 2008 three years
external appointments
the company recognises that executive directors may be invited 
to become nonexecutive directors of other companies these
appointments can be beneficial to both the individual and the company
in providing further experience and knowledge but the company’s
consent is required before an executive director can accept such an
appointment fees are normally retained by the director the details 
are given in the table
director nonexecutive directorship fee £’000
garry watts stagecoach group plc 44
mark moran brixton plc 46
directors’ emoluments audited information
salaries and fees bonus benefits 2009 total 2008 total
£’000 £’000 £’000 £’000 £’000
nonexecutive chairman
gcorbett 180 — 22 202 186
executive
gwatts 575 719 181 1475 1332
iadamson 315 362 77 754 633
mmoran 290 334 21 645 522
nonexecutive
radam 50 — — 50 41
pjohnson 20 — — 20 —
pread 55 — — 55 46
former directors
acatalano to 111108 24 — — 24 36
smurray to 240708 13 — — 13 36
total 1522 1415 301 3238 2832
notes
1 remuneration shown above relates to the period for which each
director served during the year all directors served throughout the
year except peter johnson who was appointed a nonexecutive
director on 1 october 2008 and susan murray and anna catalano 
who resigned as nonexecutive directors on 24 july 2008 and 
11 november 2008 respectively 
2 for the 200809 financial year the performance targets for the annual
bonus were 
target threshold stretch actual
eps 2381p 2321p 25p 28p
eva £3667m £3575m £385m £4661m 
remuneration report
continued
46  47   governance  annual report and accounts 2009 
3 benefits include all taxable benefits arising from employment with 
the company 
4 during the year any contributions in respect of retirement provision
that were not made were paid as a salary supplement the amounts
paid in the year which are included in the above table under benefits
were as follows
g watts — £143750
i adamson — £54117
m moran — £nil 
notes continued
this represented another year of outstanding profitability by 
the company the target eps of 2381p represents an increase 
of 25 per cent over the target set in the previous year 191p 
the committee has examined various indicators of company
financial and nonfinancial performance and is comfortable that 
this excellent profitability has been delivered on a sustainable 
basis and within an appropriate risk framework
therefore the cash bonus payments will be
g watts — £718500 i adamson — £362250 and 
m moran – £333500
these cash bonuses will be paid in june 2009 
directors’ pensions audited information
the following directors received contributions as detailed below
2009 2008
company company 
contribution contribution
£’000 £’000
g watts — 20
i adamson 25 32
m moran 73 67
notes
pension contributions were paid as follows
1 i adamson into the ssl uk pension scheme and a personal pension plan
2 m moran into the ssl uk pension scheme
in addition as noted ian adamson is a member of a defined benefit scheme the pension entitlement and corresponding transfer value changed as
follows during the year
gross increase increase in t otal accrued value of net t otal change in value of accrued value of accrued
in accrued accrued pension pension at increase in accrual value during pension at pension at
pension net of inflation 31 march 2009 over period period 31 march 2009 31 march 2008
£000 pa £000 pa £000 pa £000 £000 £000 £000
i adamson 028 nil 686 nil 1088 9882 8794
notes
1 pension accruals shown are the amounts which would be paid
annually on retirement based on service to the date the scheme
closed to future accrual 31 august 1995 and based on current
pensionable salary as at the end of the year
2 the transfer values at the beginning of the year have been calculated
in accordance with version 92 of guidance note gn11 issued by the
actuarial profession however from 1 october 2008 gn11 ceased to
apply the year end transfer values have been calculated using the
transfer value basis set by the t rustees
3 the value of net increase represents the incremental value to the
director of his service during the year as the scheme closed to future
accrual of benefits in 1995 this increase is zero
4 the change in the transfer value includes the effect of fluctuations in
the transfer value due to factors beyond the control of the company
and directors such as stock market movements
5 voluntary contributions paid by directors and resulting benefits are
not shown option schemes
full details of the options over ordinary shares in the company held by
executive directors who served during the year and any movements in
those options are shown below
as at exercised in lapsed in as at exercise exercisable exercisable
note 310308 the period the period 310309 price p from to
g watts
1996 scheme 11 2 72260 — — 72260 5065 170704 170711
12 2 98305 — — 98305 2950 180705 180712
saye scheme 3997 3997 — — 2370 010408 011008
total 174562 3997 — 170565
i adamson
1996 scheme 11 2 30000 — 30000 — 5000 020704 020708
12 2 54915 — — 54915 2950 180705 180712
saye scheme 5527 5527 — — 2080 010408 011008
2091 — — 2091 2370 010410 011010
total 92533 5527 30000 57006
m moran
1996 scheme 13 2 72815 — — 72815 3090 110607 110614
14 2 72815 — — 72815 3090 110607 110611
saye scheme 6972 — — 6972 2370 010410 011010
total 152602 — — 152602
notes
1 exercise is subject to growth in normalised earnings per share during
the performance period exceeding the retail price index rpi the
targets for each grant are as follows
11 exercise is subject to growth in normalised earnings per share for 
not less than three years commencing on 1 april 2001 exceeding the
growth in rpi by at least an average 2 per cent pa this condition has
been met
12 exercise is subject to growth in normalised earnings per share for
three years commencing on 1 april 2002 exceeding the growth in 
rpi by no less than 2 per cent pa this condition has been met
13 exercise is subject to growth in normalised earnings per share for
three years commencing on 1 april 2004 exceeding the growth in 
rpi by no less than 3 per cent pa this condition has been met
1 4 exercise is subject to performance conditions that must be satisfied
over initially a threeyear period although this may be extended up to five
years the exercise is subject to growth in normalised earnings per share
exceeding the growth in rpi by at least an average of 3 per cent pa and
tsr of the company when compared to tsr of companies of the ftse
250 reaching sixth decile for 50 per cent of the option to become
exercisable between sixth and eighth for a prorata between 50 per cent
and 100 per cent of the option to become exercisable and eighth decile
and above for 100 per cent of the option to become exercisable both
the earnings per share and tsr condition have been met
2 following the disposal of the group’s medical business and the
resultant reduction in earnings the committee reviewed the
performance conditions attaching to options granted under the 
ssl 1996 executive share option scheme it was agreed that the
performance criteria should be rebased to fairly compare historical
earnings with those in the ongoing business but the rebased figures
should be no less stretching than the previous targets given the share
price at the times of grants which was in excess of 480 pence the
committee determined that only earnings since the financial year
ended 31 march 2002 would be reviewed consequently the earnings
per share figures for the financial years ended 2002 2003 and 2004
were rebased in light of the rise in the share price during the year to 
31 march 2008 the committee agreed that the earnings per share
figures for the financial year 2001 be rebased the calculations to
determine all figures were independently checked by ernst  young
llp  although ernst  y oung llp expressed no opinion on the accuracy
of the base data and the appropriateness of the underlying assumptions
directors’ interests in shares audited information
shareholdings
the following table shows the beneficial interests of the directors who held office at the end of the year in the ordinary shares of the company
shareholdings shareholdings
as at as at
31 march 2009 31 march 2008
directors as at 31 march 2009
r adam 1530 1506
i adamson 74666 15626
g corbett 32500 32500
p johnson 10000 —
m moran 48489 1797
p read 5106 5023
g watts 104613 50000
note 
1 no director held a nonbeneficial interest in any shares 
remuneration report
continued
48  49   governance  annual report and accounts 2009 
performance share plan
as at awarded in market price at vested in as at vesting 
310308 the period date of award date of award p the period 310309 date
g watts
171880 — 110805 29150 171880 — 110808
187876 — 090606 27950 — 187876 090609
130627 — 250607 42725 — 130627 250610
— 119492 280508 47600 — 119492 280511
— 270683 280708 40500 — 270683 280712
total 490383 390175 171880 708678
i adamson
79279 — 110805 29150 79279 — 110808
87734 — 090606 27950 — 87734 090609
69979 — 250607 42725 — 69979 250610
— 65461 280508 47600 — 65461 280511
— 148287 280708 40500 — 148287 280712
total 236992 213748 79279 371461
m moran
79279 — 110805 29150 79279 — 110808
87734 — 090606 27950 — 87734 090609
62981 — 250607 42725 — 62981 250610
— 60266 280508 47600 — 60266 280511
— 136518 280708 40500 — 136518 280712
total 229994 196784 79279 347499
notes continued
3 no options were exercised in the previous period
4 on 2 april 2008 ian adamson exercised options over 5527 ordinary
shares of 10 pence in the company granted at 2080 pence per share
the market price on 2 april 2008 was 467 5 pence per share on 
17 april 2008 garry watts exercised options over 3997 ordinary
shares of 10 pence in the company granted at 237 0 pence per share 
the market price on 17 april 2008 was 4435 pence per share 
both exercises were in respect of the ssl sharesave scheme 
an saye scheme
5 there are no performance criteria for exercise of options under the
saye scheme
6 the market price of the company’s shares was 44900 pence on 
31 march 2009 and ranged from 3800 pence to 5280 pence during
the year 
7  no options were granted in the period the vesting of awards is subject to the satisfaction of performance
targets over a three year period the award price is the average of the
middle market quotations for an ssl share derived from the official 
list of the ukla for the five consecutive dealing days preceding the 
date of the award
performance percentage of performance percentage of
period award price performance performance share scale performance share vesting 
commencing pence scale award vesting eva £m award vesting date
average annual eps growth
010405 29090  rpi  15 0 — — 110808 
1
rpi  15 15 — —
 rpi  30 100 — —
average annual eps growth
010406 28210  rpi  10 0 — — 090609 
2
rpi  10 15 — —
 rpi  20 100 — —
average annual eps growth
010407 42870  rpi  7 0  90 0 250610
rpi  7 5 90 10
rpi  12 167 100 333
rpi  17 333 110 667
compound annual eps growth
010408 48120  17 0  130 0 280511
17 5 130 10
20 333 140 667
compound annual eps growth
010408 42485 20 0  140 0 280712
3
20 5 140 10
23 333 150 667
notes
1 these awards vested in full on 11 august 2008 the market price on 
11 august 2008 was 462 pence the gross value of shares received 
by directors therefore was as follows g watts — £79408560 
i adamson — £36626898 m moran — £36626898
2 over the period rpi has grown by 84 per cent eps grew by 1188 per
cent therefore the award will vest in full
3 t o the extent to which these targets are met 50 per cent of the total
shares calculated above will vest on the fourth anniversary of the date
of grant and the remaining 50 per cent of the total shares calculated
above will vest on the fifth anniversary of the date of grant assuming
the director is still employed by ssl on those dates
there has been no change in interests of serving directors between 
31 march 2009 and 18 may 2009
performance graph
the graph shows the company’s t otal shareholder return performance
compared with that of the ftse 350 index this index was selected as an 
appropriate comparator index because it is a broad equity market index
of which ssl is a constituent
for and on behalf of the board
peter read
chairman of the remuneration committee
18 may 2009
0
50
100
150
200
t otal shareholder return £ ftse 350 index
ssl international
mar 04 mar 05 mar 06 mar 07 mar 08 mar 09
this graph looks at the value by 31 march 2009 of £100 invested in ssl international on 31 march 2004 
compared with the value of £100 invested in the ftse 350 index the other points plotted are the values 
at intervening financial yearends
source thompson financial the directors are responsible for preparing the annual report and the
group and parent company financial statements in accordance with
applicable law and regulations 
company law requires the directors to prepare group and
parent company financial statements for each financial year under 
that law they are required to prepare the group financial statements 
in accordance with ifrss as adopted by the eu and applicable law and 
have elected to prepare the parent company financial statements in
accordance with uk accounting standards and applicable law uk
generally accepted accounting practice 
the group financial statements are required by law and 
ifrss as adopted by the eu to present fairly the financial position and
performance of the group the companies act 1985 provides in relation
to such financial statements that references in the relevant part of that
act to financial statements giving a true and fair view are references to
their achieving a fair presentation 
the parent company financial statements are required by law 
to give a true and fair view of the state of affairs of the parent company
in preparing each of the group and parent company 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

for the group financial statements state whether they have been
prepared in accordance with ifrss as adopted by the eu 

for the parent company financial statements state whether applicable
uk accounting standards have been followed subject to any material
departures disclosed and explained in the parent company financial
statements and 

prepare the financial statements on the going concern basis unless it is
inappropriate to presume that the group and the parent company will
continue in business 
the directors are responsible for keeping proper accounting records that
disclose with reasonable accuracy at any time the financial position of the
parent company and enable them to ensure that its financial statements
comply with the companies act 1985 they have general responsibility for
taking such steps as are reasonably open to them to safeguard the assets
of the group and to prevent and detect fraud and other irregularities 
under applicable law and regulations the directors are also
responsible for preparing a directors’ report directors’ remuneration
report and corporate governance statement that comply with that law
and those regulations 
the directors are responsible for the maintenance and integrity
of the corporate and financial information included on the company’s
website legislation in the uk governing the preparation and dissemination
of financial statements may differ from legislation in other jurisdictions
responsibility statement of the directors in respect of
the annual financial report
we confirm that to the best of our knowledge

the financial statements prepared in accordance with the applicable
set of accounting standards give a true and fair view of the assets
liabilities financial position and profit or loss of the company and the
undertakings included in the consolidation taken as a whole and

the directors’ report chairman’s statement strategy and priorities
section chief executive’s review and financial review include a fair
review of the development and performance of the business and the
position of the company and the undertakings included in the
consolidation taken as a whole together with a description of the
principal risks and uncertainties that they face
m moran
director
g watts 
director
18 may 2009

statement of directors’
responsibilities in respect 
of the annual report and 
the financial statements 
50  51   governance  annual report and accounts 2009  
independent auditors’ 
report to the members 
of ssl international plc 
we have audited the group and parent company financial statements
the ‘financial statements’ of ssl international plc for the year ended 
31 march 2009 which comprise the consolidated income statement 
the consolidated and parent company balance sheets the consolidated
statement of cash flows the consolidated statement of recognised
income and expense and the related notes these financial statements
have been prepared under the accounting policies set out therein we
have also audited the information in the directors’ remuneration report
that is described as having been audited 
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 auditor’s
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 
the directors’ responsibilities for preparing the annual report and 
the group financial statements in accordance with applicable law and
international financial reporting standards ifrss as adopted by the 
eu and for preparing the parent company financial statements and the
directors’ remuneration report in accordance with applicable law and
uk accounting standards uk generally accepted accounting practice
are set out in the statement of directors’ responsibilities on page 50 
our responsibility is to audit the financial statements and the
part of the directors’ remuneration report to be audited in accordance
with relevant legal and regulatory requirements and international
standards on auditing uk and ireland 
we report to you our opinion as to whether the financial
statements give a true and fair view and whether the financial statements
and the part of the directors’ remuneration report to be audited have
been properly prepared in accordance with the companies act 1985 and
as regards the group financial statements article 4 of the ias regulation
we also report to you whether in our opinion the information given in 
the directors’ report is consistent with the financial statements the
information given in the directors’ report includes that information
presented in the chairman’s statement chief executive’s review the
strategy and priorities section the financial review and the corporate
responsibility section that is cross referenced from the business review
section of the directors’ report 
in addition we report to you if  in our opinion 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 other
transactions is not disclosed 
we review whether the corporate governance statement
reflects the company’s compliance with the nine provisions of the 
2006 combined code specified for our review by the listing rules of the
financial services authority  and we report if it does not w e are not required
to consider whether the board’s statements on internal control cover all
risks and controls or form an opinion on the effectiveness of the group’s
corporate governance procedures or its risk and control procedures 
we read the other information contained in the annual 
report and consider whether it is consistent with the audited financial
statements we consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies with
the financial statements our responsibilities do not extend to any other
information 
basis of audit opinion 
we conducted our audit in accordance with international standards 
on auditing uk and ireland issued by the auditing practices board 
an audit includes examination on a test basis of evidence relevant to 
the amounts and disclosures in the financial statements and the part 
of the directors’ remuneration report to be audited 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 group’s and company’s
circumstances consistently applied and adequately disclosed 
we planned and performed our audit so as to obtain all the
information and explanations which we considered necessary in order to
provide us with sufficient evidence to give reasonable assurance that the
financial statements and the part of the directors’ remuneration report
to be audited 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 and the part of the directors’ remuneration report
to be audited 
opinion 
in our opinion 

the group financial statements give a true and fair view in accordance
with ifrss as adopted by the eu of the state of the group’s affairs as at
31 march 2009 and of its profit for the year then ended 

the group financial statements have been properly prepared in
accordance with the companies act 1985 and article 4 of the ias
regulation 

the parent company financial statements give a true and fair view in
accordance with uk generally accepted accounting practice of the
state of the parent company’s affairs as at 31 march 2009

the parent company financial statements and the part of the directors’
remuneration report to be audited have been properly prepared in
accordance with the companies act 1985 and

the information given in the directors’ report is consistent with the
financial statements
kpmg audit plc 
chartered accountants 
registered auditor 
8 salisbury square
london ec4y 8bb
18 may 2009 2009 2008 2008 2008
oneoff
charges before one
total t otal note 2 off charges
note £m £m £m £m
revenue 6 6424 5339 — 5339
cost of sales 2533 2509 372 2137
gross profitloss 3891 2830 372 3202
distribution expenses 1998 1647 14 1633
administrative expenses 998 915 27 888
operating profitloss 62 895 268 413 681
financial income 3 112 114 — 114
financial expenses 3 242 273 52 221
net financing costs 3 130 159 52 107
profit before taxation 765 109 465 574
income tax expense 4 210 118 43 161
profitloss for the financial year 6 555 09 422 413
attributable to
equity holders of the parent 545 29
minority interest 19 10 20
profitloss for the financial year 555 09
basic earningsloss per share pence 5 280 15
diluted earningsloss per share pence 5 274 15
52  53   financial statements  annual report and accounts 2009 

consolidated income statement
for the year ended 31 march 2009 2009 2008
note £m £m
assets
property plant and equipment 7 808 664
goodwill and intangible assets 8 1397 1179
deferred tax assets 4 338 303
investments 9 317 10
other receivables 11 26 26
t otal noncurrent assets 2886 2182
inventories 10 1039 915
t rade and other receivables 11 1993 1759
current tax asset 13 11
cash and cash equivalents 12 1479 446
t otal current assets 4524 3131
t otal assets 7410 5313
liabilities
t rade and other payables 13 1634 1380
borrowings 15 238 1428
derivative financial liabilities 15 06 —
provisions 16 49 260
current tax payable 14 89 50
t otal current liabilities 2016 3118
borrowings 15 1374 —
derivative financial liabilities 15 38 08
deferred tax liabilities 4 114 99
employee benefits 17 570 537
provisions 16 202 102
t ax payable 14 191 188
other payables 13 04 08
t otal noncurrent liabilities 2493 942
t otal liabilities 4509 4060
net assets 2901 1253
equity
issued capital 19 211 191
share premium and merger reserve 19 2642 1808
cumulative foreign exchange reserve 19 658 208
cash flow hedge reserve 19 40 07
retained earnings 19 693 1062
t otal equity attributable to equity holders of the parent 2778 1138
minority interest 19 123 115
t otal equity 2901 1253
the financial statements on pages 52 to 95 were approved by the board of directors on 18 may 2009 and were signed on its behalf by
m moran 
director

