porvair plc annual report  accounts 201 2
consistent strategy
•
strong performance
•
sustainable growth porvair is a specialist filtration and environmental technology
group employing about 600 people with operations in the uk 
us germany and china
the group develops designs and manufactures specialist
filtration and separation equipment we serve a range of markets
of which aviation energy and industrial process environmental
laboratories and molten metals are the most important
at the heart of what we do is the filtration and engineering expertise
which allows us to solve customer problems across all the
markets we serve
      our business
      about porvair
01  key performance highlights in 2012
02  porvair at a glance
04  our strategy
06  chairman’s statement 
07  chief executive’s report
12  finance director’s review
17  principal risks and uncertainties
      governance
20  board of directors
21  directors’ report
25  corporate and social responsibility report
27  report of the remuneration committee
32  corporate governance
      
      
      group accounts
35  independent auditors’ report to the 
members of porvair plc group 
36  consolidated income statement
36  consolidated statement of 
comprehensive income
37  consolidated balance sheet
38  consolidated cash flow statement
38  reconciliation of net cash flow to movement
in net debt
39  consolidated statement of changes in equity
40  notes to the consolidated financial
statements
      company accounts
69  independent auditors’ report to the 
members of porvair plc company
70  parent company balance sheet 
under uk gaap
71  company loss for the financial year
71  parent company – reconciliation of
movements in shareholders’ funds
72  notes to the financial statements
      other information
77  shareholder information
78  financial calendar 2013
79  contact details and advisers
contents
about porvair
porvair plc annual report  accounts 2012
porvair online
to find out more about
porvair wwwporvaircom our business governance group
accounts
company
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other
information
8000
7000
6000
5000
4000
3000
2000
1000
0
4816
2765
4163
£7 2m

36
7000
6000
5000
4000
3000
2000
1000
0
4158
1718
£63m

40
2009 2010
110
100
90
80
70
60
50
40
30
20
10
0
2011 2008
70p
27p
52p
73p
10 1
p

38
80
70
60
50
40
30
20
10
0
all amounts shown before exceptional items
5307
7205
6299
3129
4513
2012 2009 2010 2011 2008 2012
2009 2010 2011 2008 2012 2009 2010 2011 2008 2012
101p
£765m

12
key performance highlights in 2012
548
552
636
681
765
turnover £m operating profit £’000
profit before tax £’000 basic earnings per share pence
01  porvair plc annual report  accounts 2012
financial highlights
strong financial performance 
ahead of expectations
• revenues grew by 12 to a record for the
group of £765 million 2011 £681 million
• profit before tax increased by 40 to 
£63 million 2011 £45 million
• basic earnings per share rose 38 to 
101 pence 2011 73 pence
• net debt reduced by 24 to £39 million
2011 £51 million 2010 £97 million
• £35 million was invested in three small
acquisitions all now fully integrated and
running well 
• final dividend of 16 pence 201114 pence
recommended
operating highlights
metals filtration division
• revenue increased 8 to £280 million 
2011 £259 million to produce record sales
and operating profits for this division 
• excellent cash generated from operations 
of £48 million 2011 £17 million
microfiltration division
• revenue increased 15 to £485 million
2011 £422 million to produce record sales
and operating profits for this division 
• seal analytical revenues up 13
• healthy order position
our business governance group
accounts
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information porvair at a glance
porvair specialises in filtration and related environmental
technology we operate two divisions the microfiltration division
principally serves aviation environmental laboratory and energy
markets the metals filtration division serves global aluminium
nafta iron foundry and superalloy markets 
business divisions
microﬁltration
the microfiltration division provides bespoke
filtration solutions to a diverse range of
customers and markets it has operations 
in the uk us and germany and employs 
420 people its sales are global
metals filtration
the metals filtration division 
serves the market for the filtration
and handling of molten metal 
it has operations in the us and
china and employs 180 people 
its sales are global
• porvair filtration group
• seal analytical
• porvair sciences
• selee corporation
• selee china
• metallic and polymeric 
ﬁltration technologies
• instrumentation
• ceramic ﬁltration 
technology
• refractories
£485m
annual sales
15
revenue growth
20 20 20 40
£280m
annual sales
8
revenue growth
main operating companies
chief executive’ s report pages 08 to10
• molten metals • aviation • energy and
industrial
process
• environmental
laboratory
supplies
principal markets served
approximate share of group sales
applied technology
annual sales and revenue growth by division
 02  porvair plc annual report  accounts 2012
chief executive’ s report page 08 our business governance group
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our global operations support our key markets
the group has manufacturing operations in the uk us germany 
and china and sells its products throughout the world our strategy 
is to expand geographically to support our chosen markets 
germany
ashland va
mequon wi
uk
europe
middle east
russia
wuhan china
shanghai china
hendersonville nc
metals filtration
principal plant 
microﬁltration
principal plants 
microﬁltration
metals filtration
revenue by destination  revenue by origin 
     americas
47 
 
     uk
19 
 
     asia
18 
 
     row
1 
 
     europe
15 
 
our global presence
03  porvair plc annual report  accounts 2012
     uk
46 
 
     americas
43 
 
     asia
2 
 
     europe
9 
 
our business governance group
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04  porvair plc annual report  accounts 2012
our strategy progress towards strategic objectives
porvair’s strategy for growth and the creation of sustainable
shareholder value is to develop filtration and environmental
technology positions in markets where typically
• specialist design or engineering skills win business
• regulation or quality accreditation requirements mandate 
product use
• consumable products which protect more costly downstream
components are often replaced as part of a maintenance routine
• products once designed into a specification have long lifecycles
our key objectives are to
focus on regulated markets with 
long term growth prospects
focus on selected markets which have good long term 
growth prospects and are fundamentally cash generative 
aviation energy and industrial environmental laboratory 
supplies and aluminium filtration
concerted new product development
invest consistently in new product development
geographic expansion to support key markets
expand geographically where appropriate in our 
chosen markets
cash generation to invest in organic growth
acquisitions and dividends
use surplus cash to acquire complementary businesses 
that meet group financial and commercial criteria
generate sufficient cash to sustain a progressive dividend 
policy and maintain an appropriately funded balance sheet
in 2012 porvair made good progress
against its strategic objectives
 porvair has a clear and consistent strategy for delivering
proﬁtable growth and creating sustainable value
microﬁltration
metals filtration
• 20 growth in aviation driven by long
term supply contracts for both new build
and aftermarket
• first shipments of the posco contract
further shipments are expected in 2013 
• an £113 million contract with the uk
government for nuclear remediation
signed in january 2013
• strong underlying growth in the division’s
us operation
• 13 growth at seal analytical helped 
by two small acquisitions both now 
fully integrated
• delivery of further revenue and margin
growth as the beneﬁts of new 
product development and production
streamlining show through
• trials of the next generation of ﬁlter
products which were successful 
with initial trial orders received
• expansion of capabilities in the plant 
in china
• a small technology acquisition pell 
was fully integrated our business governance group
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microﬁltration
05  porvair plc annual report  accounts 2012
key market growth drivers progress in 2012 and opportunities ahead
aviation
porvair’s aviation ﬁlters 
are speciﬁed on almost 
all commercial airframes
• aircraft build rates
• maintenance schedules
• new programmes
• inerting retroﬁt
• revenue from the programme of fuel tank inerting
continues to grow 
• airbus a380 and boeing 787 coolant ﬁlters revenue
is just starting
• filters on the airbus a350 will begin to contribute
when aircraft production begins
• filters on the airbus neo range yet to start
• us10 million posco contract will continue to
contribute over the next three years 
• financial impact of £113 million nuclear remediation
contract will be spread over the next three years
• there is a promising pipeline of other opportunities

metals filtration
key market growth drivers progress in 2012 and opportunities ahead
molten metals
ceramic ﬁlters for the
ﬁltration of aluminium gray
and ductile iron and other
exotic alloys
• aluminium consumption 
• us auto and light truck
production
• increased use of high 
grade and exotic alloys
energy and industrial
process
filter systems and 
spares principally for the
gasiﬁcation and nuclear
remediation markets
• gasiﬁcation build rates 
• maintenance schedules
• nuclear clean up
• energy efﬁciency 
and security
environmental 
laboratory supplies
systems and consumables
principally for the laboratory
analysis of water
• regulated water testing 
• higher environmental
standards
• developing markets
• bioscience growth
• new ranges of analyser are being introduced –
quaatro 39 in 2012 
• the design rights for a range of discrete analysers 
have been acquired
• the acquisitions broaden the customer base and
product range and provide cross selling opportunities 
• there are promising bioscience ﬁltration developments
• the ip protected products are steadily winning 
market share 
• filtration of higher speciﬁcation metals is increasing 
in importance
• initial orders have been received for a new generation 
of products
• further investment planned in china to serve niche 
markets in asia

porvair aims to develop and exploit its expertise
in specialist filtration and environmental
technologies for the sustainable benefit of its
shareholders staff and other stakeholders
see chief executive’ s report pages 07 to 10
 our business governance group
accounts
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information chairman’s statement
“there is plenty of opportunity across 
porvair for market share gains and the 
board’s outlook is positive”
dear shareholder
i am pleased to report that porvair continues
to make progress against its financial and
strategic objectives
results
revenues in the year to 30 november 2012
were £765 million 2011 £681 million and
profit before tax rose by 40 to £63 million
2011 £45 million these are record results
for the group basic earnings per share were
101 pence 2011 73 pence an increase
of 38
cash generated from operations was £92
million 2011 £81 million after interest and
tax net cash generated from operating
activities was £74 million 2011 £64 million
at 30 november 2012 net debt was £39
million 2011 £51 million after spending £33
million in cash on acquisitions during the year
dividends
the directors recommend an improved final
dividend of 16 pence per share 2011 
14 pence making the full year dividend 
26 pence per share 2011 24 pence
board composition
paul dean joined the board in august 2012 
as an independent nonexecutive director 
he brings extensive commercial and financial
experience in markets closely related to those
served by porvair and has quickly settled in 
to his new role he will become chairman of
the audit committee from april 2013 he will
replace michael gatenby who will retire from
the board at the 2013 agm in april michael
has been a director for ten years and has
made a substantial contribution to the
group’s evolution over that time we thank
him and wish him well andrew walker will
succeed michael as senior independent
nonexecutive director
governance
the board sets high standards for its corporate
governance of the group and has in place
monitoring systems to ensure that those
standards are upheld throughout the group
the board has complied with all aspects 
of the uk corporate governance code
throughout the year ended 30 november 2012
with the exception that the nonexecutive
directors are not appointed for a fixed term
however from this year in accordance with
best practice each director will be subject 
to reelection at the annual general meeting 
as a result of the larger contracts that the
group has won recently the board has 
placed a greater focus in the year on the
management of risks associated with these
large overseas projects
staff
much has changed at porvair over the last 
five years sales revenues have increased 
by almost 70 whilst staff numbers have
increased by a fifth over the same period
at the start of 2013 the group is on a sound
financial footing and there are plenty of
opportunities for growth this is all due to our
excellent staff who can see the benefits of their
work in the 2012 results the board is most
grateful for their hard work and application
current trading and outlook
porvair’s strategic direction and operating
objectives remain consistent and are producing
good results we focus on niche markets
which have structural growth drivers 2013 
has started well and order books are healthy
the board remains cautious about the general
economic outlook but the fundamentals of 
the markets in which the group operates look
satisfactory after a record year we expect
revenue to grow at a more moderate rate in
2013 there is plenty of opportunity across
porvair for market share gains and the board’s
outlook is positive
charles matthews
chairman
25 january 2013
charles matthews
chairman
06  porvair plc annual report  accounts 2012
summary 
• strong financial results 
• progressive dividend 
• new board appointment
see our governance report pages 32 to 34
 profit before tax
40
profit before tax up 40 
to £63 million
earnings per share 
10 1 p
earnings per share up 38 
to 101 pence per share
progressive dividend 
26p
dividend increased by 8 to 
26 pence per share our business governance group
accounts
company
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“porvair’s strategic direction and operating
objectives have remained consistent for several
years in the five years since 2007  revenue has
grown by 68 11 cagr”
overview
porvair continued to make progress towards
its financial and strategic objectives in 2012
thereby enhancing its prospects for 2013
revenues grew to £765 million and profit
before tax increased to £63 million these are
record results for the group cash generated
from operations increased to £92 million 
and net debt reduced to £39 million after
spending £33 million on acquisitions the
metals filtration division increased revenues by
8 to £280 million 2011 £259 million the
microfiltration division increased revenues by
15 to £485 million 2011 £422 million
porvair’s strategic direction and operating
objectives have remained consistent for several
years in the five years since 2007 revenue has
grown by 68 11 cagr over £35 million
has been generated in cash from operations
and in 2012 the group’s after tax operating
profit return on operating capital was 30
progress made against the group’s strategic
objectives in 2012 include
metals filtration
• delivery of further revenue and margin
growth as the benefits of new product
development and production streamlining
show through
• trials of the next generation of filter products
which were successful with initial trial 
orders received
• expansion of capabilities in the plant 
in china
• a small technology acquisition pell was 
fully integrated
microfiltration
• 20 growth in aviation driven by long term
supply contracts for both new build and
aftermarket
• first shipments of the posco contract
further shipments are expected in 2013 
• an £113 million contract with the uk 
government for nuclear remediation signed
in january 2013
• strong underlying growth in the division’s 
us operation
• 13 growth at seal analytical helped 
by two small acquisitions both now fully
integrated
porvair’s activities and strategy
porvair specialises in filtration and related
environmental technology the group has two
divisions the microfiltration division principally
serves aviation environmental laboratory and
energy markets the metals filtration division
serves global aluminium nafta iron foundry
and superalloy markets these are niche
markets which have clear structural drivers 
of growth over 80 of sales are from
consumable products for which replacement
sales recur at regular intervals
the group manufactures in the uk us
germany and china
porvair’s strategy for growth and the creation
of sustainable shareholder value is to
develop filtration and environmental technology
positions in markets where typically
• specialist design or engineering skills win
business
• regulation or quality accreditation
requirements mandate product use
• consumable products which protect more
costly downstream components are often
replaced as part of a maintenance routine
• products once designed into a specification
have long lifecycles
focus on selected markets which have 
good long term growth prospects and are
fundamentally cash generative aviation
energy  industrial environmental laboratory
supplies and aluminium filtration
invest consistently in new product
development 
expand geographically where appropriate 
in our chosen markets
use surplus cash to acquire complementary
businesses that meet group financial and
commercial criteria
generate sufficient cash to sustain a
progressive dividend policy and maintain 
an appropriately funded balance sheet
ben stocks
group chief executive
chief executive’s report
07  porvair plc annual report  accounts 2012
summary performance
• consistent strategic direction 
• strong financial performance
– revenue up 12
– profit before tax up 40 
• 30 return on operating
capital
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financial highlights 2012
2012 2011
£m £m growth 
revenue 765 681 12
proﬁt before tax 63 45 40
cash generated from 
operations 92 81 13
net debt 39 51 24
07  porvair plc annual report  accounts 2012
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08  porvair plc annual report  accounts 2012
operating review
divisional performance – metals filtration
revenues increased by 8 and operating
profits grew 63 cash generated from
operations was £48 million 2011 £17 million
these are record results for metals filtration
the division’s improved performance is driven
by both margin and market share growth
chiefly from three patented products
introduced in recent years selee csx™ 