consolidated balance sheet
as at 31 march 2009 2009 2008
note £m £m
actuarial lossesgains on defined benefit plans 17 117 112
reversal of restrictionrestriction of defined benefit plan surplus 17 27 27
foreign currency translation differences for foreign operations 3 450 218
cash flow hedges
effective portion of changes in fair value transferred to cash flow hedge reserve 3 32 07
t ransferred to the income statement 3 01 —
t axation on gains and losses recognised directly in equity 4 35 18
income and expense recognised directly in equity 362 278
profitloss for the financial year 555 09
t otal recognised income and expense for the year 19 917 269
attributable to
— equity holders of the parent 19 907 249
— minority interest 19 10 20
917 269
54  55   financial statements  annual report and accounts 2009 

consolidated statement of recognised income and expense
for the year ended 31 march 2009 2009 2008
note £m £m
cash flows from operating activities
profitloss for the financial year 555 09
adjustments for
depreciation 7 63 65
amortisation of intangibles 8 34 23
sharebased payment charge 18 49 34
interest income 3 112 114
interest expense before oneoff charges 3 242 221
oneoff charges — 465
loss on sale of property plant and equipment 04 02
t otal income tax expense 4 210 118
operating profit before changes in working capital and provisions 1045 805
decreaseincrease in trade and other receivables 49 88
decrease in inventories — 10
increase in trade and other payables 143 122
decrease in provisions and employee benefits 221 320
cash generated from the operations 1016 529
interest paid 110 118
income taxes paid 144 109
dividend paid to minority interests 19 13 —
net cash from operating activities 749 302
cash flows from investing activities
proceeds from sale of plant and equipment — 02
interest received 09 09
acquisition of property plant and equipment 223 76
acquisition of investment 294 10
acquisition of intangible assets 85 16
acquisition of businesssubsidiary — 153
net cash from investing activities 593 244
cash flows from financing activities
proceeds from issue of share capital 878 09
repurchase of own shares 17 —
repayments of loan notes — 674
drawdown of borrowings 91 804
payment of finance lease liabilities 21 01 03
dividends 20 150 133
net cash from financing activities 801 03
net increase in cash and cash equivalents 957 61
cash and cash equivalents and bank overdraft at start of year 337 271
effect of exchange rate fluctuations on cash held 21 50 05
cash and cash equivalents and bank overdraft at end of year 12 1344 337

consolidated statement of cash flows
for the year ended 31 march 2009 1 group accounting policies
in the financial statements and related notes the term ‘company’
refers to ssl international plc a company incorporated in the uk the
group financial statements consolidate those of the company and 
its subsidiaries together referred to as the ‘group’ or ‘ssl’ and equity
account the group’s interest in associates
a basis of preparation
the consolidated financial statements are prepared on a going
concern basis in pounds sterling rounded to the nearest hundred
thousand and are prepared on an historical cost basis modified to
include revaluation to fair value of certain financial instruments as
described below after making enquiries the directors have a
reasonable expectation that the company and the group have
adequate resources to continue in operational existence for the
foreseeable future as detailed in the financial review on page 31
accordingly they continue to adopt the going concern basis in
preparing the annual report and financial statements the group
financial statements have been prepared and approved by the
directors in accordance with international financial reporting standards
as adopted by the eu ‘adopted ifrs’ the company has elected to
prepare its parent company financial statements in accordance with
uk gaap these are presented on pages 96 to 103 the accounting
policies set out below have been applied consistently in dealing with
items which are considered material in relation to the financial
statements except as noted below
in these financial statements the following new standards
have been adopted for the first time
amendments to ias 23 borrowing costs the amendments 
to ias 23 eliminate the option available under the previous version 
of the standard to recognise all borrowing costs immediately as an
expense t o the extent that borrowing costs relate to the acquisition
construction or production of a qualifying asset the revised standard
requires that they be capitalised as part of the cost of that asset 
the revised standard applies to borrowing costs relating to qualifying
assets for which the commencement date for capitalisation is on or
after 1 january 2009 although earlier adoption is permitted
the revised standard has been adopted with effect from 
1 april 2008 and borrowing costs of £06 million have been capitalised
during the year ended 31 march 2009 with regard to three ‘qualifying
assets’ those that necessarily take a substantial period of time to get
ready for intended use no adjustment has been made to the
comparatives as the effective date is 1 april 2008
ssl’s management considers the following to be the most
important accounting policies in the context of the group’s operations
b basis of consolidation
the group financial statements consist of the financial statements 
of the company entities controlled by the company its subsidiaries
and the group’s share of interests in associates
subsidiaries
subsidiaries are entities controlled by the group control exists when
the group has the power either directly or indirectly to govern the
financial and operating policies of an entity so as to obtain economic
benefits from its activities the financial statements of subsidiaries 
are included in the consolidated financial information from the date
control commences until the date that control ceases
where the reporting date of the subsidiary undertaking differs
from that of the group the group’s share of results included in the
consolidated income statement is based on rolled forward information
which coincides with the group’s reporting date
associates
an associate is an undertaking in which the group has a long term
interest usually from 20 per cent to 50 per cent of the equity voting
rights over which it has the power to exert significant influence but not
control over the financial and operating policy decisions the group’s
share of results of its associates is included in the consolidated income
statement on the equity accounting basis from the date that significant
influence commences until the date that significant influence ceases
the holding value of associates in the group’s balance sheet is
calculated by reference to the group’s cost of investment plus post
acquisition changes in the group’s share of the net assets of the entity
less any impairment in value the carrying value of investments in
associates includes any acquired goodwill
where the reporting date of the associated undertaking
differs from that of the group the group’s share of results included 
in the consolidated income statement is based on rolled forward
information which coincides with the group’s reporting date
t ransactions eliminated on consolidation
intragroup balances and any unrealised gains and losses or income
and expenses arising from intragroup transactions are eliminated 
in preparing the consolidated financial statements unrealised gains
arising from transactions with associates are eliminated to the extent
of the group’s interest in the entity unrealised losses are eliminated 
in the same way as unrealised gains but only to the extent that there 
is no evidence of impairment
c use of estimates and judgements
the preparation of the financial statements requires management 
to make judgements estimates and assumptions that affect the
application of the accounting policies and the reported amounts of
assets liabilities income and expenses estimates and underlying
assumptions are reviewed on an ongoing basis revision to accounting
estimates are recognised in the period in which the estimate is revised
and in any future periods affected
the directors believe that the most critical accounting
policies and significant areas of judgement and estimation arise 
from accounting for defined benefit pension schemes under ias 19
‘employee benefits’ for goodwill and intangible assets under ias 36
‘intangible assets’ and provisions under ias 37 ‘provisions contingent
liabilities and contingent assets’ judgement is also required in the
classification of borrowings between current and noncurrent
defined benefit pension schemes are accounted for in
accordance with the advice of independent qualified actuaries but
significant judgements are required in relation to the assumptions for
future salary and pension increases inflation the discount rate applied
to the liabilities investment returns and member mortality that
underpin their valuations information on the assumptions used and
the sensitivity of the liability to a change on the assumptions can be
found in note 17 
the measurement of intangible assets both on business
combinations and other asset acquisitions requires assessment of 
the existence of such assets and whether they can be separately and
reliably measured assumptions and estimates are made about future
cash flows to value identified intangible assets annual impairment
reviews are also performed in accordance with ias 36 for details of
goodwill and intangibles and the impairment reviews performed refer
to note 8
when accounting for provisions the group has taken internal
and external advice in assessing the level of provision required details 
of the provisions made and the key assumptions can be found in note 16
the basis of the classification of the group’s committed
borrowing facility is provided in note 15
56  57   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements d revenue
revenue represents the fair value of consideration receivable being
the value of goods provided during the year net of trade discounts
cash discounts retrospective and other rebates value added and
sales taxes revenue from the sale of goods is recognised upon
transfer to the customer of significant risks and rewards of ownership
generally this will be when goods are dispatched to the customer
credit note reserves are provided at each periodend to account for
management estimates of customer returns and are deducted from
revenue any returns in excess of the amount provided would also be
deducted from revenue discounts and rebates are accounted for in
the period they are earned
e business combinations and goodwill
goodwill arising on the acquisition of subsidiary undertakings and
businesses representing any excess of the fair value of the consideration
given over the fair value of the identifiable assets liabilities and
contingent liabilities acquired is capitalised and is subject to impairment
review annually and when there is any indication that the carrying value
may not be recoverable
on the subsequent disposal or termination of a business
acquired since 1 march 1998 the profit or loss on disposal or
termination is calculated after charging the carrying value of any
related goodwill
prior to transition to ifrs goodwill was amortised in line 
with uk gaap on transition to ifrs the goodwill balance was frozen
the group’s policy up to and including the year ended 
28 february 1998 was to write off goodwill arising upon acquisition
against reserves under ifrs 1 and ifrs 3 such goodwill will remain
eliminated against reserves and will not form part of any subsequent
profitloss on disposal
f other intangible assets
intangible assets that are acquired which can be separately identified
and the cost of which can be measured reliably are capitalised and
amortised on a straight line basis over their estimated useful economic
lives subject to any recognised impairment in value usually between
3—20 years the fair value of brands acquired in a business combination
or with other assets is based on the discounted estimated royalty
payments that have been avoided as a result of the brand being owned
the fair value of customer relationships acquired is determined by
discounting estimated future net cash flows from the customer in
determining the useful economic life each asset is reviewed separately
and consideration given to the period over which the group expects to
derive economic benefit from the asset the useful economic life for
significant assets is reviewed annually
software developments and licences capitalised are stated 
at cost less accumulated amortisation and are amortised on a straight
line basis over their estimated useful economic lives as follows

software development 5—10 years and

software licences over the length of the licence
where an asset is deemed to have an indefinite useful economic life 
it is not amortised but is instead subject to annual impairment review
to ensure the carrying value of the asset is supportable
g impairment
financial assets
a financial asset is assessed at each reporting date to determine
whether there is any objective evidence that it is impaired a financial
asset is considered to be impaired if objective evidence indicates that
one or more events have had a negative effect on the estimated future
cash flows of that asset all impairment losses are recognised in profit
or loss
nonfinancial assets
the carrying value of the group’s nonfinancial assets other than
inventories and deferred tax assets are reviewed at each reporting
date to determine whether there is any indication of impairment 
if any such indication exists then the asset’s recoverable amount 
is estimated for goodwill and intangible assets that have indefinite
lives the recoverable amount is estimated at each reporting date
an impairment loss is recognised if the carrying amount of 
an asset or its cashgenerating unit exceeds its recoverable amount 
a cashgenerating unit is the smallest identifiable asset group that
generates cash flows that largely are independent from other assets
and groups impairment losses are recognised in profit or loss
impairment losses recognised in respect of cashgenerating units are
allocated first to reduce the carrying value of any goodwill allocated to
the units and then to reduce the carrying amount of the other assets 
in the unit group of units on a pro rata basis
the recoverable amount of an asset or cashgenerating unit
is the greater of its value in use and its fair value less costs to sell in
assessing value in use the estimated future cash flows are discounted
to their present value using a pretax discount rate that reflects current
market assessments of the time value of money and the risks specific
to the asset
an impairment loss in respect of goodwill is not reversed 
in respect of other assets impairment losses recognised in prior
periods are assessed at each reporting date for any indications that 
the loss has decreased or no longer exists an impairment loss is
reversed if there has been a change in estimates used to determine the
recoverable amount an impairment loss is reversed only to the extent
that the asset’s carrying amount does not exceed the carrying amount
that would have been determined net of depreciation or amortisation
if no impairment loss had been recognised
h property plant and equipment
property plant and equipment assets are carried at cost less
accumulated depreciation and any recognised impairment in value 
as noted above the amendments to ias 23 borrowing costs have
been adopted with effect from 1 april 2008 and to the extent that
borrowing costs relate to the acquisition construction or production 
of a qualifying asset borrowing costs are capitalised as part of the 
cost of that asset depreciation is provided to write property plant 
and equipment down to a residual value over their estimated useful
economic lives on a straight line basis at the following annual rates

freehold land no depreciation is charged on freehold land

freehold and leasehold buildings 2 per cent of cost or over the life 
of the lease if less than 50 years 

motor vehicles 25 per cent of cost

plant equipment fixtures and fittings 7 per cent to 25 per cent 
of cost and 

assets under the course of construction no depreciation is charged
on assets under the course of construction
the residual value and estimated useful economic life for significant
property plant and equipment is reassessed annually
i leases
leases in terms of which the group assumes substantially all the risks
and rewards of ownership are classified as finance leases all other
leases are accounted for as operating leases
assets held under finance leases are capitalised and included
within property plant and equipment at the lower of fair value and the
present value of minimum lease payments each asset is depreciated
over the shorter of the lease term or the asset’s useful life 1 group accounting policies continued
the obligations related to finance leases net of finance lease charges
in respect of future periods are included within financial liabilities 
the interest element of the rental agreement is charged to the income
statement over the term of the lease to reflect a constant rate of
interest on the outstanding capital amount payable
costs in respect of operating leases are charged to the income
statement on a straight line basis over the term of the lease lease
incentives are spread over the term of the lease on a straight line basis
 j foreign currency transactions
t ransactions in foreign currencies are translated to the respective
functional currencies of group entities using the rate of exchange
ruling at the date of the transaction monetary assets and liabilities
denominated in foreign currencies are translated using the rate of
exchange ruling at the balance sheet date and the foreign exchange
arising is taken to the income statement 
financial statements of foreign operations
income statements of foreign operations are translated into sterling 
at the average rate applicable to the respective accounting period as
an approximation of the rate at the date the transactions took place
assets and liabilities including goodwill of foreign operations
are translated using the rate of exchange ruling at the balance sheet
date gains or losses on translations of foreign operations are included
as a movement on the cumulative foreign exchange reserve on
a subsequent disposal such gains or losses will form part of the
profitloss on disposal within the income statement gains and 
losses prior to adoption of ifrs are deemed to be nil
net investment in foreign operations
the portion of the gain or loss on an instrument used to hedge a net
investment in a foreign operation that is determined to be an effective
hedge is included as a movement in the cumulative foreign exchange
reserve on a subsequent disposal such gains or losses will form 
part of the profitloss on disposal within the income statement 
any ineffective portion is recognised immediately in profit or loss
k postretirement benefits
defined contribution plans
obligations for defined contribution plans are recognised as an
expense in the income statement when they are due
defined benefit plans
the group’s net obligation in respect of defined benefit pension 
plans is calculated separately for each plan by estimating the amount
of future benefits that employees have earned in return for their
service in the current and prior periods that benefit is discounted to
determine its present value and any unrecognised past service costs
and the fair value of any plan assets are deducted the discount rate 
is the yield at the reporting date on aa creditrated bonds that have
maturity dates approximating the terms of the group’s obligations the
calculation is performed by a qualified actuary using the projected unit
credit method when the calculation results in a benefit to the group
the recognised asset is limited to the net total of any unrecognised
past service costs and the present value of any future refunds from 
the plan or reductions in future contributions to the plan an economic
benefit is available to the group if it is realisable during the life of the
plan or on settlement of the plan liabilities
when the benefits of a plan are improved the portion of the
increased benefit relating to past service by employees is recognised 
in the income statement on a straight line basis over the average period
until the benefits become vested t o the extent that the benefits vest
immediately the expense is recognised immediately in the income
statement the group recognises all actuarial gains and losses arising
from defined benefit plans directly in equity immediately
l employee benefits
sharebased payment transactions
the group operates a number of employee share schemes the fair
value of employee share options granted is recognised as an employee
expense with a corresponding increase in equity the fair value is
measured at grant date using an appropriate valuation model taking
into account the terms and conditions upon which the share options
were granted these will include both performance and service
conditions the resulting cost is charged to the income statement 
over the vesting period of the options at each balance sheet date the
cumulative charge in respect of each option plan is adjusted to reflect
expected and actual levels of options vesting
the fair value of the amount payable to employees in respect
of share appreciation rights which are settled in cash is recognised as
an expense with a corresponding increase in liabilities over the period
in which the employees become unconditionally entitled to payment
the liability is remeasured at each reporting date and at settlement
date any changes in the fair value are recognised within the income
statement as a personnel expense
for options granted before 7 november 2002 the recognition
and measurement principles of ifrs 2 have not been applied in
accordance with the transitional provisions in ifrs 1 any cost in relation
to these options is expensed to the income statement as incurred
overseas termination benefits
the group’s net obligation in respect of termination benefits other
than pension plans is the amount of future benefit that employees
have earned in return for their service in current and prior periods 
that benefit is discounted to determine the present value and the fair
value of any related asset is deducted the discount rate is the yield at
the reporting date on aa creditrated bonds that have maturity dates
approximating the terms of the group’s obligations the calculation 
is performed by a qualified actuary using the projected unit credit
method any actuarial gains or losses are recognised directly in equity
immediately
m research and development
research expenditure is charged to income in the year in which it is
incurred development expenditure is capitalised only if it gives rise to
an identifiable intangible asset and where the development costs can
be measured reliably the product is technically and commercially
feasible future economic benefits are probable and the group
intends to and has sufficient resources to complete development 
and to sell the asset other development expenditure is recognised 
in profit or loss as incurred no development costs are capitalised 
at 31 march 2009 or 31 march 2008
n cash equivalents
cash equivalents are current asset investments which are disposable
without curtailing or disrupting the business and are either readily
convertible into known amounts of cash at or close to their carrying
values or traded in an active market cash equivalents comprise short
term bank deposits which have a maturity of three months or less at
the date of acquisition other than cash
o inventories
inventories are stated at the lower of cost and net realisable value 
in determining the cost of raw materials consumables and goods for
resale the fifo method is used and includes expenditure incurred 
in acquiring the inventories and bringing them to their existing location
and condition for work in progress and finished goods cost is taken 
as production cost which includes an appropriate proportion of
overheads based upon normal operating capacity
net realisable value is determined as estimated selling price
less all estimated costs of completion and costs to be incurred in
marketing selling and distribution
58  59   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued p grant income
revenue grants are recognised in the income statement as a reduction
in the related expense
capital grants are shown in deferred income within the
balance sheet and released to match the depreciation charge on 
the associated asset
q income tax
income tax comprises current and deferred tax income tax is recognised
in the income statement except to the extent that it relates to items
recognised directly in equity in which case it is recognised in equity
current tax is the expected tax payable on the taxable income
for the year using tax rates enacted or substantively enacted at the
balance sheet date and any adjustment to tax payable in respect of
previous years
deferred tax is provided using the balance sheet liability
method providing for temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and
the amounts used for taxation purposes the amount of deferred 
tax provided is based upon the expected manner of realisation or
settlement of the carrying values of the assets or liabilities using tax
rates enacted or substantively enacted at the balance sheet date
deferred tax is not recognised for the following temporary
differences the initial recognition of assets or liabilities in a transaction
that is not a business combination and that affects neither accounting
nor taxable profit and differences relating to investments and
subsidiaries to the extent that it is probable that they will not reverse 
in the foreseeable future in addition deferred tax is not recognised 
for taxable temporary differences arising on the initial recognition 
of goodwill
a deferred tax asset is recognised only to the extent that 
it is probable that future taxable profits will be available against which
the asset can be utilised deferred tax assets are reduced to the 
extent that it is no longer probable that sufficient taxable profits will 
be available to allow all or part of the asset to be realised
r provisions
a provision is recognised in the balance sheet when the group has a
present legal or constructive obligation as a result of a past event which
can be measured reliably and it is probable that an outflow of economic
benefits will be required to settle the obligation if the effect is material
provisions are determined by discounting the expected future cash
flows at a pretax rate that reflects current market assessments of the
time value of money and the risks specific to the liability
s financial instruments
the group uses derivative financial instruments derivatives to hedge
its exposure to foreign exchange and interest rate risks arising from
operational financing and investment activities the group does not
hold or issue derivative financial instruments for trading purposes
derivative financial instruments are recognised initially at 
fair value subsequent to initial recognition derivative financial
instruments are stated at fair value the fair value of derivative financial
instruments is determined by reference to discounted cash flows or
option valuation models where derivatives do not qualify for hedge
accounting any gains or losses on remeasurement are immediately
recognised in the income statement where derivatives qualify for
hedge accounting recognition of any resultant gain or loss depends 
on the nature of the hedge relationship and the item being hedged 
the effectiveness of hedges is tested at each period end to ensure 
that the hedge remains effective
interestbearing borrowings are initially stated at fair value 
less attributable transaction costs subsequent to initial recognition
interestbearing borrowings are stated at amortised cost with any
difference between cost and redemption value being recognised in 
the income statement over the period of the borrowings on an
effective interest basis
fair value hedging
derivative financial instruments are classified as fair value hedges
when they hedge the group’s exposure to changes in the fair value 
of a recognised asset or liability any gain or loss from remeasuring 
the hedging instrument is recognised immediately in the income
statement within financing costs any change in the fair value of the
hedged item attributable to the hedged risk is adjusted against the
carrying value of the hedged item and recognised immediately in the
income statement within financing costs
cash flow hedging
derivative financial instruments are classified as cash flow hedges
when they hedge the group’s exposure to variability in cash flows 
that is attributable to a particular risk associated with a recognised
asset or liability changes in the fair value of the derivative hedging
instrument designated as a cash flow hedge are recognised directly 
in equity to the extent that the hedge is effective t o the extent the
hedge is ineffective changes in fair value are recognised in profit or loss
discontinuance of hedge accounting
if the hedging instrument no longer meets the criteria for hedge
accounting expires or is sold terminated or exercised then hedge
accounting is discontinued prospectively the cumulative gain or 
loss previously recognised in equity remains there until the forecast
transaction occurs when the hedged item is a nonfinancial asset the
amount recognised in equity is transferred to the carrying amount of
the asset when it is recognised in other cases the amount recognised
in equity is transferred to profit or loss in the same period that the
hedged item affects profit or loss
t treasury shares
when share capital recognised as equity is repurchased the amount 
of the consideration paid including directly attributable costs is
recognised as a change in equity repurchased shares are classified 
as treasury shares and presented as a deduction from total equity
u investments 
investments in equity securities held by the group are classified as
available for sale financial assets and are stated at fair value where
there is no active market for unlisted shares held the investment is
held at cost and subject to annual impairment testing
v borrowings
the drawndown committed group facility at the balance sheet date 
is split between current and noncurrent based upon the directors’
expectations of the level of drawdown required for the next 12 months
accounting standards issued but not adopted
the international accounting standards board iasb and international
financial reporting committee ifric have also issued the following
standards and interpretations which have been endorsed by the eu at
31 march 2009 with an effective date of implementation after the date
of these financial statements
international accounting standards board
ifrs 8 ‘operating segments’ is effective for accounting periods
beginning on or after 1 january 2009 the standard specifies how 
an entity should report information about its operating segments in
annual financial statements and sets out requirements for related
disclosures about products and services geographical areas and
major customers adoption of this standard will have no impact upon
the results or net assets of the group 1 group accounting policies continued
amendments to

ias 1 presentation of financial statements a revised presentation
the revised standard requires the aggregation of information in the
financial statements on the basis of shared characteristics with the
option of presenting income and expense and components of other
comprehensive income either in a single statement or in two
separate statements a separate income statement followed by a
statement of comprehensive income

ifrs 2 share based payments vesting conditions and cancellations
the amendment to ifrs 2 clarifies the term ‘vesting conditions’ and
provides the accounting treatment for nonvesting conditions and
cancellations nonvesting conditions must be taken into account 
in the estimation of the fair value of the instrument at the grant date
and failure to meet a nonvesting condition during the vesting period
must be treated as a cancellation the amount of the compensation
cost that otherwise would be recognised over the remainder of the
vesting period is recognised immediately on cancellation normally 
in profit and loss if the sharebased payment includes a liability
component then the liability is remeasured to fair value at the date
of cancellation prior to its settlement
the directors do not anticipate that the adoption of these standards
and interpretations will have a material effect on the group’s financial
statements in the period of initial application
international financial reporting interpretations committee
interpretations 
ifric 14 ias 19 — the limit on a defined benefit asset minimum
funding requirements and their interaction paragraph 58 of ias 19
‘employee benefits’ limits the measurement of a defined benefit asset
to the ‘present value of economic benefits available in the form of
refunds from the plan or reductions in future contributions to the 
plan’ ifric 14 addresses the interaction between a minimum funding
requirement and the limit placed by paragraph 58 of ias 19 on the
measurement of the defined benefit asset or liability under ifric 14
entities are required to measure any economic benefits available to
them in the form of refunds or reductions in future contributions at the
maximum amount that is consistent with the terms and conditions of
the plan and any statutory requirements in the jurisdiction of the plan
the impact of ifric 14 on the group’s defined benefit obligations at 
31 march 2009 has been assessed as detailed in note 17 ifric 14 will be
adopted by the group for the financial year commencing 1 april 2009
no significant impact is expected from other standards and
interpretations that are endorsed but not yet effective
60  61   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 2 operating profit
2009 2008
note £m £m 
operating profit before oneoff charges 895 681
oneoff charges — european supply chain restructuring see below — 413
operating profit 895 268
charges included above
— for depreciation on owned assets 7 62 64
— for depreciation on leased assets 7 01 01
— for amortisation of intangibles 8 34 23
research and development costs 118 102
loss on sale of property plant and equipment 04 02
foreign exchange gains in profit or loss excluding financial instruments 61 54
fees payable to kpmg and its associates
— audit of these financial statements 02 02
— audit of financial statements of subsidiaries 05 05
— other services relating to taxation 03 02
— all other services 01 01
t otal fees payable to kpmg and its associates 11 10
amounts paid to the company’s auditor in respect of services to the company other than the audit of the company’s financial statements 
have not been disclosed as the information is required instead to be disclosed on a consolidated basis
oneoff charges during 2008 — european supply chain restructuring
during the prior financial year the group announced several phases of restructuring projects with regard to the european supply chain and 
the early repayment of loan notes and early settlement of related derivative balances the key aspects of the restructuring programme were

closure of the spanish manufacturing plant in rubi with transfer of production to india and thailand

closure of the t echnical services centre in cambridge with its activities transferred to the technical centres at peterlee thailand and india

restructuring of the footwear development group and

closure of the guernsey manufacturing facility with production to be transferred to the peterlee facility or to thirdparty suppliers
the oneoff charges to operating profit during 2008 were £413 million with regards to the closures of the manufacturing and technical services
facilities and the restructuring of the footwear development group and £52 million oneoff financial expenses relating to the early repayment 
of loan notes and early settlement of related derivatives 3 financial income and expense
recognised in profit or loss
2009 2008
note £m £m 
financial income
bank and deposit interest 09 09
expected return on pension scheme assets 17 103 105
112 114
financial expense
bank loans and overdraft 91 63
loan notes — 34
interest on pension scheme liabilities 17 136 124
change in fair value of financial assets and liabilities 15 —
242 221
 oneoff financial expense — 52
242 273
net financing costs recognised in profit or loss 130 159
finance charges of £52 million relate to penalties and charges arising on the early repayment of loan notes and early settlement of related derivative balances in october 2007
following the announcement of the european supply chain restructuring programme
recognised directly in equity
2009 2008
£m £m 
foreign currency translation differences for foreign operations 450 218
cash flow hedges
— effective portion of changes in fair value transferred to cash flow hedge reserve 32 07
— t ransferred to the income statement 01 —
net finance income recognised directly in equity 417 211
interest capitalised
2009 2008
£m £m 
interest capitalised within the production or construction cost of property plant and equipment 06 —
interest has been capitalised at the rate applying to the specific funds borrowed in respect of capital projects where specific funds are not
borrowed to finance capital projects a capitalisation rate based on a weighted average of borrowings outstanding during the period is applied 
to the expenditure on the asset the rate applied during the current financial year is 63 per cent
62  63   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 4 income tax expense
t axation recognised in the income statement is as follows
2009 2008
total total
£m £m 
current tax expense
current year corporation tax 122 40
overseas taxation 75 64
adjustments in respect of prior years 03 02
200 106
deferred tax expense
origination and reversal of temporary differences 12 08
adjustments in respect of prior years 02 04
10 12
t otal income tax expense in the income statement 210 118
the effective tax rate for the period is 27 5 per cent on profit before tax and oneoff charges 2008 28 per cent the total charge of £210 million 
2008 £118 million includes a credit of £nil relating to the oneoff charges 2008 £43 million included within the overseas taxation is 
a benefit of £25 million arising from previously unrecognised deferred tax assets 2008 £12 million
deferred tax charged to the income statement in the year arises principally in respect of the origination and reversal of temporary differences
the phased abolition of industrial building allowances in the uk was enacted in the 2008 finance act the effect of this was an increase in the
current year tax charge of £14 million 2008 £nil
consolidated statement of recognised income and expense
amounts taken to the consolidated statement of recognised income and expense are analysed as follows
2009 2008
£m £m
current tax
t ax on foreign exchange gains and losses 09 07
deferred tax
t ax movements in respect of defined benefit pension liability 26 25
35 18
amounts recognised directly in equity are analysed as follows
2009 2008
£m £m
t ax movements in respect of employee costs and share option plans for employees 03 03
factors affecting future tax charges
the group’s future tax charge depends on the levels and mix of profitability in different jurisdictions and the tax rates applied to those profits 
the table overleaf reconciles the current tax charge that would result from applying the uk rate of corporation tax to the group’s total profit 
before tax to the total income tax charge 4 income tax expense continued
reconciliation of effective tax rate
2009 2008
£m £m
profit before tax 765 109
notional taxation charge at uk corporation tax rate of 28 2008 30 214 33
nondeductible expenses and income not taxable 18 47
overseas losses not deductible 10 73
elimination of intragroup profit 24 23
adjustments in respect of prior years 01 07
effect of tax rates in foreign jurisdictions 02 08
overseas losses not previously recognised 25 12
current year overseas tax losses utilised in prior periods — 05
t ax effect of change in tax rates — 06
impact of phased abolition of industrial building allowances 14 —
210 118
balance sheet
deferred taxation assetliability movement
the amounts of deferred taxation accounted for in the group balance sheet and the movements therein comprised the following deferred tax
liabilities and assets
balance at recognised recognised exchange balance at
1 april 2008 in income in equity differences 31 march 2009
£m £m £m £m £m
deferred tax liabilities
accelerated capital allowances 61 15 — — 76
deferred capital gains 38 — — — 38
99 15 — — 114
deferred tax assets
defined benefit pension schemes 139 17 26 — 148
capital losses carried forward 38 — — — 38
sharebased payments 30 04 03 — 31
intragroup profits in stock 52 24 — — 76
other shortterm timing differences 44 06 — 07 45
303 05 23 07 338
unrecognised deferred tax assets and liabilities
deferred tax assets have not been recognised in respect of unused income tax losses of £2210 million 2008 £1766 million and unused 
capital losses of £1461 million 2008 £1420 million the increase in income tax losses in the year of £444 million is explained by a foreign
currency retranslation difference of £545 million on losses carried forward at 2008 net of a decrease in losses carried forward of £101 million
it is probable that future taxable profit will not be available against which the group can utilise the benefits therefrom included in the losses 
are us income tax losses of usd 102 million 2008 usd 120 million which are unlikely to be available for use due to the change of ownership
restrictions
£500 million 2008 £449 million of income tax losses may be carried forward indefinitely the remaining losses held in overseas entities may
expire over periods of up to 20 years
no deferred tax liability has been recognised in respect of the £691 million 2008 £431 million of unremitted earnings of nonuk subsidiaries
because the group is in a position to control the timing of the reversal of the temporary timing difference and it is not probable that such
differences will reverse in the foreseeable future
64  65   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 5 earningsloss per £0 10 ordinary share
earningsloss per share ‘eps’ has been calculated by dividing the profitloss attributable to ordinary shareholders by the weighted average
number of ordinary shares in issue during the year
the profitloss attributable to ordinary shareholders is as follows
2009 2008
£m £m
profitloss for the year 545 29
for basic earningsloss per share 545 29
the profit before oneoff charges for adjusted eps in 2008 disclosed in the chairman’s statement and the financial review of the annual report
is as follows
2009 2008
£m £m
profitloss for the year as reported 545 29
add back net impact of oneoff charges — 422
profit before oneoff charges for adjusted eps 545 393
the calculation of diluted earnings per share uses basic earnings as defined above and the basic weighted average number of ordinary shares 
in issue during the period adjusted as follows
2009 2008
weighted average number of shares millions 
number of ordinary shares at start of year 1906 1902
effect of shares issued in the year and share options exercised 40 04 
for basic earnings per share 1946 1906 
dilutive effect of share options 40 18 
for diluted earnings per share 1986 1924 
the dilutive effect of share options is only considered when a loss is made to the extent that the dilutive effect increases the loss per share 
the diluted loss per share for the year ended 31 march 2008 is therefore equal to the basic loss per share
6 segment information
segment information is presented in the consolidated financial statements in respect of the group’s geographical segments which by 
location of assets are the primary basis for reporting the geographical segment reporting format reflects the group’s management and 
internal reporting structure
intrasegment pricing is determined on an arm’s length basis
segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis
geographical segments
the group is comprised of the following main geographical segments

united kingdom and continental europe

americas and

asia pacific and rest of the world
continental europe includes sales offices and manufacturing units within any countries within the european continent
americas includes sales offices within any countries within the north and south american continents
asia pacific and the rest of the world includes sales offices and manufacturing units within any countries that are not within the european 
north american and south american continents 6 segment information continued
geographical segments
2009 2009 2008 2008
by location by location by location by location
of assets of customers of assets of customers
£m £m £m £m
segment revenue
external
— united kingdom and continental europe 4882 4756 4072 3982 
— americas 337 341 326 299 
— asia pacific and rest of the world 1205 1327 941 1058 
6424 6424 5339 5339 
intrasegment
— united kingdom and continental europe 2241 1680
— americas — —
— asia pacific and rest of the world 425 302
— eliminations 2666 1982
t otal revenue 6424 6424 5339 5339 
revenue for the year ended 31 march 2008 includes £18 million from the vasyli business acquired in november 2007  £05 million in the united
kingdom and continental europe and £13 million in asia pacific
2009 2008
£m £m
segment result
— united kingdom and continental europe 657 465
— americas 17 11
— asia pacific and rest of the world 221 205
consolidated segment result before oneoff charges 895 681
oneoff charges