for aluminium filtration selee sa™ for nico
alloy filtration and selee ic™ for the filtration
of gray and ductile iron all three are fully
accepted by our customer base to whom they
offer either a better environmental solution or
better filtration efficiency or both these are
steadily being introduced to new customers
and are winning market share as a result
these new products contribute better margins
to the business and enable manufacturing to
be streamlined in the usa they also enable
the division to work on input costs and
operating efficiencies where steady incremental
improvements have been made since 2010
the division ran at high levels of production
efficiency and customer service during 2012
after a highly cash generative year with
operating profit conversion to cash of 200
we expect to make several investments in the
division in 2013 as noted at the half year we
have started a new cycle of investment in
facilities plant and people in china part of a
settled strategy for the division that will pursue
opportunities in certain niche markets in asia
we will also be investing in the next generation
of new products to be made in the usa 
pell industries was acquired during the year
this was a small acquisition that has been 
fully integrated with no additional overhead
the pell process is novel and results in
products with longer lifecycles than
competitive materials we have started to
incorporate this knowhow into our wider
product range and are seeing sales
opportunities as a result
the division had a strong first half of 2012 
with robust demand from most end markets
notably aluminium production superalloys for
turbine blades and a strong us car and light
truck market sales rates settled marginally
lower in the third quarter and have been
steady at these levels since the board
expects demand to remain at these lower
levels throughout 2013 with the impact
mitigated by business development 
opportunities these are in two areas margin
improvement through work on the introduction
of innovative raw materials that offer product
improvements and range extensions and
market share gains from an entirely new
design of filter for which initial trial orders 
have been received we will continue to refine
and test these development opportunities
throughout 2013
divisional performance – microfiltration
revenue from microfiltration grew by 15 
and operating profits grew by 19 these are
record results for the microfiltration division
there are two principal businesses in this
division the porvair filtration group “pfg”
and seal analytical “seal”
pfg had another good year revenue growth
was 17 stripping out the first shipment of
the posco contract underlying revenue
growth was 5
the posco contract announced at the end
of 2011 is a us10 million contract to
design and build a char filtration system for 
a coal to substitute natural gas installation
being built by posco at gwangyang south
korea the design and build phase has gone
according to plan and first deliveries were
made in november 2012 further deliveries will
be made during 2013 the financial impact of
the contract will be spread over several years
metals filtration
divisional highlights 2012
• record results 
• £48 million operating 
cash generated 
• steady market share gains
from patented products
• pell acquisition – promising
knowhow
• further new products being
refined and tested
• continuous improvement 
in plant efficiencies
annual sales 
£280m
metals filtration annual sales 
grew to £280 million
revenue growth 
8
metals filtration revenue up 8 
financial highlights 2012
2012 2011
£m £m growth 
revenue 280 259 8
operating proﬁt 24 15 63
financial highlights 2012
2012 2011
£m £m growth 
revenue 485 422 15
operating proﬁt 67 56 19 our business governance group
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09  porvair plc annual report  accounts 2012
driving market growth aviation
20
aerospace revenue grew by 20 long term supply
contracts for inerting filters and coolant systems are
driving growth
value creation in action
the group is a leading specialist in the design and manufacture 
of filtration components and assemblies for the aviation industry
its components are specified on most of the world’s passenger
airlines in fuel systems hydraulic systems and coolant systems
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10  porvair plc annual report  accounts 2012
microfiltration
divisional highlights 2012
• record results 
• pfg up 17 
underlying growth 5 
• seal analytical up 13
acquisitions fully integrated
• aviation up 20 with broad
spread of filtration
applications
• posco first shipments
• £113 million uk government
nuclear remediation contract
• pfg inc strong underlying
growth
annual sales 
£485m
microfiltration annual sales grew
to £485 million
revenue growth 
15
microfiltration revenue up15
demand from elsewhere in the energy sector
has been robust in 2012 and the pipeline of
projects is encouraging early in 2013 an
£113 million contract was signed with the 
uk government for the supply of nuclear
remediation filtration equipment the financial
impact of this work will be spread over three
years from 2013
aerospace revenues grew 20 in the year
porvair’s aviation filters are specified on almost
all commercial airframes around one third of
our sales are to the commercial widebodied
sector boeing and airbus with the remainder
split between commercial narrow body
regional business and rotary airframes and
engines our filters are used roughly equally for
new build and aftermarket purposes long
term supply contracts for inerting and coolant
filters both previously announced continue to
drive growth porvair was specified onto the
airbus neo programme in 2012 and expects
to see sales growth from the airbus a350 later
in 2013
sales of bioscience filters also grew steadily  
a series of improvements have been made in
the group’s bioscience filtration capabilities in
recent years and these are showing positive
results a patent has now been awarded for
the chromatrap™ range which remains
modest in scale but continues its promising
commercial development
underlying revenues at pfg inc based in the
usa grew strongly this operation is steadily
increasing its engineering and manufacturing
capabilities and the results are evident we see
further opportunities in the us in 2013
growth in energy aviation bioscience and the
us was partially offset by loss of revenue from
the closure of a small uk plant in 2011 and in
flat or declining sales into certain eu and
general industrial end markets
revenues at seal grew 13 helped by two
acquisitions as reported at the interim stage
weakness in several western european
markets was offset by an improvement in 
us demand the board’s view is that water
quality testing is a well defined niche market
that will grow as water quality standards
improve across the world seal is a market
leading supplier of equipment and
consumables for the detection of inorganic
contamination in water
the two acquisitions in the year have
improved seal’s consumables and service
capabilities a line of block digesters and
related consumables are now being
manufactured in seal’s us operation having
been moved from australia following the
acquisition of the block digester business 
from aim lab automation technologies pty
limited  sales in the year were well ahead 
of expectation the business of pulse
instrumentation “pulse” was acquired and
relocated from canada to seal’s us operation
pulse supplies a broad range of consumables
for environmental laboratories and brings with
it some interesting production knowhow and
access to a wider installed base
following previous product launches in 2010
and 2011 seal introduced a third new
platform in 2012 the quaatro 39 to follow
this in december 2012 seal acquired the
design and manufacturing rights to a range of
discrete water analysers which combined with
seal’s existing knowhow will greatly improve
the speed and scope of product development
in the discrete analyser segment this is also
being transferred to seal’s us base as part of
our strategy to broaden seal’s capabilities in
the water analysis market
earnings per share financing 
and dividends
basic earnings per share were 101 pence
2011 73 pence an increase of 38
cash generated from operations was 
£92 million 2011 £81 million after interest
and tax net cash generated from operating
activities was £74 million 2011 £64 million
at 30 november 2012 net debt was £39
million 2011 £51 million after spending 
£33 million in cash on acquisitions during 
the year
the directors recommend an improved final
dividend of 16 pence per share 2011 14
pence making the full year dividend 26
pence per share 2011 24 pence
ben stocks
group chief executive
25 january 2013 our business governance group
accounts
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11  porvair plc annual report  accounts 2012
driving market growth energy and industrial process
us10m
the first shipments were made under the us10 million
contract to supply a gasification filtration system being
built by posco in south korea
value creation in action
the group provides filtration solutions for energy and industrial
process applications its filters are to be found in many of the
harshest and most critical industrial environments applications 
are as diverse as the cleanup of streams of high temperature 
gas to the containment of waste nuclear material
 our business governance group
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group operating performance
the operating profit margin improved to 
94 2011 78 this improvement arises
from the benefit of higher revenue driving
operational gearing and improved product
margins particularly in the metals filtration
division the operating performance and key
performance indicators of the microfiltration
and metals filtration divisions are described 
in detail in the chief executive’s report and
below  the operating loss associated with the 
other unallocated segment was £19 million 