— charged to operating profit — 413
consolidated operating profit 895 268
consolidated segment result
net financing costs — before oneoff charges 130 107
net financing costs — oneoff charges — 52
income tax — before oneoff charges 210 161
income tax — oneoff charges — 43
profitloss for the financial year 555 09
 oneoff charges relate to the united kingdom and continental europe geographical segment
operating profit for the year ended 31 march 2008 includes £06 million from the vasyli business acquired in november 2007  £02 million in the
united kingdom and continental europe and £04 million in asia pacific
2009 2009 2008 2008
property plant intangible property plant intangible
and equipment amortisation and and equipment amortisation and
depreciation impairment depreciation impairment
£m £m £m £m
segment noncash expenditure
— united kingdom and continental europe 41 34 46 23
— americas 01 — 01 —
— asia pacific and rest of the world 21 — 18 —
63 34 65 23
there was no other significant noncash expenditure of the group
66  67   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 2009 2008
property plant 2009 property plant 2008
and equipment intangible and equipment intangible
additions additions additions additions
£m £m £m £m
segment additions
— united kingdom and continental europe 57 164 27 185 
— americas 01 — —— 
— asia pacific and rest of the world 216 — 49 — 
274 164 76 185 
2009 2008
£m £m
segment assets
— united kingdom and continental europe 5109 4037
— americas 156 110
— asia pacific and rest of the world 1793 852
— unallocated assets 352 314
7410 5313
segment liabilities
— united kingdom and continental europe 3797 3436
— americas 73 62
— asia pacific and rest of the world 244 225
— unallocated liabilities 395 337
4509 4060
consolidated net assets 2901 1253
business segments
business segments are the group’s secondary basis of reporting the business segments reported reflect how internal management reporting 
is reanalysed by product area to aid external communication
2009 2008
£m £m
segment revenue
external
— branded condoms lubricants and devices 2669 2177
— footwear 929 761
— footcare 1430 1136
— locally owned brands 753 714
t otal branded consumer 5781 4788
— other consumer 538 435
— thirdparty supply 105 116
t otal continuing revenue 6424 5339
2009 2009 2008 2008
segment capital segment capital
assets expenditure assets expenditure
£m £m £m £m
external
— branded condoms lubricants and devices 2450 115 1853 31 
— footwear 549 39 460 11 
— footcare 1153 61 883 16
— locally owned brands 941 32 807 10
t otal branded consumer 5093 247 4003 68
— other consumer 294 23 210 06
— thirdparty supply 108 04 123 02
5495 274 4336 76
— unallocated 1915 — 977 —
total 7410 274 5313 76 7  property plant and equipment
plant
land and equipment and
buildings motor vehicles total
£m £m £m 
cost
at 1 april 2007 363 1308 1671 
additions 14 62 76
disposals 01 348 349
exchange adjustments 12 76 88
at 31 march 2008 and 1 april 2008 388 1098 1486
additions 17 257 274
disposals 89 300 389
exchange adjustments 14 120 134
at 31 march 2009 330 1175 1505
depreciation and impairment 
at 1 april 2007 61 982 1043
charge for the year 09 56 65
disposals — 346 346
exchange adjustments 03 57 60
at 31 march 2008 and 1 april 2008 73 749 822
charge for the year 08 55 63
disposals 23 220 243
exchange adjustments 06 61 55
at 31 march 2009 52 645 697
carrying amounts 
at 1 april 2007 302 326 628
at 31 march 2008 and 1 april 2008 315 349 664 
at 31 march 2009 278 530 808 
capital expenditure on plant equipment and motor vehicles in the year of £257 million comprised £01 million of capitalised finance leases
2008 £01 million
included within plant equipment and motor vehicles are assets held under finance leases with a net book value of £01 million 2008 £02 million 
as detailed in note 3 additions during the year ended 31 march 2009 includes £06 million of capitalised borrowing costs 2008 £nil 
the carrying value of temporarily idle plant at the year end is £nil 2008 £nil 
group assets held under course of construction total £228 million 2008 £16 million of which £228 million 2008 £16 million is included 
in plant equipment and motor vehicles the assets under construction at 31 march 2009 relate to the factory being built in china and the
expansion of the manufacturing facilities in thailand
as assets are transferred onto sap fully written down assets are removed from the system this is the main driver of the high level of disposals
during the current and prior year the current year disposals also include the write off of assets in guernsey and rubi spain which have been
charged against the european supply chain restructuring provision
the net book value of land and buildings is analysed as follows
2009 2008
£m £m
freeholds 104 148 
leasehold improvements 174 165 
long leasehold — 02 
278 315 
the charge for depreciation for the year is recognised as follows in the income statement 
2009 2008
£m £m
cost of sales 22 32 
distribution expenses 07 01 
administrative expenses 34 32 
63 65 
68  69   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 8 intangible assets
other
goodwill scholl brand intangible assets total
£m £m £m £m
cost 
at 1 april 2007 394 602 366 1362
additions 128 — 57 185
exchange adjustments 23 06 12 41
at 31 march 2008 and 1 april 2008 545 608 435 1588
additions 79 — 85 164
exchange adjustments 85 06 13 104
at 31 march 2009 709 614 533 1856
amortisation and impairment losses
at 1 april 2007 112 — 258 370
charge for the year — — 23 23
exchange adjustments 08 — 08 16
at 31 march 2008 and 1 april 2008 120 — 289 409
charge for the year — — 34 34
exchange adjustments 07 — 09 16
at 31 march 2009 127 — 332 459
carrying amounts
at 1 april 2007 282 602 108 992
at 31 march 2008 425 608 146 1179
at 31 march 2009 582 614 201 1397
amortisation and impairment charges are recognised within administrative expenses within the income statement for the purposes of
impairment testing of goodwill the group is regarded as several cashgenerating units one for each component of goodwill recognised at 
the balance sheet date and one for all other consumer products the cashgenerating units’ recoverable amounts are based on value in use
calculations using projections of the group’s performance over 10–15 years periods reflecting the directors’ best estimates of the cash flows
key assumptions for the value in use calculations are the discount rates growth rates and expected changes in revenues and direct costs during
the period risk adjusted pretax discount factors of 114–120 per cent 2008 9–104 per cent have been applied to the projections the pretax
discount rate has been based on management’s calculation of the pretax weighted average cost of capital wacc using the capital asset
pricing model to calculate the cost of equity a range of alphas were used to reflect the risk of the cashgenerating units the directors do not
believe that a reasonably possible change of assumptions would cause the recoverable amounts to fall below book value for any of the following
material assets further details are provided below for material assets
material assets
scholl brand 
the scholl brand with a carrying value of £614 million at 31 march 2009 2008 £608 million is not amortised the brand has been tested 
for impairment using the method described below no charge for impairment was required in the year
for the purposes of impairment testing of the scholl brand the group is regarded as two cashgenerating units that part relating to scholl
branded products and that relating to all other consumer products the scholl brand’s recoverable amount was determined by discounting
future cash flows expected to be generated from continuing use of the brand using the following key assumptions 

cash flows for year one were based upon budgeted operating results

revenue growth was anticipated at 2 per cent 2008 2 per cent per annum and operating results held at a constant percentage of revenue 
for a further period of nine years this is considered a conservative mediumterm assumption based on prior performance

operating results were then held at the year ten figures into perpetuity reflecting the directors’ assertion that the brand has an indefinite 
useful economic life based upon its proven value over long periods and its position in the market which is considered sustainable for the
foreseeable future and

a risk adjusted discount factor of 114 per cent 2008 90 per cent was applied to the projections
for the scholl brand to be be impaired with all other assumptions held constant the risk adjusted discount factor would need to increase to 
22 per cent before the brand’s value in use calculation showed any impairment removing the revenue growth from the expected cash flows
would decrease the valuation by £129 million however the brand would still show no impairment a decrease in the operating margin percentage
by one percentage point would reduce the valuation by £126 million however the brand would still show no impairment  goodwill arising on acquisition of qingdao london durex company limited ‘china goodwill’
goodwill denominated in chinese renminbi arose on the acquisition of the remaining 50 per cent of the ordinary share capital of qingdao
london durex company limited in january 2007  the carrying value of the goodwill at 31 march 2009 is £264 million 2008 £17 2 million
for the purposes of impairment testing of the china goodwill the chinese commercial business and manufacturing entities of qingdao london
durex company limited and ssl healthcare shanghai limited were identified as a single cashgenerating unit the recoverable amount was
determined by discounting future cash flows expected to be generated from continuing use of the goodwill using the following key assumptions

cash flows for year one were based upon budgeted operating results

revenue growth was anticipated at 3 per cent 2008 3 per cent per annum based on medium to longterm forecasts with operating results
held at a constant percentage of revenue for a further period of nine years this is in line with historic experience

operating results were then held at the year ten figures into perpetuity reflecting the expected maintenance of the position in the market and

a risk adjusted discount factor of 120 per cent 2008 104 per cent was applied to the projections
for the china goodwill to be be impaired with all other assumptions held constant the risk adjusted discount factor would need to increase 
to 61 per cent before the value in use calculation showed any impairment removing the revenue growth from the expected cash flows would
decrease the valuation by £222 million however the goodwill would still show no impairment a decrease in the operating margin percentage 
by one percentage point would reduce the valuation by £27 million however the goodwill would still show no impairment 
vasyli goodwill and intangible assets
the vasyli business was acquired in november 2007  with goodwill of £128 million initially recognised on acquisition during the current financial
year the directors have reviewed the contingent consideration payable in june 2010 as detailed in note 16 and consequently the goodwill
relating to the vasyli business has increased to £207 million at 31 march 2009 the carrying value of the other intangible assets acquired as part 
of the vasyli acquisition at 31 march 2009 is £31 million 2008 £35 million
an impairment review has been performed at 31 march 2009 in relation to the revised goodwill of £207 million the vasyli business
encompassing sales of the orthaheel orthastyle vasyli and vas brands across the group was identified as a single cashgenerating unit 
the recoverable amount was determined by discounting future cash flows expected to be generated from continuing use of the goodwill 
using the following key assumptions

cash flows for year one were based upon budgeted operating results

cash flows for years two and three were based upon the business plan forecast operating results

revenue growth was anticipated at 3 per cent 2008 3 per cent per annum from year four to year ten nil thereafter and operating results 
held at a constant percentage of revenue

operating results were then held at the year ten figures for a further ten years reflecting the current expected useful life of the goodwill 
and related brands and the longerterm strategic benefit of the integration of the vasyli business with that of scholl footcare and

a risk adjusted discount factor of 118 per cent 2008 104 per cent was applied to the projections
for the vasyli goodwill to be be impaired with all other assumptions held constant the risk adjusted discount factor would need to increase 
to 29 per cent before the value in use calculation showed any impairment removing all revenue growth from the expected cash flows would
decrease the valuation by £232 million however the goodwill would still show no impairment a decrease in the operating margin percentage 
by one percentage point would reduce the valuation by £14 million however the goodwill would still show no impairment 
the remaining goodwill is made up of a number of balances all individually less than £39 million with a total net book value of £111 million
impairment reviews have been performed in respect of all balances held
other intangible assets includes £69 million 2008 £63 million relating to software development and licences and a number of other balances
all under £30 million individually
additions
on 31 december 2008 the group completed the acquisition of the crest condom brand comprising crest and hot rubber condom lubricant
and devices brands and associated customer relationships the cash consideration was 7 million swiss francs £46 million
assets acquired
fair value
£m 
brands including related trademarks 30
customer relationships 16
t otal consideration 46
70  71   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 9 investments
beleggings
sirius global maatschappij
solutions limited lemore bv total
£m £m £m
cost 
at 1 april 2007 — — — 
additions 10 — 10 
at 31 march 2008 and 1 april 2008 10 — 10 
additions — 307 307 
at 31 march 2009 10 307 317 
the group holds a strategic noncontrolling interest of 11 per cent in sirius global solutions limited acquired during the year ended 31 march
2008 which is classified as a financial asset available for sale sirius global solutions limited is an unquoted entity therefore fair value of the
shareholding cannot be readily ascertained the investment is therefore held at initial cost and subject to annual impairment review
on 19 may 2008 the group completed the first stage of its investment in beleggingsmaatschappij lemore bv ‘blbv’ acquiring a 155 per cent
stake for £307 million including acquisition costs with the ability to purchase the remainder exercisable at future dates over the next two years
the investment is classed as a financial asset available for sale and is held at fair value the directors consider that fair value approximates to cost
at 31 march 2009 the directors concluded that it was not appropriate to account for the investment in blbv as an associate because the group
holds less than 20 per cent of the voting power had no representation on the board of blbv and the options to purchase the remainder of blbv
were not exercisable at the balance sheet date it was concluded that the group does not exercise significant influence over the financial and
operating policy decisions of blbv
10 inventories
2009 2008
£m £m 
raw materials and consumables 116 96 
stocks and work in progress 52 67 
finished goods and goods for resale 871 752 
at end of year 1039 915 
t otal gross inventories 1161 1016 
inventory provision 122 101 
1039 915
analysis of inventory provision movements in the year 
at beginning of year 101 90 
income statement charge 40 45 
amounts utilised 33 42 
exchange movements 14 08 
at end of year 122 101 
the amount of inventories recognised as an expense within cost of sales amounted to £2253 million 2008 £1956 million  11 trade and other receivables
2009 2008
£m £m 
current 
gross trade receivables 1910 1607
less allowance for impairment 71 58
1839 1549
other prepayments and accrued income 70 90 
other receivables 84 115 
derivative financial assets — 05 
1993 1759 
noncurrent
other receivables 26 26 
2019 1785 
allowance for impairment 
at beginning of year 58 39 
income statement charge 33 24 
amounts released in the year 02 01 
amounts utilised and other movements 25 09 
exchange movements 07 05 
at end of year 71 58 
current trade and other receivables include amounts due to be settled in sterling  euros us dollars chinese renminbi and other currencies
noncurrent receivables are due for payment in 2011 and the impact of discounting would not be material
the group’s exposure to credit and currency risks are disclosed in note 22 
12 cash and cash equivalents 
2009 2008
note £m £m 
cash at bank 629 425 
shortterm deposits 850 21 
cash and cash equivalents per balance sheet 1479 446 
overdrafts 15 135 109
cash and cash equivalents per cash flow statement 1344 337 
cash and cash equivalents comprise cash held by the group and shortterm bank deposits with an original maturity of three months or less at the
date of acquisition the carrying amount of these assets approximates their fair value
13 trade and other payables
2009 2008
£m £m 
current 
t rade payables 870 711 
value added taxes payroll taxes and social security 58 58 
other payables and accruals 706 611 
1634 1380 
noncurrent 
other payables 04 08 
current trade and other payables principally comprise amounts outstanding for trade purchases and ongoing costs the average credit period
taken for trade purchases is 125 days 2008 121 days for the majority of suppliers no interest is charged on the trade payables the group has
financial risk management policies in place to ensure that all payables are paid within the agreed payment terms current payables include
amounts due to be settled in sterling  euros us dollars thai baht malaysian ringgit chinese renminbi and other currencies the directors
consider that the carrying amount of trade payables approximates to their fair value
the group’s exposure to currency risk related to trade and other payables is disclosed in note 22
72  73   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 14 tax payable
t ax payable represents the amount of income tax payable in respect of current and prior periods £89 million 2008 £50 million is expected to
be paid within the next 12 months £191 million 2008 £188 million is expected to be payable after more than 12 months
15 borrowings and derivative financial liabilities
2009 2008
£m £m 
current liabilities
borrowings
overdrafts and unsecured facilities 135 109 
bank loans 102 1318 
obligations under finance leases 01 01 
238 1428 
derivative financial liabilities
forward contract derivatives 04 — 
interest rate swaps 02 — 
06 — 
noncurrent liabilities 
borrowings
bank loans 1374 — 
derivative financial liabilities
interest rate swaps 38 08 
t otal borrowings and derivative financial liabilities 1656 1436 
t erms and debt repayment schedule 
31 march 2009 31 march 2008 
nominal face carrying face carrying
interest value amount value amount
currency rate  £m £m £m £m 
overdrafts eur 185—38 125 125 98 98 
overdrafts gbp 125 10 10 11 11 
current liabilities overdrafts 135 135 109 109 
bank loans
group facility sterling drawdown gbp 621—629 — — 990 990 
group facility sterling drawdown gbp 632 — — 100 100 
group facility euro drawdown eur 489 — — 94 94 
group facility japanese yen drawdown jpy 153 — — 46 46 
italy loan unsecured eur 305— 425 102 102 88 88 
loans within current liabilities 102 102 1318 1318 
bank loans 
group facility sterling drawdown gbp 165 100 100 — — 
group facility sterling drawdown gbp 163 50 50 — — 
group facility sterling drawdown gbp 158 150 150 — — 
group facility sterling drawdown gbp 169 250 250 — — 
group facility sterling drawdown gbp 160 600 600 — — 
group facility sterling drawdown gbp 187 50 50 — — 
group facility euro drawdown eur 200 109 109 — — 
group facility japanese yen drawdown jpy 098 65 65 — — 
loans within noncurrent liabilities 1374 1374 — — 
finance lease liabilities thb 261—±875 01 01 01 01 
t otal interestbearing liabilities 1612 1612 1428 1428
the disclosures overleaf detail the cash flow hedge relationships between the group’s variable rate loans and interest rate swaps 15 borrowings and derivative financial liabilities continued
the principal features of the group’s borrowings are as follows
bank overdrafts are repayable on demand overdrafts and facilities of £135 million 2008 £109 million are unsecured various overdraft
facilities exist across the group including a uk facility of £7 5 million 2008 £7 5 million net the average effective interest rate on bank
overdraft approximates 125 per cent 2008 47 per cent per annum
the group has the following bank facilities

a syndicated group facility of £220 million available until january 2012 of which £137 4 million 2008 £1230 million had been drawn down 
at 31 march 2009 drawdowns can be made for periods of one two three or six months or any other mutuallyagreed term in any currency
interest rates are set at the corresponding libor plus 50 basis points at the time of the drawdown

the individual drawdowns under the group facility at 31 march 2009 all had repayment dates in april 2009 however at the balance sheet 
date the group had the ability to roll over these drawdowns and expects that they all would be rolled over for at least 12 months as a result 
the borrowings under the facility were classed as noncurrent at 31 march 2008 the individual drawdowns all had repayment dates within
12 months of the balance sheet date however there was uncertainty as to the funding requirements of the group for the year ahead
specifically with regards to the acquisition of beleggingsmaatschappij lemore bv note 9 and whether equity finance might be raised during
the forthcoming year in light of the uncertainty as to whether any of the drawdowns would be rolled over for more than 12 months after the
balance sheet date all drawdowns at 31 march 2008 were disclosed within current liabilities and

ssl healthcare italia spa has fixed rate unsecured loans of £102 million 2008 £88 million which are rolled forward every three months 
as there is no committed facility these loans are disclosed within current liabilities
undrawn borrowing facilities
at 31 march 2009 the group had available £826 million 2008 £97 0 million of undrawn committed borrowing facilities in respect of which all
conditions precedent had been met
bank loans and interest rate swaps held as a cash flow hedge
2009 2008
£m £m 
£60 million sterling drawdown on group facility at one month libor of 16 per cent 2008 626—629 per cent 600 600
interest rate swaps three month libor to fixed 546 per cent 38 08 
interest rate basis swaps three month libor to one month libor 02 01 
640 607 
within the total facility drawndown of £137 4 million £600 million has been hedged from a floating to fixed interest rate the £600 million
drawdowns on the group facility designated as part of the cash flow hedge relationship are for periods of one month repayable in april 2009 and
therefore are held at notional value which is deemed equivalent to fair value the interest rate swaps are held at fair value changes in fair value
totalling £32 million 2008 £07 million have been charged directly to equity in relation to fair value movements in the interest rate swaps during
the year ended 31 march 2009 changes in fair value of £01 million 2008 £nil previously credited directly to equity have been recycled through
profit and loss in the current year the cash flow hedge was 100 per cent effective in the current and prior year
bank loans held as a net investment hedge
the japanese yen drawdown on the group facility of £65 million 913 million yen 2008 £46 million 913 million yen is designated as a net
investment hedge of the group’s investment in subsidiaries denominated in japanese yen as explained in note 19 the net investment hedge 
was 100 per cent effective in the current and prior year
obligations under finance leases 
finance lease liabilities are secured on the assets to which they relate the average lease term outstanding is one year for the year ended
31 march 2009 the average effective borrowing rate was 67 per cent 2008 7 1 per cent interest rates are fixed at the contract date 
the lease obligations are denominated in thai baht and the fair value of the group’s lease obligations approximates their carrying value
74  75   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued borrowing maturities
2009 2008
£m £m 
bank loans and overdraft 
bank loans or instalments thereof are repayable
from 2—3 years 1374 — 
t otal due after more than one year 1374 — 
t otal due within one year 237 1427 
1611 1427 
obligations under finance leases see also note 24
obligations under finance lease or instalments thereof are repayable
t otal due within one year 01 01 
01 01 
derivative financial liability maturities
forward contract derivatives 
forward contract derivatives are repayable 
t otal due within one year 04 — 
04 — 
interest rate swaps 
interest rate swaps or instalments thereof are repayable 
from 2—3 years — 08 
from 1—2 years 38 — 
t otal due after more than one year 38 08 
t otal due within one year 02 — 
40 08 
t otal borrowings and derivative financial liabilities
balances or instalments thereof are repayable 
from 2—3 years 1374 08 
from 1—2 years 38 — 
t otal due after more than one year 1412 08 
t otal due within one year 244 1428 
t otal borrowings and derivative financial liabilities 1656 1436 
the aggregate amount of debt any instalment of which falls due after five years is £nil 2008 £nil 16 provisions for liabilities
overseas group and european
termination manufacturingcommercialsupply chain contingent
benefits disposals restructuring restructuring restructuring other consideration total
£m £m £m £m £m £m £m £m 
at 31 march 2007 39 15 04 03 — 70 — 131 
provisions made during the year — — — — 465 — 14 479 
provisions used during the year 01 11 03 01 198 14 — 228 
provisions transferred during the year — 04 01 02 26 33 — — 
exchange and other movements 01 — — — 17 05 01 20 
at 31 march 2008 39 — — — 224 84 15 362 
provisions made during the year 04 — — — — — 79 83
provisions used during the year 01 — — — 195 17 — 213 
provisions transferred during the year — — — — 08 08 — — 
exchange and other movements 06 — — — 11 02 — 19 
at 31 march 2009 48 — — — 32 77 94 251 
current — — — — 32 17 — 49 
noncurrent 48 — — — — 60 94 202 
48 — — — 32 77 94 251 
overseas termination benefits 
included with overseas termination benefits is an amount of £38 million 2008 £30 million for termination benefits payable to employees 
in a number of overseas subsidiaries benefits accrue with service and are payable to employees upon departure from the group regardless of
the reason for such departure benefits may be calculated with reference to an average salary over the service life of the employee or the final
salary of the employee differences arising due to changes in assumptions in calculating the liability for employees are taken through equity in
accordance with ias 19 and are included above within exchange and other movements the main assumptions underlying the calculation on 
a weighted average basis across the various schemes are salary increases of 30 per cent an inflation rate of 20 per cent and a discount rate of
69 per cent the calculation of the provision is determined by contractual obligation no terminations are expected in the forthcoming year
provision is also made for termination payments which may be required for sales agents at the year end an amount of £10 million was provided
2008 £10 million the amount provided is based upon payments which would be required under collective agreements to sales agents 
upon termination of their contracts by the group increases and decreases in the provision aside from utilisation are reflected within the 
income statement
disposals 
following the group’s disposal of the medical business in 2004 and 2005 a number of disposal provisions were created for the ongoing
commitments of the group in respect of the disposals the group had utilised the majority of these provisions during previous years with 
the residual balance transferred into environmental provisions included within the ‘other’ category during the prior financial year
manufacturing restructuring 
during 2005 the group announced its decision to close the derby manufacturing plant and transfer production to india this process was
completed during the year ended 31 march 2008
group and commercial restructuring 
the group completed its previous rationalisation and restructuring of commercial operations during the prior financial year
european supply chain restructuring 
during the prior financial year as part of the european supply chain restructuring detailed in note 2 provisions of £413 million were made in
relation to the closure of the manufacturing facilities at rubi spain and guernsey the closure of the t echnical services centre in cambridge
and the restructuring of the footwear development group following the announcement of phase 1 of this restructuring programme in 
september 2007  a provision of £52 million was recorded in relation to the early repayment of loan notes and settlement of related 
derivatives giving a total provision created in the prior year of £465 million surplus property provisions in relation to the closure of these 
sites of £26 million was transferred to the surplus property provision within the ‘other’ provision 
operations in spain and cambridge had ceased by 31 march 2008 operations in guernsey ceased and substantially all of the remaining
european supply chain restructuring activities were completed during the current financial year with £195 million of the provision utilised 
the remaining elements of the restructuring programme to be completed are the final integration and validation of plant transferred 
from guernsey to peterlee and the disposal of the surplus owned and leased properties in guernsey and rubi spain the key remaining 
uncertainties at the balance sheet date were in relation to the disposal of these properties for example whether the properties will be 
sold or sublet the potential proceeds receivable under either alternative and the time period in which the disposals will be completed 
it is anticipated that all of the remaining european supply chain restructuring provision will be utilised within the forthcoming year subject 
to property transactions being completed
76  77   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued other 
other provisions relate to a number of premerger environmental provisions of £15 million and surplus property provisions of £62 million
environmental provisions are provided for to the extent that a present obligation exists it is probable such costs will be incurred and they 
can be estimated reliably by external experts no provision is made for possible additional costs that are not currently probable 
the surplus property provision relates to group commitments under noncancellable leases which following historical restructuring exercises
are no longer used by the group the obligation net of expected rental income has been provided for
surplus property and environmental costs of £60 million have been included as noncurrent it is expected that all other provisions will be 
utilised during the next financial year 
contingent consideration 
contingent consideration of £94 million relates to the acquisition of the vasyli business during the previous financial year and is payable in june
2010 the consideration is contingent upon the level of orthaheelbranded sales achieved across the group in the year ended 31 march 2010
and is capped at aud 420 million 
the amount recognised within provisions during the year ended 31 march 2009 reflects the increase in the amount which is considered probable
to be paid based on actual sales for 200809 and detailed budgets and growth forecasts for 200910 there are inherent uncertainties in
deriving sales forecasts as the group has introduced orthaheel products into several new markets during 200809 and will launch these
products into further new territories in 200910 the level of contingent consideration will be reassessed at each reporting date to reflect
revisions to forecasts or differences between budget and actual sales performance
17  postretirement benefits
the group continues to operate both defined benefit and defined contribution pension plans in the uk and overseas all uk defined benefit
schemes are closed to new entrants and no further benefits are accruing
uk pensions
a defined contribution schemes
since 1995 the group has operated a contractedin defined contribution scheme which is open to uk employees it also operates defined
contribution executive pension plans for senior executives employer contributions are charged to the income statement in the period in 
which they are incurred
the total pension cost for the group in respect of uk defined contribution schemes was £15 million 2008 £13 million
b defined benefit schemes
the group continues to operate a number of defined benefit schemes following the mergers of seton healthcare group plc and scholl plc to
form seton scholl in 1998 and the subsequent merger of seton scholl and lig in 1999 all uk schemes have been closed to new entrants and no
further benefits are accruing benefits for members who are still employed by the group remain linked to their final earnings the finances of all
schemes are assessed regularly by independent actuaries and all assets of the schemes are held in separate trusteeadministered funds the
schemes provide benefits for employees as outlined below
 i  seton
prior to 1995 the group operated a defined benefit scheme for employees accrual of further servicerelated benefits under this scheme ceased
in august 1995 but existing benefits at that date are being maintained the latest valuation of the scheme was at 5 april 2006 the group expects
to make contributions of £05 million into the scheme during the next financial year subject to the results of the 5 april 2009 actuarial valuation
for funding purposes
 ii  scholl
accrual of further service related benefits under this defined benefit scheme ceased in august 2000 but benefits accrued to 31 august 2000
continue to be provided from the scheme the most recent valuation by independent actuaries was at 5 april 2006 the group expects to make
contributions of £06 million into the scheme during the next financial year subject to the results of the 5 april 2009 actuarial valuation for
funding purposes
 iii  lig
accrual of further servicerelated benefits under this defined benefit scheme ceased in january 2001 but benefits accrued to 31 january 2001
continue to be provided from the scheme the latest actuarial valuation of the scheme was at 31 march 2006 the group expects to make
contributions of £82 million into the scheme during the next financial year subject to the results of the 31 march 2009 actuarial valuation for
funding purposes 17  postretirement benefits continued
overseas pensions and similar obligations
the group has a number of pension schemes in different countries both defined benefit and defined contribution defined benefit schemes 
are set up under separate trust funds and liabilities are generally assessed annually in accordance with the advice of independent actuaries 
the total pension cost for the group in respect of overseas defined contribution schemes was £24 million 2008 £22 million
details of the material overseas defined benefit schemes are included below the most recent actuarial valuations for each scheme were
updated for ias 19 purposes to 31 march 2009 by independent qualified actuaries
the principal assumptions used by the actuaries in determining the present value of the liabilities were
2009
seton scholl lig overseas
rate of increase in salaries 40 40 40 30
pensions increases per annum 29 — — 19
— pensions accrued to 6 april 1997 closed section — 30 — —
open section — 15 — —
— pensions accrued from 6 april 1997 closed section — 34 — —
open section — 29 — —
— pre april 1997 — — 15 —
— post april 1997 — — 29 —
discount rate applied to scheme liabilities 69 69 69 67
inflation assumption 30 30 30 26
2008
seton scholl lig overseas
rate of increase in salaries 45 45 45 36
pensions increases per annum 34 — — 20
— pensions accrued to 6 april 1997 closed section — 30 — —
open section — 26 — —
— pensions accrued from 6 april 1997 closed section — 37 — —
open section — 34 — —
— pre april 1997 — — 24 —
— post april 1997 — — 34 —
discount rate applied to scheme liabilities 65 65 65 60
inflation assumption 35 35 35 29
for the uk schemes the mortality assumption was updated at 31 march 2009 to include a minimum underpin for future improvements in
mortality of 10 per cent per annum for males and 05 per cent per annum for females the assumed life expectancy for a 65 year old male retiring
in the current period is 207 years 2008 201 years and for a male retiring in 20 years at age 65 life expectancy is 226 years 2008 212 years
the assumed life expectancy for a 65 year old female retiring in the current period is 232 years 2008 230 years and for a female retiring in 
20 years at age 65 life expectancy is 244 years 2008 240 years 
the expected rate of return on pension scheme assets is determined as management’s best estimate of the longterm returns of the major
asset classes in which the schemes invest — equities corporate bonds and government bonds for the uk schemes and insurance contracts 
for the overseas schemes — weighted by the actual allocation of assets among the categories at the measurement date based on the
assumptions made and the distribution of assets the weighted average expected return on assets as at 31 march 2009 is 64 per cent 
31 march 2008 63 per cent these rates are net of an allowance for investment management expenses an allowance for administrative
expenses is included in the present value of scheme liabilities
78  79   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued the assets in the schemes as at 31 march 2009 and the previous four yearends were
2009 2008 2007 2006 2005
longterm rate
of return for 
forthcoming seton scholl ligoverseas total total t otal total t otal
year £m £m £m £m £m £m £m £m £m
equities 800 60 88 518 04 670 829 874 839 737
corporate bonds 550 21 54 115 02 192 184 139 137 95
insurance contracts 590 — — — 76 76 82 68 58 52
government bonds 420 41 58 285 — 384 548 570 573 449
cash and other 420 01 — 05 10 16 18 22 13 46
t otal market value 123 200 923 92 1338 1661 1673 1620 1379
present value of scheme liabilities 152 212 1410 134 1908 2171 2367 2535 2203
deficit in the scheme 29 12 487 42 570 510 694 915 824
write down of surplus to 
recoverable amount — — — — — 27 — — — 
deficit in the scheme recognised 
in the balance sheet 29 12 487 42 570 537 694 915 824
movement in postretirement scheme obligations
2009 2008
seton scholl lig overseas total seton scholl lig overseas total 
£m £m £m £m £m £m £m £m £m £m
present value of obligation 
at beginning of year 166 233 1645 127 2171 184 262 1810 111 2367 
current service cost — — — 01 01 — — — 04 04 
benefits paid 07 13 89 03 112 08 15 77 02 102 
other finance expense 11 15 104 06 136 10 14 96 04 124 
actuarial gain 18 23 250 07 298 20 28 184 05 237 
foreign exchange — — — 10 10 — — — 15 15 
present value of obligation at end of year 152 212 1410 134 1908 166 233 1645 127 2171
movement in fair value of scheme assets
2009 2008
seton scholl lig overseas total seton scholl lig overseas total 
£m £m £m £m £m £m £m £m £m £m
at beginning of year 154 260 1158 89 1661 155 261 1183 74 1673 
contributions paid by the employer 05 06 82 03 96 05 06 82 05 98 
expected return on scheme assets 10 15 74 04 103 10 17 74 04 105 
benefits paid 07 13 89 03 112 08 15 77 02 102 
actuarial loss 39 68 302 06 415 08 09 104 04 125 
foreign exchange — — — 05 05 — — — 12 12 
at end of year 123 200 923 92 1338 154 260 1158 89 1661 
analysis of amounts included in profit or loss
2009 2008
seton scholl lig overseas total seton scholl lig overseas total 
£m £m £m £m £m £m £m £m £m £m
current service cost — 29 12 01 42 — — — 04 04 
expected return on pension scheme assets 10 15 74 04 103 10 17 74 04 105 
interest on pension scheme liabilities 11 15 104 06 136 10 14 96 04 124 
gainloss on curtailment and settlement — 29 12 01 42 — — — — — 
01 — 30 02 33 — 03 22 04 23
current service costs and curtailment costs are recognised within the income statement within administrative expenses the expected return 
on scheme assets and interest on scheme liabilities are recognised within the income statement within financial income and financial expenses
respectively 17  postretirement benefits continued
analysis of amount recognised in the consolidated statement of recognised income and expense ‘sorie’
2009 2008
seton scholl lig overseas total seton scholl lig overseas total 
£m £m £m £m £m £m £m £m £m £m
actual return less expected return 
on scheme assets 39 68 302 06 415 08 09 104 04 125
experience gainloss arising 
on scheme liabilities — 05 26 — 21 — — 18 — 18
changes in assumptions underlying 
the present value of scheme liabilities 18 18 276 07 319 20 28 202 05 255
actuarial gainloss recognised in 
the sorie 21 45 52 01 117 12 19 80 01 112
reversal of restrictionrestriction of 
defined benefit plan surplus — 27 — — 27 — 27 — — 27
t otal amounts recognised in the sorie 21 18 52 01 90 12 08 80 01 85
cumulative actuarial gains and losses recognised in equity are as follows
2009 2008
£m £m
at the beginning of the year 92 177 
net actuarial lossesgains recognised in the year 117 112 
reversal of restrictionrestriction of defined benefit plan surplus 27 27
at the end of the year 182 92
the actual return on scheme assets is as follows
2009 2008
£m £m
actual return on assets 312 20 
history of experience gains and losses
2009 2008 2007 2006 2005
seton scholl lig overseas total total t otal total t otal
£m £m £m £m £m £m £m £m £m
difference between expected return and actual 
return on scheme assets
— amount £m 39 68 302 06 415 125 14 175 34
— percentage of year end scheme assets 32 34 33 7 31 8 1 11 002
experience gains and losses on scheme liabilities
— amount £m — 05 26 — 21 18 06 — — 
— percentage of year end scheme present value 
of scheme liabilities 0 2 2 0 1 1 0 0 0
sensitivity of the postretirement scheme obligations and amount included in profit or loss
2009
seton scholl lig overseas t otal
postretirement scheme obligations £m £m £m £m £m
effect of increase of 1 to the discount rate 25 34 228 22 309 
effect of increase of 1 to the inflation assumption 23 27 170 20 240
amount included in profit or loss in the following year
effect of increase of 1 to the discount rate 01 01 04 01 07
effect of increase of 1 to the inflation assumption 01 02 12 01 16
ifric 14 ias 19 — the limit on a defined benefit asset minimum funding requirements and their interaction
ifric 14 will be adopted by the group for the financial year commencing 1 april 2009 the impact of ifric 14 on the group’s defined benefit
obligations at 31 march 2009 has been assessed as a potential increase of £26 million however it is noted that the impact of ifric 14 on the
defined benefit obligations at 31 march 2010 may be dependent upon the conclusion of the triennial actuarial valuations as at 31 march 2009
taking place during 200910
80  81   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 18 employee costs and share option plans for employees
employee costs
the average number of people employed by the group is set out in the table below in accordance with companies act 1985 this includes 
parttime employees 
2009 2008
no no
employees
average number of people employed by the group in
— united kingdom and continental europe 1802 1948 
— americas 50 50 
— asia pacific and rest of the world 3424 3352 
5276 5350 
the total number of people employed by the group at the end of the year was 5252 2008 5350
the costs incurred during the year in respect of the continuing business employees were
2009 2008
£m £m
wages and salaries 877 804 
social security costs 129 119 
other pension and health insurance costs 65 57 
1071 980 
severance costs of £10 million 2008 £17 3 million are not included in the above
full details of directors’ remuneration shares and options are set out in the directors’ remuneration report on pages 42 to 49
the directors believe that together with the basic salary system the group’s employee incentive schemes provide competitive marketrelated
packages to motivate employees they should also align the interests of employees with those of shareholders as a whole through longterm
share ownership of the company 
group annual bonus scheme
this scheme is a performance bonus scheme for directors and senior employees within the uk and overseas annual bonuses are paid in cash
and reflect both corporate and individual performance measures maximum bonuses are paid upon achievement of 105 per cent of the target 
for executive directors and senior employees this reduces on a straight line basis to 40 per cent of the maximum for the achievement of the
target the bonus further reduces in a straight line to 10 per cent of the maximum for reaching 97 5 per cent of the target no bonus is payable 
for achieving less than 97 5 per cent of the target
local bonus schemes
individual countries run local bonus schemes for senior employees who fall outside the group annual bonus scheme performance targets 
are set locally and payment of bonuses is at the discretion of local management
executive share option plans
the group has a number of executive share option schemes
london international group 1991 scheme
this scheme was open to senior executives of london international group prior to the merger with seton scholl healthcare plc in 1999 no
further grants may be made under this scheme all outstanding options have performance targets attached to them which have been met 
the outstanding options expired on 3 december 2007 
ssl 1990 share option scheme
this was a senior executive scheme approved in june 1990 for a period of 10 years as the scheme has now expired no further grants may be
made all outstanding options in the scheme will expire in june 2010 exercise of any grants made since june 1999 is subject to performance
targets being met 
ssl 1996 share option scheme
this is a senior executive scheme approved in july 1996 for a period of 10 years no further grants may be made after july 2006 prior to march
2005 annual grants were made under this scheme following announcement of final results since the development of the new performance
share plan as detailed overleaf  no grants have been made during the current or prior year exercise of all grants is subject to performance 
targets being met 18 employee costs and share option plans for employees continued
long t erm incentive plan
this is a scheme approved in july 1999 for senior executives no further awards may be made under the plan after 31 july 2010 awards may be
made of deferred shares funded by the sacrifice of up to 50 per cent of the executive’s annual bonus these deferred shares are matched by
performance shares the transfer of which is conditional upon certain performance targets being met dividends are payable to the executives 
on the deferred shares awards were made under this scheme in july 2000 2001 and 2002 no subsequent awards have been made the
performance targets were not met for the 2000 and 2001 awards but were met for the 2002 award
ssl international stock purchase plan
this is a scheme operating within the us business which was approved by the board in august 2001 and launched in september 2001 no further
offering may be made after august 2011 employees may choose to save each month during a one year offering period at the end of the offering
period employees may purchase shares at a discount of 15 per cent on the lower of the first day or last day market price no offers have been
made since january 2005
ssl sharesave scheme
this is an hm revenue  customs approved savingsrelated scheme approved by shareholders at the company’s agm in july 1996 no further
grants may be made under the scheme after july 2006 the last grants made under the scheme were in january 2005 
options were only granted to employees who entered into hm revenue  customsapproved savings contracts with the savings body
nominated by the company savings of a fixed amount not less than £5 nor more than £250 are made over a period of three or five years 
the number of ordinary shares over which an option is granted will be such that the total amount payable on its exercise will be the proceeds 
on maturity of the related savings contract no payment was required for the grant of an option options are not transferable employees 
may choose to withdraw from the scheme at which point they will receive their cash savings plus interest 
acquisition price
the price per ordinary share payable upon the exercise of an option was 80 per cent of the average of the middle market quotations for an
ordinary share on the london stock exchange on the dealing date prior to the date on which invitations to apply for options were issued
exercise of options
an option will normally be exercisable for six months commencing on the third or fifth anniversary of the start of the related savings contract
options may be satisfied by the issue of new shares or through the seton healthcare group qualifying employee share ownership t rust either
by newly issued shares or market purchases by the t rust options will normally lapse upon cessation of employment
ssl international plc global share savings plan
this scheme was approved at the company’s agm in july 2001 and launched in september 2001 no grants may be made under the plan after
july 2011 no grants were made during the current or previous financial year
eligibility
the scheme has been launched to date in australia austria canada denmark france germany greece hong kong hungary indonesia
ireland italy japan malaysia the netherlands new zealand norway poland portugal singapore spain sweden switzerland t aiwan thailand 
and t urkey
grant of options
the scheme operates in a similar way to the ssl uk sharesave scheme however savings are made with local banks in local currencies
acquisition price
the price per ordinary share payable upon the exercise of an option will be 80 per cent of the average of the middle market quotations for 
an ordinary share on the london stock exchange on the dealing date prior to the date on which invitations to apply for options are issued
exercise of options
an option will normally be exercisable for six months commencing on the third or fifth anniversary of the start of the related savings contract
options are satisfied by the issue of new shares
deferred share bonus plan
this plan was in operation for the 200506 financial year only and was intended to provide a focused incentive upon achievement of shortterm
financial objectives under the scheme executives were awarded a bonus upon achievement of eps targets capped at 100 per cent of salary for
the chief executive and 75 per cent of salary for executive directors the bonus earned was converted into an equivalent notional number of
shares at a price of 32175 pence and deferred until 30 march 2007  payment was subject to the employee remaining in service at that point in
time the amount paid in cash in april 2007 was the value of the notional number of shares awarded multiplied by the average share price during
march 2007 
82  83   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued performance share plan
this plan approved at the company’s agm in july 2005 is the company’s only active longterm incentive plan eligibility is restricted to the chief
executive and senior executives approximately the top 35 employees annual grants do not normally exceed 100 per cent of base salary shares
are awarded and will vest after three years subject to performance conditions being met 
the 2008 remuneration report detailed a proposed exceptional award of 200 per cent of base salary to the executive directors and certain
other key senior executives at lower multiples of base salary this exceptional or ‘super’ psp scheme was approved and awards were made 
in july 2008 the performance period is three years to march 2011 with 50 per cent of the award vesting in march 2012 and 50 per cent vesting 
in march 2013
executive share option plans and share savings plans
the executive share option plans include executive options that have a tsr performance condition attached these options have been valued
using the montecarlo simulation model all other options have been valued using the black scholes formula there have been no share options
granted in the current or preceding financial year the fair value of the services received for share options granted in earlier years was calculated
at the date of grant and disclosure of the assumptions applied in valuing those options was provided in the annual report in the applicable year
global share savings plan 
executive share option plans and uk sharesave scheme 
options waep options waep
000 pence 000 pence 
options outstanding at 1 april 2007 2003 361 673 233 
options exercised 159 296 204 236 
options lapsed 434 428 37 289 
options outstanding at 31 march 2008 1410 348 432 226 
options exercised 142 284 350 224 
options lapsed 252 508 13 237 
options outstanding at 31 march 2009 1016 317 69 237 
range of exercise prices 250p to 784p 208p to 444p 
weighted average remaining contractual life days 1402 485 
options exercisable 1016 317 — — 
weighted average exercise price
the weighted average share price at the date of exercise for share options exercised during the year was 456p 2008 467p the charge for
sharebased payments in respect of share options is £nil 2008 £02 million which is comprised entirely of equitysettled transactions
long t erm incentive plan
at the start of the year no performance shares were still to be awarded subject to performance criteria being met 
performance share plan
no shares wafv 
000 pence 
at 1 april 2007 2139 286 
shares awarded 764 429 
share award lapses 168 467 
at 31 march 2008 2735 286 
shares awarded 1909 458 
share award lapses 110 467 
shares exercised 906 462
as at 31 march 2009 3628 390 
weighted average fair value
the fair value is based upon the share price at the date of grant of the notional share award the charge for the performance share plan during 
the current year is £49 million 2008 £32 million 19 reserves
equity
cumulative cash flow holders
share share merger foreign hedge retained of the minority total
capital premium reserve exchange reserve earnings parent interests equity
note£m£m£m£m£m£m £m £m £m
at 1 april 2007 190 432 1368 10 — 1004 976 88 1064
t otal recognised income and expense — — — 218 07 38 249 20 269
shares issued in the period 01 08 ———— 09 — 09
equity dividends 20 ————— 133 133 — 133
exchange adjustments —————— — 07 07
sharebased payments ————— 34 34 — 34
t axation taken to reserves in respect 
of sharebased payments ————— 03 03 — 03
at 31 march 2008 and 1 april 2008 191 440 1368 208 07 1062 1138 115 1253
t otal recognised income and expense — — — 450 33 490 907 10 917
shares issued in the period 20 10 824 — — — 854 — 854
equity dividends 20 ————— 150 150 — 150
dividends paid to minority interests —————— — 13 13
exchange adjustments —————— — 11 11
sharebased payments ————— 32 32 — 32
t axation taken to reserves in respect 
of sharebased payments ————— 03 03 — 03
at 31 march 2009 211 450 2192 658 40 693 2778 123 2901
translation reserve
the translation reserve comprises all foreign exchange differences arising from the translation of foreign operations as well as from the
translation of liabilities that hedge the group’s net investment in foreign subsidiaries during the year foreign exchange losses of £18 million
2008 losses of £05 million on foreign currency borrowings were offset by gains of £18 million 2008 gains of £05 million arising from
retranslation of foreign assets designated as the hedging instrument the net investment hedge was 100 per cent effective in the current 
and prior year
cash flow hedge reserve
the cash flow hedge reserve comprises the effective portion of interest rate swaps designated as cash flow hedges of variable rate borrowings
transferred to the reserve during the current financial year
called up £0 10 ordinary share capital of the parent company
allotted allotted
calledup and calledup and
authorised fully paid authorised fully paid
no no £m £m
at 1 april 2007 250000000190464924 250 190
employee share option schemes — options exercised — 362571 — 01
at 31 march 2008 250000000190827495 250 191
shares issued — share placing in january 2009 — 19190000 — 19
employee share option schemes — options exercised — 1136404 — 01
at 31 march 2009 250000000211153899 250 211
share placing
19190000 new ordinary shares of 10 pence were placed with institutions at a price of £455 per share on 28 january 2009 generating gross
proceeds of £87 3 million £843 million net of financing costs some of which had been accrued but not paid at 31 march 2009 the share
placing was enacted via the use of a new subsidiary company ssl capital limited registered in jersey the institutions subscribed for less than 
10 per cent of the ordinary shares and 100 per cent of preference shares in the subsidiary which were subsequently exchanged for an allotment
of the newly issued ordinary shares in ssl international plc 
the increase in the merger reserve of £824 million arose from accounting for the shareforshare exchange in which ssl international plc 
issued new ordinary shares in exchange for the remaining ordinary and preference shares in ssl capital limited the merger reserve is 
nondistributable
shares issued under employee share options generated proceeds of £11 million 2008 £09 million
the holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings
of the company details of the share option schemes in place are included in note 18
84  85   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued capital management
the group manages its capital to ensure that entities in the group will be able to continue as going concerns whilst maximising the return to
stakeholders through the optimisation of the debt and equity balance the capital structure of the group consists of debt which includes the
borrowings disclosed in note 15 cash and cash equivalents and equity attributable to equity holders of the parent comprising issued capital
reserves and retained earnings as disclosed above the group manages its capital structure through maintaining close relationships with its
bankers who provide the majority of funds used for operational requirements the key indicator of capital management performance used by
internal management is the level of net debt which is defined as borrowings and derivative financial liabilities less cash and cash equivalents 
net debt is monitored on a monthly basis to ensure that actual results are in line with net debt forecasts
the group’s main banking facility is a £220 million committed fiveyear revolving credit facility this facility was arranged in january 2007 and 
is committed until january 2012 the banking syndicate comprises seven members and is administered by barclays bank plc further information
in relation to the group’s financial liabilities is given in notes 15 and 21 a reconciliation of movements in net debt is provided in note 21 net debt at
31 march 2009 is £17 7 million compared with £990 million at 31 march 2008 in addition on 28 january 2009 the group placed an additional 191
million ordinary shares with institutions at a price of 455 pence per share the net proceeds after placing costs were £850 million the purpose
of the share placing was to raise funds to finance the group’s acquisition activity such as the investment in russia ukraine and the rest of the cis
the group is required to maintain covenant ratios in respect of net debt to earnings before interest depreciation and amortisation ebitda net
interest costs to earnings before interest depreciation and amortisation ebitda and the ratio of revenue generated from certain group brands
to total group revenue the group has met its covenant ratios for the year ended 31 march 2009 the group has prepared forecasts of the cash
flows for the next financial year which indicate that the group after considering all known commitments and appropriate sensitivities will meet
its covenant requirements for this period
there were no changes in the group’s approach to capital management during the year neither the company nor any of its subsidiaries are
subject to externally imposed capital requirements
the group may purchase its own shares on the market for the purpose of issuing shares under the group’s share option and performance 
share plans during the year no shares were physically purchased from the market during the year £17 million 2008 £nil was paid by the 
group to satisfy the uk tax and national insurance elements of the gross shares vesting under the performance share plan which is disclosed 
as repurchase of shares in the cash flow statement vested shares awarded to the individuals were net of tax and national insurance payments
this was equivalent to the group purchasing its own shares on the market and awarding these to the recipients no risk was taken by the group 
in respect of share price fluctuations and the impact on the group was the same as if it had acted as an agent in the sale of the shares by the
individual and the individuals themselves have not received incremental benefits through this arrangement the group held no treasury shares 
at 31 march 2009 2008 none decisions to purchase shares are made on a specific transaction basis by the board there is no defined share
buyback plan in order to maintain or adjust the capital structure the group may adjust the amount of dividends paid to shareholders issue 
new shares or sell assets to reduce debt during the year the group issued shares to raise funds as detailed above
20 dividends
2009 2008 2009 2008
pence per £0 10 pence per £010
ordinary share ordinary share £m £m
2008 final paid 4 september 2008 2007 final paid 6 september 2007 53 47 101 89 
2009 interim paid 4 march 2009 2008 interim paid 5 march 2008 26 23 49 44 
amounts recognised as distributions to equity holders in the year 79 70 150 133 
the proposed final dividend for 2009 is 64 pence per ordinary share and £135 million in total the proposed 2009 final dividend will be
submitted to the shareholders for confirmation at the annual general meeting on 23 july 2009 and will be paid on 3 september 2009 to
shareholders on the register on 7 august 2009 the proposed dividend has not been recognised as a distribution to equity holders in these
financial statements 21 analysis of net debt
cash and
bank loans interest rate cash 
and loan notes swap derivatives equivalents
due due due due t otal per
after within after within finance financial balance 
one year one year one year one year leases overdrafts liabilities sheet net debt
£m £m £m £m £m £m £m £m £m
at 1 april 2007 643 404 95 13 03 132 1290 403 887
cash flow 646 884 95 13 03 42 85 19 66
other noncash changes — — 08 — 01 — 09 — 09
exchange adjustments 03 30 — — — 19 52 24 28
fair value changes arising from 
interest rates movements ———————— —
at 31 march 2008 — 1318 08 — 01 109 1436 446 990
cash flow 110 04 — 15 01 10 100 967 867 
other noncash changes 1226 1226 — — 01 — 01 — 01 
exchange adjustments 38 14 — — — 16 68 66 02
fair value changes arising from 
interest rates movements — — 30 21 — — 51 — 51
at 31 march 2009 137 4 102 38 06 0 1 135 1656 147 9 17 7 
net debt is defined by the group as borrowings and derivative financial liabilities less cash and cash equivalents
22 financial risk management
the group has exposure to the following risks from its use of financial instruments credit liquidity interest rate and currency further
information on the group’s exposure to these risks is presented below with an explanation of the group’s policies and processes for measuring
and managing these risks
the board of directors has overall responsibility for the establishment and review of the group’s risk management policies and procedures
these guidelines are designed to identify and analyse the risks faced by the group including setting and monitoring compliance with appropriate
limits and controls the policies are reviewed regularly and amended where appropriate to reflect changes in the group’s operations risk
exposure and market conditions the board is assisted by the group’s business assurance function which undertakes regular and adhoc
reviews of risk management controls and procedures the results of which are reported to the audit committee
the group’s t reasury function provides services to the business coordinates access to domestic and international financial markets and
monitors and manages the financial risks relating to the operations of the group
credit risk
credit risk is the risk of financial loss to the group if a customer or counterparty to a financial instrument fails to meet its contractual obligations
and arises principally from the group’s trade receivables and investment securities
t rade and other receivables 
the group’s exposure to credit risk is influenced by the individual characteristics of each customer the default risk of the industry and country 
in which customers operate has less of an influence on credit risk geographically approximately 7580 per cent of the group’s debtors are 
in europe
group exposure to credit risk is controlled by setting a policy which is reviewed annually for limiting credit exposure to counterparties reviewing
credit ratings and limiting individual aggregate credit exposures accordingly the group considers the possibility of material loss in the event of
nonperformance by a financial counterparty to be unlikely customer credit risk is monitored at a subsidiary level by divisional management 
and is reviewed at group level by country
goods are sold subject to retention of title clauses so that in the event of nonpayment the group may have a secured claim the group does
not require collateral in respect of trade and other receivables
the group establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade and other receivables 
and investments the main components of this allowance are a specific loss component that relates to individually significant exposures 
and a collective loss component established for groups of similar assets in respect of losses that have been incurred but not yet identified 
the collective loss allowance is determined based on historical data of payments statistics for similar financial assets
86  87   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued investment securities
surplus funds are invested in high quality liquid marketable investments investments are of a plain vanilla nature with no embedded derivatives
the group deposits central funds when available with highly rated banks in line with group policy the central funds on deposit at the balance
sheet date were £1045 million 2008 £15 million
guarantees
the group’s policy is to provide financial guarantees only to whollyowned subsidiaries at 31 march 2009 no guarantees were outstanding
2008 none
liquidity risk
liquidity risk is the risk that the group will not be able to meet its financial obligations as they fall due the group’s approach to managing liquidity
is to ensure as far as possible that it will always have sufficient liquidity under both normal and stressed conditions without incurring
unacceptable losses or risking damage to the group’s reputation
the group manages liquidity risks by ensuring that any anticipated funding requirements based on detailed cash flow forecasts at subsidiary 
and group level will be met by access to different sources of funding t ypically the group ensures that it has sufficient cash on demand to meet
expected operational expenses for a period of 30—60 days including the servicing of financial obligations in addition the group maintains the
credit facilities detailed in note 15
committed undrawn facilities available to the group in respect of which all conditions precedent had been met at the balance sheet date were 
as follows
2009 2008
£m £m 
expiring in one year or less — —
expiring in more than one year and less than two years — —
expiring in more than two years 826 97 0
total 826 97 0
market risk
market risk is the risk that changes in market prices such as foreign exchange rates interest rates and equity prices would affect the group’s
income the value of its holdings of financial instruments or its obligations in respect of retirement benefits
foreign currency risk
the group is exposed to currency risk on sales purchases and borrowings that are denominated in a currency other than the functional currency
of the group’s entities where practicable the group uses forward foreign exchange contracts to hedge major transactional exposures on
working capital balances at the start of each financial year the group enters into forward contracts to hedge approximately 50 to 70 per cent 
of its estimated foreign currency exposure in respect of forecast sales and purchases over the forthcoming financial year these transactions 
are not treated as hedges for accounting purposes
interest on borrowings is primarily denominated in sterling such that no related foreign currency derivatives are required 
in respect of other monetary assets and liabilities denominated in foreign currencies the group ensures that its net exposure is kept to an
acceptable level by buying or selling foreign currencies at spot rates when necessary to address shortterm imbalances
the group’s investment in its japanese subsidiary is hedged by a japanese yendenominated secured bank loan which mitigates the currency
risk arising from the subsidiary’s net assets
interest rate risk
the group’s variable rate borrowings are exposed to a risk of change in cash flows due to changes in interest rates over the longer term 
the group has reduced its exposure to this by entering into interest rate swaps over £600 million of the drawndown facility the remaining
drawndown facility of £77 4 million was at libor plus 50 basis points at 31 march 2009 with all contracts ending in april 2009 interest rates 
will be reset for each tranche on the amounts redrawn in april 2009
other market price risk
the group does not speculate in equity securities nor does the group enter into commodity contracts other than to meet the group’s expected
usage requirements the group holds a strategic investment of £1 million in the equity securities of an unlisted company as detailed in note 9 
this is not deemed to expose the group to market price risk although the investment is subject to annual impairment reviews during the year 
the group acquired an investment in blbv an unlisted company at a cost of £307 million note 9 the cost is considered equal to fair value 
as detailed in note 25 the percentage investment in blbv will increase from 1 june 2009 and blbv will be consolidated from that date 22 financial risk management continued
exposure to credit risk
the carrying amount of financial assets represents the maximum credit exposure the maximum exposure to credit risk at the reporting date was
carrying amount carrying amount
2009 2008
£m £m 
t rade and other receivables excluding prepayments and derivative financial assets 1949 1690
available for sale financial assets 317 10
cash and cash equivalents 1479 446
other forward exchange contracts — 04 
the maximum exposure to credit risk for trade receivables at the reporting date by geographic region was
carrying amount carrying amount
2009 2008
£m £m 
united kingdom 280 239
europe 1184 1049
asia pacific 319 221
united states 56 40
1839 1549
the ageing of trade receivables at the reporting date was
allowance for allowance
gross impairment gross for impairment
2009 2009 2008 2008
£m £m £m £m 
t rade receivables due within terms 1867 — 1552 —
past due by less than 30 days 83 — 77 —
past due 31—120 days 80 — 84 —
past due 120—365 days 44 30 38 20
more than one year 41 41 38 38
2115 71 1789 58
provision for rebates 205 182
gross trade receivables note 11 1910 1607 
allowance for impairment 71 58
net credit exposure 1839 1549 
there are no customers representing more than 33 per cent 2008 20 per cent of the total balance of trade receivables in determining the
recoverability of a trade receivable the group considers any change in the credit quality of the trade receivable from the date credit was initially
granted up to the reporting date the concentration of credit risk is limited due to the customer base being large and unrelated accordingly the
directors believe that there is no further credit provision required in excess of the allowance for impairment movement on the allowance for
impairment in respect of trade receivables is disclosed in note 11 the allowance for impairment has been determined based on historical trends
and relevant market and customer information the group believes that no impairment allowance is necessary in respect of trade receivables
not past due all other receivables are within the respective paymentcontractual terms
88  89   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued liquidity risk
the following are the contractual maturities of financial liabilities including interest payments and excluding the impact of netting arrangements
2009
carrying contractual 6 months more than
amount cash flows or less 6—12 months 1—2 years 2—5 years 5 years
nonderivative financial liabilities
secured bank loans 1374 1376 02 — — 1374 —
finance lease liabilities 01 01 01 ————
unsecured bank facility 102 102 102 ————
t rade and other payables 1638 1638 1638 — — —
bank overdrafts 135 135 135 ————
derivative financial liabilities
forward exchange contracts used for hedging 04 04 04 ————
interest rate swaps used for hedging 40 40 40 ————
derivative financial instruments are accounted for at fair value and it is not deemed appropriate to allocate the cash flows across the maturity categories
2008
carrying contractual 6 months more than
amount cash flows or less 6—12 months 1—2 years 2—5 years 5 years
nonderivative financial liabilities
secured bank loans 1230 1245 1139 106 — — —
finance lease liabilities 01 01 01 ————
unsecured bank facility 88 89 89 ————
t rade and other payables 1388 1388 1380 — 08 — —
bank overdrafts 109 109 109 ————
derivative financial liabilities
interest rate swaps used for hedging 08 08 08 ————
derivative financial instruments are accounted for at fair value and it is not deemed appropriate to allocate the cash flows across the maturity categories
at 31 march 2009 the carrying amount for secured bank loans of £137 4 million relates to drawdowns under the syndicated group facility as
explained in note 15 the contractual repayment dates of each drawdown along with accumulated interest were in april 2009 however at the
balance sheet date it was expected that all of these drawdowns would be rolled over for at least 12 months and therefore classification as non
current liabilities at 31 march 2009 was concluded to be appropriate within the table above £02 million contractual cash flows relating to the
interest to be paid on maturity in april 2009 have been included within the category ‘six months or less’ the contractual cash flows relating to 
the underlying drawdowns of £137 4 million have been included in the category ‘two to five years’ the period in which the group facility expires
the interest rate swaps used for hedging at 31 march 2009 are designated in a cash flow hedge relationship against £60 million of the secured
bank loans and therefore the related cash flows will not impact upon profit or loss until the hedge relationship ceases
currency risk
exposure to currency risk
the group’s main exposure to foreign currency risk was in respect of the euro based on notional amounts
2009 2008
exposure to exposure to
euro risk euro risk
£m £m
t rade receivables 1113 953
prepayments and other receivables 39 38
t rade payables 455 317
other payables 239 238
gross balance sheet exposure 458 436
net exposure to currency risk with regards to other foreign currencies was not significant at 31 march 2009 or 31 march 2008
the following significant exchange rates applied during the year
average rate for the year balance sheet date
2009 2008 2009 2008
euro 12041 14187 10796 12543 22 financial risk management continued
sensitivity analysis
a 10 per cent strengthening of sterling against the euro at 31 march would have increaseddecreased equity and profit or loss by the amounts
shown below this analysis assumes that all other variables including interest rates remain constant and that forward contracts are not revalued
2009 2008
equity profit or loss equity profit or loss
euro 10 41 16 11
a 10 per cent weakening of sterling against the euro at 31 march would have had the equal but opposite effect to the amounts shown above on
the basis that all other variables remain constant and that forward contracts are not revalued
interest rate risk
cash flow sensitivity analysis for variable rate instruments
due to the short maturity dates of the drawdowns on the group facility at 31 march 2009 average maturity 18 days and 31 march 2008 average
maturity 51 days a change of 100 basis points in interest rates at either reporting date would have negligible impact on the carrying value of
variable rate financial instruments and similarly upon profit or loss the interest rate swap at 31 march 2009 and also at 31 march 2008 is included
as part of a cash flow hedge relationship therefore any change in interest rates at the reporting date would have no impact upon profit or loss for
the year only upon the amount recognised in equity within the cash flow hedge reserve and the carrying value of derivative financial liabilities on
the balance sheet
fair values
fair values versus carrying amounts
the fair values of financial assets and liabilities together with the carrying amounts shown in the balance sheet are as follows
2009 2008
£m £m £m £m
carrying amount fair value carrying amount fair value
derivatives held at fair value
interest rate swaps used for hedging liabilities net 40 40 07 07
forward exchange contracts used for hedging 04 04 04 04
instruments held at fair value
available for sale financial assets 317 317 10 10 
instruments held at amortised cost
t rade and other receivables 
excluding prepayments and derivative financial assets 1949 1949 1690 1690
cash and cash equivalents 1479 1479 446 446
secured bank loans 1374 1374 1230 1230
finance lease liabilities 01 01 01 01
unsecured bank facilities 102 102 88 88
t rade and other payables 1638 1638 1388 1388
bank overdrafts 135 135 109 109
451 451 673 673
unrecognised gainloss — —
basis for determining fair values
the following summarises the significant methods and assumptions used in estimating the fair values of financial instruments reflected in the
table above
available for sale financial assets
the available for sale financial assets at 31 march 2009 are unquoted entities therefore fair value of the shareholding cannot be readily
ascertained both investments are therefore held at initial cost which is deemed to be comparable to fair value although the investments 
are subject to annual impairment review
90  91   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued derivatives
the fair value of forward exchange contracts is based on their listed market price if available if a listed market price is not available then fair value
is estimated by discounting the difference between the contractual forward price and the current forward price for the residual maturity of the
contract using a riskfree interest rate based on government bonds
the fair value of interest rate swaps is based on broker quotes those quotes are tested for reasonableness by discounting estimated future cash
flows based on the terms and maturity of each contract and using market interest rates for a similar instrument at the reporting date
nonderivative financial liabilities
fair value is calculated based on the present value of future principal and interest cash flows discounted at the market rate of interest at the
reporting date in respect of finance leases the market rate of interest is determined by reference to similar lease agreements the carrying
values of all borrowings are equal to the fair values due to the relatively short contractual maturity dates and variable interest rates
trade and other receivables
the fair value of trade and other receivables is estimated as the present value of future cash flows discounted at the market rate of interest at 
the reporting date
23 financial instruments
a interest rate risk profile of financial assets and liabilities 
financial assets 
cash and cash equivalents as detailed in note 12 comprise cash at bank and shortterm deposits these are placed on terms not exceeding
three months £629 million is held at variable rates and £850 million at fixed rates at 31 march 2009 2008 £425 million at variable rates and 
£21 million at fixed rates respectively
financial liabilities 
the group’s fixed rate financial derivatives and fixed rate borrowings are exposed to a risk of change in their fair value due to changes in interest
rates the group’s variable rate financial derivatives and variable rate borrowings are exposed to a risk of change in cashflows due to changes in
interest rates
hedging 
at 31 march 2009 the group had interest rate swaps with a notional amount of £1224 million 2008 £1330 million interest rate swaps including
those in effective fair value hedging relationships are measured at fair value under ias 39 
the fair value of interest and currency swaps recognised as hedges at 31 march 2009 is a net liability of £40 million comprising liabilities of 
£40 million 2008 net liability of £07 million comprising assets of £01 million and liabilities of £08 million
up to the repayment of the loan notes and settlement of related swaps in november 2007  interest rate swaps designated as fair value hedges
were fair valued through the income statement as part of net finance costs underlying loans that form part of fair value hedge relationships were
adjusted for fair value attributable to hedged risk through the income statement to offset any marktomarket arising on the interest rate swaps
hedge documentation was prepared for all fair value hedges at inception and effectiveness testing was carried out semiannually all designated
hedges remained effective throughout the prior financial year to the point of settlement
the maturity dates of all financial liabilities together with details of their nominal interest rates fair values and carrying values are disclosed 
in note 15
b foreign currency risk 
the group’s exposure to foreign exchange risk in respect of cash and cash equivalents is as follows
2009 2008
total total
£m £m 
cash and cash equivalents
sterling 1101 162 
us dollar 43 16 
euro 75 45 
other 260 223 
total 1479 446  23 financial instruments continued
the table below shows the group’s transactional currency exposures that give rise to the net currency gains and losses recognised in the income
statement such exposures comprise the monetary assets and liabilities of the group that are not denominated in the functional currency of the
relevant local operating company involved other than the nonsterling borrowings treated as hedges of net assets in overseas operations
net foreign currency financial assetsliabilities in £m 
sterling us dollar euro other total 
at 31 march 2009
functional currency of group operations 
sterling — 17 20 31 68 
other 02 02 02 — 06 
total 02 19 22 31 74 
at 31 march 2008 
functional currency of group operations 
sterling — 01 04 01 06 
other 04 — 01 — 05 
t otal 04 01 05 01 11 
the amounts shown in the table above take into account the effect of any forward contracts and other derivatives entered into to manage these
currency exposures 
24 leases
2009 2008
£m £m 
t otal commitments to pay rentals under operating leases 
minimum lease payments made during the year 
— land and buildings 23 41 
— plant equipment and motor vehicles 27 15
50 56 
utilisation of surplus property provision 22 26
lease payments charged to income statement 28 30 
gross amount utilised against the provision which is offset by subtenant income
the future minimum lease commitments under leases are as follows 
operating leases finance leases 
2009 2008 2009 2008
£m £m £m £m 
rentals due within one year 42 32 01 01 
from 1—2 years 27 28 — — 
from 2—3 years 22 19 — — 
from 3—4 years 17 13 — — 
from 4—5 years 16 10 — — 
after five years from balance sheet date 15 10 — — 
139 112 01 01 
less amounts representing interest — —
present value of net minimum lease payments 01 01 
less current lease obligations 01 01
noncurrent lease obligations — — 
at the balance sheet date the total of minimum sublease payment income expected to be received under noncancellable leases was 
£47 million 2008 £59 million the directors do not consider there to be any significant leasing arrangements requiring separate disclosure
92  93   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued 25 statutory and other information
related party transactions
ssl ttk and ttklig minority interest 
in accordance with ias 24 ‘related party disclosures’ are reported only with parties outside the consolidated group
during the year the group has transacted with the minority interest holding group of ssl ttk and ttklig limited specific transactions 
which are considered material are as follows
the group has made sales of £65 million to the minority group 2008 £57 million and has paid packing charges of £07 million 
2008 £08 million and other charges of £05 million 2008 £05 million to the minority group
at the year end the group was owed £11 million 2008 £11 million from the minority interest holding group of ssl ttk and ttklig limited 
no provision for doubtful debts has been made in respect of these balances 2008 £nil no bad debts arose during the period relating to these
transactions 2008 £nil
key management personnel compensation 
key management personnel being the executive and nonexecutive directors and those persons discharging managerial responsibilities
received the following compensation during the period
2009 2008
£m £m 
shortterm employee benefits 59 47
sharebased payments 37 22
post employment benefits 07 02
103 71
subsequent events 
proposed dividends are disclosed in note 20
on 7 april 2009 the group announced that it has given notice to exercise its option to increase its stake in beleggingsmaatschappij lemore bv 
‘blbv’ from 155 per cent to 50 per cent plus one share by acquiring additional shares from blbv’s majority shareholder abracathe group
acquired its initial 155 per cent stake in blbv in may 2008 as explained in note 9 in addition ssl has also given notice to exercise its option to
acquire 100 per cent of gainbridge investments cyprus limited ‘gainbridge’ from ccd estate 
blbv is a holding company for operating companies primarily engaged in the packaging and distributing of condoms and medical products
across the commonwealth of independent states ‘cis’ with the exception of the ukraine blbv is the market leader in this steadily growing
condom market and its key condom brand is contex gainbridge is a holding company for operating companies primarily engaged in the
packaging and distributing of condoms and medical products in the ukraine
regulatory approval has since been obtained and completion of the transaction is anticipated to occur on 1 june 2009 with blbv consolidated
into the group’s results from that date the consideration for the increased stake will be €70 million further disclosures required under ifrs 3
‘business combinations’ have not been provided as there has been insufficient time to obtain and review the relevant financial information from
blbv and to finalise the accounting treatment and disclosures for the business combination
there are no other events after the balance sheet date disclosable under ias 10 ‘events after the balance sheet date’ 26 commitments and contingent liabilities
2009 2008
£m £m 
commitments for capital expenditure not provided for in these accounts 
contracts placed for future expenditure 11 —
contingent liabilities 
litigation
the group is a defendant in a small number of lawsuits incidental to its operations which in aggregate are not expected to have a material
adverse effect on the group
94  95   financial statements  annual report and accounts 2009 