2011 £18 million which mainly comprises 
group corporate costs these include 
new business development costs some
research and development costs and 
general financial costs
the operating profit includes amortisation
charges on intangible assets arising on
acquisition of £01 million 2011 £nil
acquisition expenses written off of £01 million
2011 £nil and share based payment charges
of £04 million 2011 £03 million
key performance indicators
the group considers its key performance
indicators to be revenue growth and operating
margins of its principal operations profit
before tax growth earnings per share growth
interest cover net debt to ebitda gearing
and return on capital employed the table
below summarises these indicators
kpis                                                             2012             2011
revenue growth                                        12             7
revenue growth at constant currency      12             9
revenue growth – metals filtration us     8           15
revenue growth – microfiltration               15             4
operating margin – group                          9             8
operating margin – metals filtration           9             6
operating margin – microfiltration             14           13
profit before tax growth                             40           44
earnings per share growth                        38           40
interest cover                                        8 times      7 times
net debt to ebitda ratio                   04 times   06 times
gearing                                                       9           12
post tax return on capital employed         10             7
post tax return on operating 
capital employed                                       30           21
the board considers that the group has
performed ahead of the expectations set at
the start of the financial year as measured 
by these key performance indicators
impact of exchange rate movements 
on performance
the international nature of the group’s
business means that relative movements in
exchange rates can have a significant impact
on the reported performance the average
rate used for translating the results of us
operations into sterling was us158£ 2011
us160£ and the group’ s euro denominated
operations were translated at €122£ 2011
€115£ the slightly stronger dollar offset the
weaker euro such that currency differences 
on translation had only a marginal impact
compared with the prior year the group sold
forward the majority of its uk business’ 2012
us dollar revenue during the financial year 
and achieved rates between us151£ and
us160£ benefiting the reported performance
by £02 million compared with 2011
finance costs
net interest payable increased to £09 million
2011 £08 million included within interest
payable are finance costs in relation to the
defined benefit pension scheme which
increased to £04 million 2011 £02 million 
in the year the increase arises from a lower
expected return on the plan assets in the year
other net interest payable reduced as a result
of lower borrowings throughout the year
the group has a policy of maintaining
between 40 and 60 of its borrowings on
fixed interest terms it achieves this by taking
out interest rate swaps to fix the interest rates
on certain of its borrowings these provide
some protection for the group in the event 
of interest rate rises the group had
approximately 40 of its gross borrowings
held at a fixed rate at 30 november 2012
the contracts in place during the year are
summarised below
fixed rate principal amount principal terms
243 5 million matured on 
12 december 2011
303 3 million reducing by £1 million
on each of 30 november
2010 2011 and 2012
188 5 million effective from 
12 december 2010
to 12 december 2013
229 25 million effective from 
12 december 2011
to 12 december 2013
finance director’s review
“the board considers that the group has
performed ahead of the expectations set 
at the start of the financial year”
chris tyler
group finance director
summary performance
• operating profit margin
improved to 94
• net debt reduced by 24
to £39 million
• working capital tightly
controlled
• £35 million invested in
three acquisitions
financial highlights 2012
2012 2011
£m £m growth 
revenue 765 681 12
operating proﬁt 72 53 36
proﬁt before tax 63 45 40 our business governance group
accounts
company
accounts
other
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13  porvair plc annual report  accounts 2012
driving market growth molten metals
50
the selee csx
tm  
aluminium cast house filter has a c50 
global market share the filter offers a better environmental 
solution and better filtration efficiency than the competitive
products it is winning market share as a result
value creation in action
the group’s metals filtration division specialises in the design and
manufacture of filters for the molten metal industry the group provides
patent protected filters for the aluminium cast house industry the
filtration of gray and ductile iron mainly for the us auto and light truck
market and the filtration of superalloys used in the manufacture 
of turbine blades
 our business governance group
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interest cover was 8 times 2011 7 times
excluding the impact of the pension finance
charge the interest cover is 14 times 2011 
9 times
tax
the group tax charge was £20 million 
2011 £14 million this is an effective rate of
32 2011 31 higher than the uk standard
corporate tax rate of 247 2011 267
mainly as a result of higher tax rates on profits
made in germany and the us the tax charge
comprises current tax of £18 million 2011
£08 million and a deferred tax charge of 
£02 million 2011 £06 million the group 
has eliminated its carried forward tax losses 
on trade arising in the metals filtration division
in the us in the year and has consequently
released the deferred tax asset it was carrying
in relation to those losses the deferred tax
asset relates to the deficit on the pension fund
and sharebased payments totaling £31 million
2011 £22 million offset by a net £11 million
2011 £08 million deferred tax liability in
relation to accelerated capital allowances 
and other timing differences
total equity
total equity at 30 november 2012 was 
£452 million 2011 £421 million an increase
of 7 over the prior year increases in total
equity arose from profit after tax of £49 million 
2011 £35 million after adding back the
charge for employee share option schemes
and £01 million 2011 £06 million in relation
to share issues on option exercises and 
hedge accounting instruments dividends 
paid of £10 million 2011 £10 million an
actuarial loss of £06 million net of tax 2011
£16 million and exchange differences of 
£03 million 2011 gain of £01 million 
reduced total equity
cash flow
the table below summarises the key
movements in the cash flow for the year
2012 2011
£m £m
operating cash flow before
working capital 95 83
working capital movement 03 02
cash generated from 
operations 92 81
interest 05 05
t ax 12 12
capital expenditure 20 13
55 51
acquisitions 33 –
dividends 10 10
other movements – 05
net debt at 1 december 51 97
net debt at 30 november 39 51
net working capital was tightly controlled 
and only increased by £03 million although
revenue rose by 12 in the year inventories
increased by £11 million mainly as a result of
the requirement to carry inventory in relation 
to an increasing aerospace order book the
increase in trade receivables and payables 
are largely accounted for by the outstanding
balances in relation to the posco contract 
all of which are in accordance with the terms 
of the contract
net interest paid represents the bank interest
charged in the year and fell in line with the
lower bank borrowing in the year compared
with 2011
tax payments in the us have increased
following the utilisation of past tax losses in
metals filtration however this was offset by
lower tax payments in relation to seal germany
compared with an unusually high payment 
in 2011
capital expenditure was £20 million 2011
£13 million the principal investments in 2012
were for plant to increase capacity improvements
to the working environment in some of the
plants and technical analysis equipment
acquired to improve the quality of products 
and technical feedback to customers
finance director’s review continued
2009 2010
14
12
10
8
6
4
2
0
2011
139
97
51
2012
39
£39m
net debt reduced by 24
to £39 million
net debt £’m
2009 2010
10
8
6
4
2
0
2011
60
81 81
2012
92
£92m
cash generated from
operations
cash generation £’m our business governance group
accounts
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15  porvair plc annual report  accounts 2012
driving market growth environmental laboratory supplies
£32m
t wo acquisitions were made in the year in environmental
laboratory supplies for a total of £32 million these two
acquisitions broaden the range of products and consumables
and provide access to a wider installed base
value creation in action
the group designs and manufactures a range of equipment and
consumables for use in laboratories its seal analytical business is
a global leader in the manufacture of laboratory based equipment
for testing for inorganic contaminents in water the group also
produces a broad range of laboratory microplates for storage and
experimentation in the pharmaceutical and biotechnology markets
 our business governance group
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information acquisitions
the group acquired three businesses in 
the year for a total outlay of £35 million 
£33 million of which has been paid in cash 
and £02 million of which is deferred the block
digester business of aim lab automation was
acquired for £05 million the powdered metal
handling business of pell industries was
acquired for £03 million and the trade and
assets of pulse instrumentation were acquired
for £27 million
the acquisitions contributed £04 million to net