notes to the consolidated ﬁnancial statements
continued trading subsidiary undertakings country of registration incorporation and operation
ssl australia pty limited australia
ssl healthcare oesterreich gmbh austria
nv ssl healthcare belgium sa belgium
ssl canada inc canada
ssl capital limited jersey
ssl czeska republika sro czech republic
ssl healthcare danmark as denmark
ssl products limited england
london international group limited england
lrc products limited england
scholl limited england
scholl consumer products limited england
t ubifoam limited england
ssl healthcare france sa france
ssl healthcare deutschland gmbh  co kg germany
london international gmbh germany
ssl hellas sa greece
simco limited guernsey
ssl healthcare hong kong limited hong kong
ssl magyarorszag kereskedelmi kft hungary
ssl ttk limited india
ttklig limited india
ssl healthcare ireland limited ireland
ssl healthcare italia spa italy
ssl healthcare japan limited japan
ssl healthcare nederland bv netherlands
ssl new zealand limited new zealand
ssl healthcare norgeas norway
qingdao london durex company limited people’s republic of china
ssl healthcare shanghai limited people’s republic of china
ssl healthcare polska sp zoo poland
ssl romania srl romania
ssl healthcare singapore pte limited singapore
ssl healthcare brands sa spain
ssl sverige ab sweden
ssl healthcare suisse sa switzerland
ssl manufacturing thailand limited thailand
ssl healthcare thailand limited thailand
lrc products ticaret ve pazarlama limited sirketi t urkey
ssl americas inc usa
lig china bv netherlands
sonet scholl overseas investments limited england
sonet scholl uk limited england
sonet prebbles limited  england
sonet investments limited  england
scholl investments limited england
scholl uk limited england
ssl healthcare gmbh germany
seton scholl ireland holdings limited ireland
seton scholl international ireland ireland
new bridge holdings bv netherlands
ssl holdings inc usa
lrc north america inc usa
the group holds 100 per cent of the equity capital of the above companies with the exception of ssl ttk limited in which the group
effectively holds 754 per cent and ttklig limited in which the group holds 4987 per cent ttklig limited is consolidated as the 
group exerts a dominant influence over the company
 shares are held directly by ssl international plc

principal group undertakings 2009 2008
note £m £m
fixed assets
intangible assets i 69 63
t angible assets ii — 01
investments iii 6787 5918
6856 5982
current assets
debtors iv 2602 1591
cash 284 157
2886 1748
creditors due within one year
bank borrowings and derivative financial liabilities v 06 1231
other creditors vi 5506 5278
5512 6509
net current liabilities 2626 4761
t otal assets less current liabilities 4230 1221
creditors due after more than one year
bank borrowings and derivative financial liabilities v 1412 08
provisions for liabilities vii 01 01
net assets 2817 1212
capital and reserves 
called up share capital ix 211 191
share premium account x 450 440
other reserves x 1306 465
cashflow hedge reserve x 40 07
profit and loss account x 890 123
equity shareholders’ funds x 2817 1212
see accompanying notes to the company financial statements
the financial statements on pages 96 to 103 were approved by the board of directors on 18 may 2009 and were signed on its behalf by
m moran
director 
96  97   financial statements  annual report and accounts 2009 

company balance sheet 
at 31 march 2009  
company accounting policies
as used in the financial statements and related notes the term
‘company’ refers to ssl international plc the separate financial
statements of the company are presented as required by the
companies act 1985 and have been prepared in accordance with 
uk generally accepted accounting practices
a list of principal subsidiary undertakings is presented on 
page 95
basis of preparation
the separate financial statements of the company are presented 
as required by the companies act 1985 as permitted by the act the
separate financial statements have been prepared in accordance 
with uk generally accepted accounting practices ‘uk gaap’ the
accounting policies under uk gaap are presented below
the financial statements have been prepared on the historical
cost basis with the exception of financial instruments as described
below the principal accounting policies adopted are set out below 
in accordance with section 2304 of the companies act 1985 the
company has elected not to present its own profit and loss account
the profit for the financial year dealt with in the financial statements 
of the parent company ssl international plc is disclosed in note x
the company has taken the exemption from the requirement to
prepare a cash flow statement under the terms of frs 1 revised 
1996 ‘cash flow statements’
the following paragraphs describe the main accounting
policies these policies have been consistently applied to all the 
years presented
a tangible fixed assets
t angible fixed assets are stated at cost less accumulated depreciation
depreciation is provided to write tangible fixed assets down to a
residual value over their estimated useful economic lives at the
following annual rates
plant and equipment is depreciated on a straight line basis
over a period of between 4—15 years
b intangible assets
software developments and licences capitalised are stated at cost 
less accumulated amortisation and are amortised on a straight line
basis over their estimated useful economic lives as follows