profit in the year after charging amortisation on
acquired intangibles of £01 million expenses in
relation to the acquisitions totaling £01 million
were written off 
borrowings and bank finance
at the year end the group had net 
borrowings of £39 million 2011 £51 million
comprising gross borrowings of £111 million
2011 £102 million offset by cash balances 
of £72 million 2011 £51 million borrowings
of £64 million us1025 million 2011 £66
million us104 million are held in us dollars
the group signed new borrowing facilities on
25 january 2013 comprising a five year us20
million revolving credit facility a £25 million 
term loan and a £25 million overdraft facility
the new facilities provide adequate operating
headroom out to january 2017 at 30 november
2012 the group had £10 million of unused
facilities 2011 £30 million of unused facilities
an unutilised overdraft facility of £25 million
2011 £25 million and cash balances of £72
million 2011 £51 million £14 million 2011
nil of the cash balances are held as restricted
cash in relation to the posco contract it is
expected that the restriction on this cash will 
be released in february 2013
the group’s net debt to ebitda ratio improved
to 04 times 2011 06 times reflecting the
improved profitability of the group and a
lowering of the net debt the group’s gearing
ratio net debt as a percentage of total equity
reduced to 9 2011 12
finance and treasury policy
the treasury function at porvair is managed
centrally under board supervision it is not 
a profit centre and does not undertake
speculative transactions it seeks to limit the
group’s exposure to trading in currencies other
than its operations’ local currency and to hedge
its investments in currencies other than sterling
the group does not hedge against the impact
of exchange rate movements on the translation
of profits and losses of overseas operations
at the year end the group had us1025
million 2011 us104 million of us dollar
borrowings exposure which partially hedged
underlying us net assets on the balance sheet
of us358 million 2011 us331 million
the group finances its operations and working
capital by a combination of share capital and
retained profits and short and long term loans
pension schemes
the group continues to support its defined
benefit pension scheme in the uk which is
closed to new members and to provide access
to defined contribution schemes for its us
employees and other uk employees 
the group recorded a retirement benefit
obligation of £85 million 2011 £72 million
the increase in the deficit arose principally 
from an actuarial loss in the year of £12 million
2011 £18 million the impact of a reduction
in the discount rate from 48 to 42 was the
principal reason that the losses of £26 million
arose on the change in financial and
demographic assumptions this was partially
offset by a return on the scheme’s assets in
excess of the expected return of £14 million 
as a result of the good performance of the
underlying investments the other assumptions
adopted were in line with the previous year
the scheme had 54 2011 57 active members
295 2011 301 deferred members and 265
2011 259 pensioners at 30 november 2012
the life expectancy of members of the scheme
at age 65 is assumed to be 197 years 2011
196 years for men and 223 years 2011 
222 years for women
a full triennial actuarial valuation of the assets
and liabilities of the defined benefit scheme was
completed in 2010 based on data at 31 march
2009 as a result of this review the group and
the trustees agreed to alter the employer’s
contributions from 8 of salary to 82 of
salary plus a £175000 annual contribution
towards the running costs of the scheme
commencing in march 2011 and increasing by
325 per annum the group also committed
to make additional annual contributions to
cover the past service deficit of £300000 
per annum increasing by 5 per annum
commencing in december 2010 with an
increase to £450000 per annum in december
2013 increasing by 5 per annum thereafter
the funding shortfall is expected to be
eliminated by december 2027 the next full
actuarial valuation of the scheme will be based
on the pension scheme’s position at 31 march
2012 and is expected to be completed before
june 2013 
chris tyler
group finance director
25 january 2013
16  porvair plc annual report  accounts 2012
finance director’s review continued our business governance group
accounts
company
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17  porvair plc annual report  accounts 2012
principal risks and uncertainties
risk
existing market risk
the group serves the needs of a range of specialist filtration
markets such that it is not dependent upon any one market
however its activities are spread across four key markets 
as follows
• aviation filtration where quality and accreditation of products 
are critical
• energy and industrial process filtration where projects tend to 
be large and demand would be affected by a sustained 
economic downturn
• environmental laboratory supplies where revenue can be affected
by access to capital in customers’ markets municipalutilities and
industrial labs and
• aluminium filtration which tends to be a cyclical market 
the above each contribute more than 10 of the group’s revenue
and the group would be exposed to a significant decline in any 
of these markets
mitigation
no single market represents more than 25 of revenue many of 
the group’s products are consumable and are essential to the safe
operation of their respective systems and processes so whilst
volumes are impacted by changes in economic circumstances
significant fluctuations for other reasons are rare 
the aerospace market has traditionally provided very steady
business as the product cycles are very long and the group offers 
a broad range of products split evenly between aftermarket and
new build the group has a good pipeline of new long term supply
contracts coming on stream and there is unlikely to be such a rapid
decline in the aerospace market that the group could not manage
the consequences over time
the energy and industrial process products serve a range of
customers who use filters as an integral part of processes in their
plants  sales are both for new build and after market spares  
environmental laboratory supplies are chiefly sold to laboratories
engaged in meeting the regulatory requirements for clean water  
it is expected that the regulated nature of this market will mitigate
cyclical changes this market is expected to grow as water
regulations tighten throughout the world and demand for clean
water in the developing world increases the group is steadily
increasing its consumable revenue into this market and reducing 
its reliance on original equipment sales 
the group’s revenue is affected by the levels of aluminium
production however the group now has a stronger market position
having successfully converted its customers to a new improved filter
formulation the production of aluminium is gradually moving to
larger smelters in regions of low cost energy the group is
developing its sales presence accordingly 
risk
new products and markets risk
the group invests significant amounts into the development of 
new products often driven either by environmental imperatives or
legislation in the early stage of development there is a risk that these
products will either not be adopted as part of the potential solutions
or that the legislation or regulation will not develop in the way that 
the group anticipates
mitigation
the group’s new product development is focused on solving 
specific challenges identified by the group’s customers this focus
on specific developments improves the adoption rate of the group’s
designs the group has brought a number of these products to
market recently and is now much less exposed to the risks
associated with new products the group maintains a close review
of each of its major developments and is not significantly exposed 
if the market for any one product does not develop
risk
contracts risk
the group has a number of contracts for the installation of filtration
systems which are large by the normal standards of the group and
significant delays or engineering challenges with these contracts
could impact the group’s expected performance 
mitigation
these contracts have direct senior management involvement on 
a day to day basis the group makes every effort to ensure that 
its commitments are met on time and in full however the group 
is generally supplying a subsystem into a larger process and there
may be delays or engineering challenges that are outside the
group’s control
there are a number of risks and uncertainties described 
below which could have a material impact on the group’s 
long term performance and prospects
our business governance group
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principal risks and uncertainties continued
risk
raw materials resources and facilities risk
the group uses raw materials in its production processes prices 
for these raw materials can be volatile and are affected by the cyclical
movement in commodity prices such as oil alumina gas and steel
the group’s ability to pass on these price fluctuations to its
customers is to some extent dependent on the contracts it has
entered into and the prevailing market conditions there may be
times when the group’s results are adversely affected by an inability
to recover increases in raw material prices 
the group operates a number of production facilities the largest
facility generating approximately one third of the group’s revenue 
a disaster such as a fire or flood at any of the group’s facilities 
could have a material impact on the group’s performance
mitigation
where practical the group seeks to fix its raw materials prices in 
long term contracts with suppliers and in certain cases uses forward
contracts to manage its exposure to fluctuating prices
the group maintains insurance of its equipment and facilities and
carries business interruption insurance to cover loss of profits in