software development 5—10 years and

software licences over the length of the licence
c investments
investments in subsidiaries are stated at cost less provisions for 
any impairment
d taxation
the charge for taxation is based on the lossprofit for the year 
and takes into account taxation deferred because of timing
differences between the treatment of certain items for taxation 
and accounting purposes
credit is taken for advance corporation tax written off in
previous years when it is recovered against corporation tax liabilities
in accordance with frs 19 deferred tax is provided where a
taxation liability will arise as a result of transactions or events which
have occurred by the balance sheet date deferred tax assets are
recognised to the extent that it is regarded that they will be recovered
provision is made at rates expected to be applicable when the liabilities
or assets are likely to crystallise
e foreign currencies
t ransactions in foreign currencies are recorded using the rate of
exchange ruling at the date of the transaction monetary assets and
liabilities denominated in foreign currencies are translated using the
rate of exchange ruling at the balance sheet date gains or losses on
transactions are included in the profit and loss account
f derivative financial instruments
in accordance with exemptions under frs 29 ‘financial instruments
disclosures’ the company has not presented the financial
instruments disclosures required by the standard as disclosures 
which comply with the standard are included in the consolidated
financial statements
the company uses derivative financial instruments to reduce
exposure to foreign exchange risk and interest rate movements the
company does not hold or issue derivative financial instruments for
speculative purposes
with the exception of derivative financial instruments and
those hedged items forming part of a fair value hedge financial
instruments are held at amortised cost
hedge accounting
the accounting for the company’s various hedging activities is 
detailed overleaf i t ransaction exposure hedging
forward currency contracts hedging transaction exposures are fair
valued through the profit and loss account
ii fair value hedges
derivative financial instruments are classified as fair value hedges
when they hedge the company’s exposure to changes in the fair value
of a recognised asset or liability any gain or loss from remeasuring the
hedging instrument is recognised immediately in the profit and loss
account any change in the fair value of the hedged item attributable
to the hedged risk is adjusted against the carrying value of the hedged
item and recognised immediately in the profit and loss account
iii cash flow hedges
changes in the fair value of the derivative hedging instruments
designated as a cashflow hedge are recognised directly in equity to 
the extent that the hedge is effective t o the extent that the hedge is
ineffective changes in fair value are recognised in profit or loss
derivative financial instruments qualifying for fair value hedge
accounting are principally foreign currency and interest rate swaps
discontinuance of hedge accounting
hedge accounting is discontinued prospectively when the
hedging instrument expires or is sold terminated or exercised or no
longer qualifies for hedge accounting
g sharebased payments
the company operates a number of employee share schemes the
cost to the company of making awards in the form of shares or rights to
shares under these schemes is charged to the profit and loss account
as an employee expense over the period to which the employee’s
performance relates the company issues equity settled sharebased
payments to certain employees of the company and its subsidiary
undertakings equity settled sharebased payments are measured at
fair value at the grant date using an appropriate valuation model taking
into account the terms and conditions precedent at the time of grant
the impact of any nonmarket vesting conditions is excluded
the total amount to be expensed over the vesting period is
determined by reference to the fair value of the equity instruments
granted and the number of equity instruments which eventually vest
at each balance sheet date the company revises its estimate of the
number of instruments that are expected to vest it recognises the
impact of the revision of original estimates if any in the profit and loss
account and a corresponding adjustment to equity over the remaining
period when awards are made to employees of subsidiary
undertakings and the fair value of the award is not recharged to the
subsidiary the award is treated as a capital contribution to the
subsidiary with a corresponding increase in the cost of investment
h dividend income
dividend income from subsidiary undertakings is recognised within
other income at the point the dividend has been declared dividends
declared after the balance sheet date are not recognised in the profit
and loss account
i related party transactions
the company has taken advantage of the exemption available in frs 8
‘related party disclosures’ and has not disclosed transactions or
balances with entities which form part of the group
98  99   financial statements  annual report and accounts 2009 

company accounting policies
continued  i intangible assets
software
development
and licences
£m 
cost
at 1 april 2008 79 
additions 26
at 31 march 2009 105
amortisation and impairment amounts
at 1 april 2008 16
charge for the year 20
at 31 march 2009 36
carrying amounts
at 31 march 2008 63
at 31 march 2009 69
ii tangible assets
plant
equipment and
motor vehicles
£m 
cost
at 1 april 2008 and 31 march 2009 10
depreciation and impairment
at 1 april 2008 09
charge for the year 01
at 31 march 2009 10
net book value 
at 31 march 2008 01
at 31 march 2009 —

notes relating to the company accounts iii investments in subsidiary undertakings
the company’s investments are as follows
cost of shares
in subsidiary
undertakings
£m 
cost at 31 march 2008 5918
additions 869
cost at 31 march 2009 6787
net book value
at 31 march 2008 5918
at 31 march 2009 6787
the company’s investments are listed on page 95 £852 million of additions during the year relate to the establishment of a new subsidiary
company during the year ssl capital limited which is registered in jersey
a further £17 million of additions relates to an increased investment in the subsidiary company lrc products limited in relation to the fair value
of sharebased payments awarded to employees of the subsidiary undertaking a corresponding credit is recorded in nondistributable reserves
iv debtors
2009 2008
note £m £m
amounts due within one year
amounts owed by subsidiary undertakings 2551 1530
other debtors 07 05
prepayments and accrued income 02 13
2560 1548
amounts due after more than one year 
deferred tax viii 42 43 
2602 1591 
100  101   financial statements  annual report and accounts 2009 

notes relating to the company accounts
continued  v bank borrowings and derivative financial liabilities
2009 2008
£m £m
amounts due within one year
bank loans and overdrafts — 1231 
forward contract derivatives 04 —
interest rate swaps 02 —
06 1231
amounts due after more than one year
bank loans and overdrafts 1374 —
interest rate swaps 38 08
1412 08
t otal bank borrowings and derivative financial liabilities 1418 1239
details of banking facilities available and the maturity of the drawdowns are provided in note 15 to the consolidated financial statements
maturities 
2009 2008
£m £m
interest rate and currency swaps 
interest rate and currency swaps or instalments thereof are repayable 
from 2—3 years — 08
from 1—2 years 38 — 
t otal due after more than one year 38 08 
t otal due within one year 02 — 
40 08
the aggregate amount of loans any instalment of which falls due after 5 years is £nil 2008 £nil
vi creditors
2009 2008
£m £m
amounts due within one year
amounts owed to subsidiary undertakings 5397 5195 
corporate taxation — 21 
accruals 109 62 
5506 5278  vii provisions for liabilities
surplus property
£m 
at 1 april 2008 01
provisions used during the year —
at 31 march 2009 01
current —
noncurrent 01
01
the provisions are expected to be utilised within six years from the balance sheet date
viii deferred tax
deferred
taxation
£m 
at 1 april 2008 43
credited to the profit and loss account 02
charged to reserves in respect of sharebased payments 03
at 31 march 2009 42
2009 2008
the net deferred tax asset is analysed as follows £m £m
accelerated capital allowances 13 16
shortterm timing differences 02 02
sharebased payments 31 29
42 43
ix calledup share capital
called up £010 ordinary share capital of the parent company
allotted allotted
calledup calledup
authorised and fully paid authorised and fully paid
no no £m £m 
at 1 april 2007 250000000190464924 250 190
employee share options schemes — options exercised — 362571 — 01
at 31 march 2008 250000000 190827 495 250 191
shares issued — share placing in january 2009 — 19190000 — 19
employee share options schemes — options exercised — 1136404 — 01
at 31 march 2009 250000000211153899 250 211
details of share options exercised in the year shares issued to satisfy the exercise of these options and contingently issuable shares awarded 
in the year are given in the group financial statements in note 18 details of the share placing during the year and of rights attached to ordinary
shares are included in the group financial statements in note 19
102  103   financial statements  annual report and accounts 2009 

notes relating to the company accounts
continued  x share capital and reserves
share non cashflow
share premium distributable hedge profit and loss total
capital account reserve reserve account equity
£m £m £m £m £m £m 
at 1 april 2008 191 440 465 07 123 1212 
profit for the year — — — — 888 888 
dividends ———— 150 150
sharebased payments — — 17 — 32 49 
t axation taken to reserves in respect of 
share based payments ———— 03 03 
fair values arising from cashflow hedge 
taken to reserves — — — 33 — 33
shares issued in the year 20 10 824 — — 854
at 31 march 2009 211 450 1306 40 890 2817
of the reserves of the company £ 890 million 2008 £123 million is regarded as distributable
of the £841 million increase in the nondistributable reserve during the year £824 million relates to the increase in the merger reserve arising
from accounting for a shareforshare exchange in which ssl international plc issued new ordinary shares in exchange for the remaining ordinary
and preference shares in ssl capital limited a further £17 million relates to the sharebased payments awarded to employees of the subsidiary
undertaking lrc products limited which has been treated as a capital contribution to the subsidiary undertaking
by virtue of section 230 of the companies act 1985 the company is exempt from presenting a profit and loss account
for details on dividends paid and payable during the year see note 20 to the group accounts
xi commitments and contingent liabilities
the company has no contracts for future expenditure that have not been provided for 2008 none
guarantee contracts
where the company enters into financial guarantee contracts to guarantee the indebtedness of other companies within its group the 
company considers these to be insurance arrangements and accounts for them as such in this respect the company treats the guarantee
contract as a contingent liability until such time as it becomes probable that the company will be required to make a payment under the
guarantee at the balance sheet date there were no contingent liabilities arising as a result of these guarantees 2008 none
xii directors’ remuneration and sharebased payments
the company has no employees other than the directors information covering directors’ remuneration interests in shares share options 
and pension benefits is included in the remuneration report on pages 42 to 49
the information as disclosed in the group accounts under ifrs 2 ‘sharebased payment’ is comparable with the uk gaap information under 
frs 20 ‘sharebased payment’
the following directors are remunerated by the parent company

g watts

a catalano resigned 11 november 2008

g corbett

r adam

p read

s murray resigned 24 july 2008

m moran

i adamson

p johnson appointed 1 october 2008 commercial
uk and eire
head office 
ssl international plc
35 new bridge street london ec4v 6bw
ssl international plc
venus 1 old park lane t rafford park urmston manchester m41 7ha
ssl healthcare ireland limited
unit 4045 kingswood road citywest business park co dublin
continental europe 
austria
ssl healthcare osterreich gmbh kuefsteingasse 1519220a
a1140 vienna austria
belgium
nv ssl healthcare sa koning albert 1 laan 64 1780 wemmel
belgium
czech republic
ssl czeska republica sro karlovo nam 7  120 00 prague 2 
czech republic
denmark
ssl healthcare denmark as ringager 4 d dk2605 brøndby
denmark
france 
ssl healthcare france sa ssl healthcare france 
23 allees de leurope 92588 clichy cedex france
germany
ssl healthcare deutschland gmbh  co kg edisonstrasse 5 
63477 maintal germany
greece
ssl hellas sa  17 kim spata avenue po box 17  19004 spata attikis
athens greece
hungary
ssl magyarorszag kft ip west office building 1117 budapest 
budafoki út 9193 1st floor hungary
italy
ssl healthcare italia spa via marco emilio lepido 1785 
40132 bologna italy
italy
 footwear development group
ssl healthcare italia spa
fdgfootwear development group
strada statale 234km 385 26867  somaglia lodi italy
netherlands
ssl healthcare nedeland nv de weegschaal 14
5215 mns hertogenbosch netherlands
norway
ssl healthcare norway as strandveien 35 no1366 lysaker norway
poland
ssl healthcare polska spz 00 ubc ll ulszturmowa 2a
02678 warsaw poland
romania 
ssl romania srl
barbu urleanu street  no 15 1st  floor ap 3 bucharest sct 5 
050681 bucharest 
spain
ssl healthcare brands sa c de la marina 1618 t orre mapfre 
planta 28 08005 barcelona spain
sweden
ssl healthcare sverige abx box 1326 se171 26 solna sweden
switzerland
ssl healthcare schweiz ag rheinstrasse 81 4133 pratteln
switzerland 
t urkey 
lrc products ticaret ve pazarlama ltd sti oztopus cadessi 
demirel apt 8d5 ulus 34340 besiktas istanbul t urkey
americas
ssl canada inc
100 courtland avenue concord ontario l4k 3t6 canada
ssl americas inc
3585 engineering drive suite 200 norcross georgia 
300929214 usa
104  105   shareholder information  annual report and accounts 2009 

ssl directory asia pacific and rest of the world 
australia
ssl australia pty ltd 225 beach road mordialloc victoria 3195
australia
china
ssl healthcare shanghai ltd room 1905 
no 1 — 13 shagma part ao dong road chengyang district qingdao
266022 people’s republic of china
hong kong
ssl healthcare hong kong ltd suite 310103 31f  t ower 2 
the gateway harbour city 25 canton road t sim sha t sui hong kong
india
ssl ttk limited 6 cathedral road chennai 600 086 india
indonesia
ssl healthcare indonesia graha atrium building 6fl suite 602c
jl senen raya no135 jakarta pusat  10410 indonesia
japan
ssl healthcare japan ltd urd building 4th  5th floor 275 shibuya
shibuyaku t okyo 1500002 japan
malaysia
ssl healthcare malaysia sdn bhd level 5 wisma samudra 1 jalan
kontraktor u114 seksyen u1 hicomglenmarie industrial park 
40150 shah alam selangor darul ehsan malaysia
new zealand
ssl new zealand ltd c54 carbine road mt wellington auckland 
new zealand
singapore
ssl healthcare singapore pte ltd 34 boon leat t errace 
singapore 119866
t aiwan
ssl healthcare t aiwan ltd 14 f no 102 songlong road sinyi district 
t aipei city 110 t aiwan
thailand
ssl healthcare thailand limited 14th floor ocean t ower 1 
17042 new ratchadaphisek road klongtoey bangkok 10110 thailand
manufacturing and distribution
uk
ssl international plc 
barncoose industrial estate wilson way redruth cornwall tr15 3rq
ssl international plc 
group distribution centre finlan road stakehill industrial estate 
middleton m24 2sj
ssl international plc 
whitehouse business park t raynor way off shotton lane peterlee
county durham sr8 2ru
americas
ssl americas logistics operations center
1306 george albert lake road anderson south carolina 29624 usa
asia pacific and rest of the world 
china
qingdao london durex company limited 
103 t aidong 1st road qingdao 266022 people’s republic of china
on 8 july 2009 this site will close and the new manufacturing site will
open at 
no 1–13 shagma part ao dong road chengyang district
qingdao 266022 people’s republic of china
india
ttklig limited 
35 old t runk road pallavaram chennai600 043 india
ttklig limited 
20 perali road virudhunagar  626 001 t amilnadu state india
ttklig limited 
652 653 632 k p natham road thiruvandar koil village 
mannadipet commune puducheri india
ssl ttk limited
plot 73 sipcot industrial park irungattukottai 602105 
sriperumbudur india
thailand
ssl manufacturing thailand limited 
wellgrow industrial estate 100 moo 5 bangna t rad rd km36
bangsamak bangpakong chachoengsao 24180 thailand secretary and registered office
maria buxtonsmith
35 new bridge street london ec4v 6bw
stockbrokers
jpmorgan cazenove limited
20 moorgate london ec2r 6da
credit suisse securities europe limited
one cabot square london e14 4oj
auditors
kpmg audit plc
8 salisbury square london ec4y 8bb
solicitors
allen  overy llp
one bishops square london e1 6ao
hammonds llp
t rinity court 16 john dalton street manchester m60 8hs
principal bankers
barclays bank plc
7th floor 1 marsden street manchester m2 1hw
registrars
capita registrars
the registry 34 beckenham road beckenham kent br3 4tu
public affairs advisers
the maitland consultancy
12th floor orion house 5 upper st martin’s lane london wc2h 9ea
month  y ear event
2009
23 july annual general meeting
3 september dividend payment subject to approval
november interim results
2010
march interim dividend payment
may preliminary results
july annual general meeting
 exact dates to be confirmed
106  107   shareholder information  annual report and accounts 2009 

company information

financial calendar 
trade marks
the following is a nonexhaustive list 
of the trade marks of the ssl group
active repair k
adapta
allure
avanti
bioprint
busy feet
crest
cuprofen
deoactiv fresh
derbac
diana
diocalm
dr scholl
due in uno
durex
earex
easyon
eulactol
fetherlite
fresh step
full marks
gelactiv
great feet feeling
hydragel
k laus
kingtex
liqui massage
massage melts
medised
meltus
microlayer
mister baby
natruclear
orthaheel
paramol
party feet
perfect nail
performa
pescura
play
play o
pleasuremax
profile
prosport
purefantasy
ralgex
realcheck
remegel
resolve
sauber
scholl
scholl biomechanics
scholl flight socks
sonnobenefit
spring action
syndol
ultima
very cherry
vibrations
woodward’s designed by pauffley
illustrations by melanie eastwood
printed in the uk by beacon press using their and
environmental print technology the electricity used in the printing of this
report was generated from renewable sources and vegetable inks were 
used throughout beacon press is a carbonneutral® company
the text pages of this report contain 50 recycled fibre sourced from 
deinked post consumer waste and 50 virgin fibre sourced from well
managed forests all pulps are 100 ecf elemental chlorine free
the manufacturing mills and the printer are registered to the environmental
management system iso 14001 and are forest stewardship council fsc
chainofcustody certified  
ssl international plc
35 new bridge street
london ec4v 6bw
t el 44 020 7367 5760
fax 44 020 7367 5790
wwwsslinternationalcom
registration number
388828


Summary:
 
new 
product
scholl footwear continues with its strategy to
expand distribution beyond its traditional heartland
of pharmacy into the branded shoe trade market
backed by strong innovative product design core
technologies with others in development include
gelactiv 
all shoes in the gelactiv range have a pliable soothing
supportive gel insole inside the heel to cushion every step
bioprint
a biomechanically designed and proven cork foot bed 
that is flexible and comfortable offering the wearer better
comfort improved posture and easier walking
exercise
the pescura exercise sandal is the original and renowned
shoe redesigned in 2009 to celebrate its 50th anniversary
a range of new eyecatching styles coupled with a
contoured wooden footbed exercises and tones foot 
and leg muscles while you walk
locally owned brands are those brands that 
are sold in specific countries mainly in the united
kingdom and italy they play an important part in
achieving operating profit objectives by improving
overall sales and distribution efficiencies
uk
overthecounter products are sold in the uk to both
pharmacies and grocery stores the range includes 
oral analgesics such as paramol and cuprofen headlice
treatments such as full marks and paediatric medicines
such as medised
italy
mister baby offers a complete range of products designed
to meet all the most important needs of infancy including
products for feeding hygiene and play for babies and
children from 0 to 3 years also available in italy is sauber 
a range of wellbeing and healthcare products that includes
deodorants hosiery anticellulite treatments and other
body care products

locally owned brands

scholl footwear
14
group
sales 
12
group
sales 

new 
product

new 
product

new 
product

new 
product
12
3
8 7
91011 12 13 14 15
4
6
5 04  05   overview  annual report and accounts 2009 
gerald corbett