addition the group has iso 9001 and other industry specific quality
control systems which reduce the risk that a disaster will occur
risk
competitive risk
porvair operates in competitive global markets the group’s
achievement of its objectives is reliant on its ability to respond 
to many competitive factors including but not limited to pricing
technological innovations product quality customer service
manufacturing capabilities and the employment of qualified
personnel if the group does not continue to compete in its 
markets effectively by developing innovative solutions for its
customers and delivering high quality customer service it could 
lose its customers and its results could be adversely affected
mitigation
the group recognises that certain of its competitors are larger and
have greater financial resources this may enable them to deliver
products on more attractive terms than the group or to invest more
resources including research and development than the group  
through the development of a strategy that focuses on micro
niches within the group’s chosen markets the group seeks 
to identify specific opportunities where it has a commercial
reputational or technological advantage that enables it to 
compete successfully
risk
technological risk
porvair has a broad portfolio of products delivered to a diverse range
of markets the group’s business could be affected if it does not
continue to win new mandates for filtration solutions with designs
that provide technical or cost advantages over its competitors
mitigation
the design and testing cycle of many of the group’s products takes
several years before a product is accepted by the customer once
the product is accepted and production commences products
often have a very long lifecycle the group therefore has good
visibility of its pipeline of opportunities for revenue growth however
the ultimate commercial success of a project can often only be
judged when the development cycle is close to completion
risk
financing risk
the group maintains a level of borrowing to finance its operations
damage to or loss of its banking relationships could have a material
impact on the profitability of the group 
mitigation
to mitigate this risk the group has sufficient longterm facilities in
place for its expected requirements and has progressively reduced
its gearing it maintains a close relationship with its bankers and
carefully monitors the restrictions on its borrowings
risk
liability risk
the group manufactures products that are potentially vital to the safe
operation of its customers’ products or processes a failure of the
group’s products could expose the group to loss as a result of
claims made by the group’s customers or users of their products 
mitigation
the group seeks to minimise liabilities through limitations of liability 
in its contracts and carries insurance cover in the event that claims
are made our business governance group
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accounts
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19  porvair plc annual report  accounts 2012
risk
financial risk management
the group’s operations expose it to a variety of financial risks that
include the effects of
• price risk 
• foreign exchange risk 
• credit risk 
• liquidity risk and
• interest rate cash flow risk
mitigation
the group has in place financial risk management procedures 
that seek to limit the adverse effects on the financial performance 
of financial risks the principal procedures are described below
price risk
the group is exposed to commodity price risk as a result of its
operations the group buys certain raw materials and energy 
on long term contracts to minimise its exposure to fluctuation in
commodity prices in all cases these contracts result in the ultimate
delivery and use by the group of the commodity the group has 
no exposure to equity securities price risk as it holds no listed or
other equity investments
foreign exchange risk
the group seeks to manage its exposure to the impact of
exchange rate movements on its net investments by maintaining
some borrowings in us dollars previously it sought to maintain
borrowings in us dollars equivalent to around 60 of the carrying
value of its us dollar net tangible assets in its us operations
however as the group’s overall borrowings have reduced so 
the us dollar borrowings have reduced to around 30 of its 
us dollar net assets
the uk operations of the business generate significant revenues 
in us dollars and the group seeks to minimise the impact of
movements in the us dollar exchange rate on the value of these 
us dollar flows by using financial instruments to fix the future value
of the us dollars the group does not apply hedge accounting 
to these transactions
credit risk
the group has implemented policies that require appropriate 
credit checks on potential customers before sales are made
debtor finance is very rarely used and is reviewed on a case by
case basis by the board of directors the group monitors the level
of deposits held with overseas banks and financial institutions and
repatriates cash as part of its treasury management
liquidity risk
the group actively maintains a mixture of long term and short term
debt finance that is designed to ensure the group has sufficient
available funds for operations and planned expansions
interest rate cash flow risk
the group has only interest bearing liabilities the group seeks 
to maintain between 40 and 60 of its borrowings at a fixed
interest rate typically through fixed rate swap agreements 
the directors will revisit the appropriateness of this policy should
the group’s operations change in size or nature the group 
applies hedge accounting to these instruments the group had
approximately 40 of its gross borrowings held at fixed rates 
at 30 november 2012
our business governance group
accounts
company
accounts
other
information michael gatenby 
senior nonexecutive director
experience and external appointments
appointed to the board in june 2002 
he is chairman of alliance pharma plc
he is a chartered accountant
committee membership
chairman of the audit committee
member of the remuneration and
nomination committees 
andrew walker 
nonexecutive director
experience and external appointments
appointed to the board in january 2005
he is a nonexecutive director of api
group plc plastics capital plc and 
may gurney integrated services plc 
he is chairman of metalrax plc he was
previously chief executive of mckechnie
plc and south wales electricity plc
committee membership
chairman of the remuneration
committee member of the audit and
nomination committees
paul dean 
nonexecutive director
experience and external appointments
appointed to the board in august 2012
he has been finance director of ultra
electronics plc since january 2009
having previously been finance director
of foseco from 2001 until its acquisition 
by cookson plc in april 2008 he was 
a key part of the team that led the 2001
management buyout from burmah
castrol of five specialty chemicals
businesses to form foseco jersey 
which was floated as foseco plc in may
2005 from 1989 to 2001 he held 
a number of senior finance roles in
burmah castrol plc he is a chartered
management accountant
committee membership
member of the audit remuneration 
and nomination committees
charles matthews 
nonexecutive chairman
experience and external appointments
appointed to the board in january 2005
and became chairman on 12 april 2006
he is also chairman of norican group
aps and beck  pollitzer ltd charles
was previously nonexecutive director 
of fki plc chief executive of cosworth
managing director of rolls royce and
bentley motor cars and a member of the
vickers group plc executive board
committee membership
chairman of the nomination committee
member of the audit and remuneration
committees
ben stocks 
group chief executive
experience and external appointments
joined the group in february 1998 
he was previously uk managing director
of the speciality packaging division of
carnauld metal box he holds an mba
from insead
committee membership
none
chris tyler
group finance director 
experience and external appointments
appointed to the board in september
2004 he had previously held a number 
of senior financial positions at cable 
wireless latterly as chief financial officer
of cable  wireless in the caribbean 
he is a chartered accountant
committee membership
group company secretary 
and pension scheme trustee
board of directors
20  porvair plc annual report  accounts 2012 our business governance group
accounts
company
accounts
other
information
21  porvair plc annual report  accounts 2012
our business governance group
accounts
company
accounts
other
information
directors’ report
the directors are pleased to present their annual report 
and the audited accounts of the group for the year ended 
30 november 2012
principal activities and results
the group’s principal activities are in the areas of specialist
filtration and environmental technologies in the uk us
germany and china the profit for the financial year was 
£43 million 2011 £31 million
business review 
the business is reviewed in the chairman’s statement 
on page 6 the chief executive’s report on pages 
7 to 10 and the finance director’s review on pages 
12 to 16 the group’s strategy objectives and likely future
developments of the business are discussed in detail in 
the chief executive’s report the key performance indicators
are defined in the finance director’s review and discussed
throughout the chief executive’s report and finance director’s
review the risks and uncertainties facing the business are
described on pages 17 to 19
acquisitions 
on 5 december 2011 a group subsidiary seal analytical
limited purchased the block digestion product range
“block digesters” from aim lab automation technologies
pty limited based in australia the total consideration paid
was £485000
on 10 february 2012 a group subsidiary selee corporation
purchased the trade and assets of pell industries a
manufacturer of powdered metal handling products total
consideration is a maximum of us500000 £316000 with
a us300000 £191000 initial payment and a maximum
further consideration of us200000 £125000 contingent
upon achievement of agreed average monthly revenues from
acquisition until the latter part of 2013 the contingent
consideration may be paid in cash or shares at the group’s
option the group expects the contingent consideration 
to be paid in full in cash
on 17 april 2012 a group subsidiary seal analytical inc
purchased the trade and assets of pulse instrumentation
1992 limited a laboratory consumables business based in
canada total consideration is a maximum of can4289000
£2716000 can3789000 £2400000 was paid as an
initial payment and a further can400000 £253000 was
paid on 15 november 2012 a final payment of can100000
£63000 was due and paid in january 2013
further details of the acquisitions are given in note 25 
on pages 63 to 65
dividends
an interim dividend of 10 penny per share 2011 10 penny
per share was paid on 7 september 2012 the directors
recommend the payment of a final dividend of 16 pence 
per share 2011 14 pence per share on 7 june 2013 to
shareholders on the register on 3 may 2013 the exdividend
date is 1 may 2013 this makes a total dividend for the year
of 26 pence per share 2011 24 pence per share
directors and their interests
the names and biographical details of the directors are set
out on page 20  michael gatenby charles matthews ben
stocks chris tyler and andrew walker all served throughout
the year paul dean was appointed to the board on 2 august
2012 michael gatenby will retire from the board at the
annual general meeting on 16 april 2013
the articles of association of the company “the articles”
require paul dean to seek election at the first annual 
general meeting following his appointment and andrew
walker to retire by rotation and offer himself for reelection
notwithstanding the above and in accordance with best
practice it is the board’s intention that all directors should
offer themselves for reelection each year
the appointment and replacement of directors is governed
by the articles the companies act 2006 the uk corporate
governance code and related regulation and legislation
applying to uk listed companies the articles require there 
to be a minimum of three directors and permit a maximum
of 15 and provide that the business of the company shall be
managed by the board of directors which may exercise all
powers of the company the board of directors may make
such arrangements as they see fit to delegate those powers
except that the board retains specific authority over the
matters reserved for the board which are summarised in 
the board of directors section in the corporate governance
report on page 32
during the year the group maintained insurance providing
liability cover for its directors
details of all the beneficial and nonbeneficial interests of 
the directors in the shares of the company share options
and service contracts are set out in the report of the
remuneration committee on pages 27 to 31 none of 
the directors had a material interest in any contract of
significance in relation to the company or its subsidiaries
during the year
there are no agreements between the company and its
directors or employees that provide for compensation for
loss of office or employment in the event of a takeover of 
the company
the company has in place procedures to deal with conflicts
of interest the company follows the guidance on conflicts 
of interest issued by the association of general counsel and
company secretaries of the ftse
research and development
the group continues to undertake a research and
development programme with the objective of identifying 
and developing new materials and products which have the
potential to transform the growth of the group the cost to
the group in the year under review was £31 million 2011
£26 million which was written off to the income statement
and no development expenditure was capitalised in the year
or the preceding year the expenditure is of a development
nature and is largely undertaken inhouse rather than by 
third parties in accordance with international accounting
standard ias 38 ‘intangible assets’ development
expenditure is largely written off as incurred but where  directors’ report continued
22  porvair plc annual report  accounts 2012
a product has amongst other conditions been shown to be
technically feasible and the group can demonstrate through
customer acceptance or otherwise that there is a market 
for the product subsequent development expenditure 
is capitalised and written off over the expected life of 
the product
share capital
the company has one class of ordinary share capital which
carries no right to fixed income all of the company’s shares
in issue are fully paid and each share carries the right to vote
at general meetings of the company during the year the
company issued 51700 shares to satisfy the exercise of
share options
further details of the share capital of the company are given
in note 22 to the financial statements on pages 60 to 62
there are no specific restrictions on the size of a holding in
the company nor on the transfer of shares which are both
governed by the provisions of the articles and prevailing
regulation and legislation governing uk listed companies 
the directors are not aware of any agreements between
holders of the company’s shares that may result in
restrictions on voting rights no person has special rights 
of control over the company’s share capital
each year the board seeks shareholder approval to renew
the board’s authority to allot relevant securities and to
purchase its own shares
contracts
the company is a party to a number of agreements that 
take effect alter or terminate upon a change of control 
of the company such as commercial contracts banking
agreements property lease arrangements and employee
share plans
substantial shareholders
as at 25 january 2013 the company has been notified 
of the following substantial shareholdings comprising 3 
or more of the issued share capital of the company
                                                                                                       ordinary
                                                                                                  shares         percentage
                                                                                               number                      
ggg spa                                                7329427             172
mg group limited                                6080987             143
morley investment management             3929155               92
impax environmental plc                         2918151               68
cavendish asset management                1630443               38
old mutual fund managers                     1614309               38
barclayshare nominees                          1441891               34
td waterhouse securities                     1404067               33
corporate governance
the disclosure requirements set out in the disclosure and
transparency rules paragraph 72 are included within the
corporate governance report on pages 32 to 34 which
forms part of this report
employment policies
the group’s employment policies are described in the
corporate and social responsibility report on pages 25 and 26
donations
the group made a number of charitable donations totaling
£22000 2011 £15000 during the year substantially all
charitable donations were made to local charities operating 
in hendersonville north carolina in accordance with group
policy no political donations were made in the year 
2011 £nil
creditor payment policy
the individual operating companies are responsible for
agreeing the terms and conditions under which they conduct
transactions with their suppliers it is group policy that
payments to suppliers should be made in accordance with
these terms provided that the supplier is also complying with
all relevant terms and conditions the trade creditor days 
of the company at 30 november 2012 were 45 days 2011
35 days
financial risk management
the group’s operations expose it to a variety of financial risks
that include the effects of price risk foreign exchange risk
credit risk liquidity risk and interest rate cash flow risk the
group has in place risk management procedures that seek 
to limit the adverse effects on the financial performance of
the group of these financial risks
given the size of the group the directors have not delegated
the responsibility of monitoring financial risk management to
a subcommittee of the board the policies set by the board
of directors are implemented by the company’s finance
department which has a policy and procedures manual that
sets out specific guidelines to manage interest rate risk and
credit risk and circumstances where it would be appropriate
to use financial instruments to manage these
further details on the specific risks related to financial
management and their mitigation are given on page 19
post balance sheet events
on 11 january 2013 the group announced that it had
signed an £113 million contract with the uk government for
the design and manufacture of a nuclear remediation filtration
system the financial impact of the contract will be spread
over three years commencing in 2013 certain aspects of the
project require further engineering and the precise timing 
of deliveries is yet to be determined
on 25 january 2013 the group entered into new five 
year banking facilities sufficient for its foreseeable needs
comprising a us20 million revolving credit facility a 
£25 million amortising term loan and a £25 million 
multicurrency overdraft facility 
going concern
after having made appropriate enquiries including a review
of the group’s budget for 2013 its medium term plans and
taking into account the new banking facilities described
above the directors have a reasonable expectation that the
group and company has adequate resources to continue in
operational existence for the foreseeable future accordingly
they continue to adopt the going concern basis in preparing
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23  porvair plc annual report  accounts 2012
annual general meeting
the annual general meeting of the company is to be held on
tuesday 16 april 2013 the notice for this meeting and proxy
forms have been sent to shareholders separately
resolutions 4 to 8
michael gatenby will stand down from the board at the
annual general meeting on tuesday 16 april 2013 paul
dean who has been appointed to the board since the last
annual general meeting of the company offers himself 
for election and in accordance with best practice all other
directors offer themselves for reelection brief biographies 
of the directors are set out on page 20 of the annual report
resolutions 10 and 11 – directors’ authority to allot shares
ordinary resolution and disapply preemption rights 
special resolution
resolution 10 authorises the directors to allot shares under
section 551 of the companies act 2006 paragraph 101
gives the directors customary authority to allot ordinary
shares or grant such subscription or conversion rights as 
are contemplated by sections 5511a and b respectively 
of the companies act 2006 up to an aggregate nominal
amount of £284083 being an amount equal to one third of
the companys issued share capital as at 25 january 2013
as at 25 january 2013 the company did not hold any
treasury shares paragraph 102 gives the directors authority
to issue an additional aggregate nominal amount of up to
£284083 being an amount equal to one third of the
companys issued share capital as at 25 january 2013 
this additional authority is to be applied to rights issues 
only and is in accordance with the recommendations of the
rights issue review group and the association of british
insurers the abi
the authorities granted under resolution 10 shall expire at
the next annual general meeting of the company resolution
10 replaces a similar resolution passed at the annual general
meeting of the company held on 11 april 2012
if the directors wish to allot shares or other equity securities
for cash or sell any shares which the company holds in
treasury following a purchase of its own shares pursuant 
to the authority in resolution 12 the companies act 2006
requires that such shares or other equity securities are
offered first to existing shareholders in proportion to their
existing holding resolution 11 asks shareholders to grant
the directors authority to allot equity securities or sell treasury
shares for cash up to an aggregate nominal value of £42612
being 5 of the companys issued ordinary share capital 
as at 25 january 2013 without first offering the securities 
to existing shareholders the resolution also disapplies the
statutory preemption provisions in connection with a rights
issue and allows the directors in the case of a rights issue
to make appropriate arrangements in relation to fractional
entitlements or other legal or practical problems which might
arise the directors confirm that they do not intend to issue
in excess of 75 of the companys issued ordinary share
capital within any rolling three year period without prior
consultation with shareholders the authority will expire 
at the next annual general meeting of the company
resolution 12 – purchases of own shares by the company
special resolution
resolution 12 to be proposed at the annual general meeting
seeks authority from shareholders for the company to make
market purchases of its own ordinary shares such authority
being limited to the purchase of 10 of the ordinary shares in
issue as at 25 january 2013 the maximum price payable for
the purchase by the company of its own ordinary shares will
be limited to the higher of i 5 above the average of the
middle market quotations of the companys ordinary shares
as derived from the daily official list of the london stock
exchange for the five business days prior to the purchase
and ii the higher of the price of the last independent trade 
of an ordinary share and the highest current independent 
bid for an ordinary share as derived from the london stock
exchange trading system sets the minimum price payable
by the company for the purchase of its own ordinary shares
will be 2 pence per share being the nominal value of an
ordinary share the authority to purchase the companys
own ordinary shares will only be exercised if the directors
consider that there is likely to be a beneficial impact on
earnings per ordinary share and that it is in the best interests
of the company at the time the resolution renews a similar
resolution passed at the annual general meeting of the
company held on 11 april 2012 any ordinary shares so
purchased by the company will be held in treasury by the
company and will remain in issue and be capable of being
resold by the company or used in connection with certain 
of its share schemes
to understand the impact of dilution options to subscribe 
for up to 2444418 ordinary shares have been granted and
are outstanding as at 25 january 2013 being the latest
practicable date prior to publication of this document which
if issued would represent 54 of the issued ordinary share
capital at that date if the directors were to exercise in full the
power for which they are seeking authority under resolution
12 the options outstanding as at 25 january 2013 would
represent 64 of the ordinary share capital excluding
shares held in treasury in issue following such exercise
resolution 13 – calling of general meetings 
special resolution
resolution 13 to be proposed at the annual general meeting
seeks authority from shareholders to hold general meetings
other than annual general meetings on 14 days clear
notice this is permissible under the articles and the
companies act 2006 however pursuant to the eu
shareholders rights directive the company must offer the
facility accessible to all shareholders to vote by electronic
means and must obtain specific shareholder approval on an
annual basis to retain this ability the directors believe that
there may be circumstances in which it will be in the interests
of the company to be able to convene meetings at such
short notice the shorter notice period would not be used 
as a matter of course but only where it is merited by the
business of the meeting and is thought to be to the advantage
of the shareholders as a whole accordingly the directors
believe that it is important for the company to retain this
flexibility resolution 13 renews a similar resolution passed 
at the annual general meeting of the company held on 
11 april 2012
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24  porvair plc annual report  accounts 2012
statement of directors’ responsibilities 
the directors are responsible for preparing the annual 
report the directors’ remuneration report and the financial
statements in accordance with applicable law and regulations
company law requires the directors to prepare financial
statements for each financial year under that law the
directors have prepared the group financial statements in
accordance with international financial reporting standards
ifrss as adopted by the european union and the parent
company financial statements in accordance with united
kingdom generally accepted accounting practice united
kingdom accounting standards and applicable law under
company law the directors must not approve the financial
statements unless they are satisfied that they give a true and
fair view of the state of affairs of the group and the company
and of the profit or loss of the group for that period in
preparing these financial statements the directors are
required to
• select suitable accounting policies and then apply them
consistently 
• make judgements and accounting estimates that are
reasonable and prudent 
• state whether ifrss as adopted by the european union and
applicable uk accounting standards have been followed
subject to any material departures disclosed and explained
in the group and parent company financial statements
respectively and 
• prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the company will
continue in business 
the directors are responsible for keeping adequate
accounting records that are sufficient to show and explain 
the company’s transactions and disclose with reasonable
accuracy at any time the financial position of the company
and the group and enable them to ensure that the financial
statements and the directors’ remuneration report comply
with the companies act 2006 and as regards the group
financial statements article 4 of the ias regulation they are
also responsible for safeguarding the assets of the company
and the group and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities
the directors are responsible for the maintenance and
integrity of the company’s website legislation in the united
kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other
jurisdictions
each of the directors whose names and functions are listed
on page 20 confirm that to the best of their knowledge
• the group financial statements which have been prepared
in accordance with ifrss as adopted by the eu give a true
and fair view of the assets liabilities financial position and
profit of the group and 
• the chairman’s statement the chief executive’s report 
the finance director’s review the principal risks and
uncertainties and the directors’ report when taken together
include a fair review of the development and performance 
of the business and the position of the group together 
with a description of the principal risks and uncertainties
that it faces
directors’ responsibility for provision of information 
to the auditors
so far as each director is aware there is no relevant audit
information of which the company’s auditors are unaware
and each director has taken all the steps that he ought to
have taken as a director in order to make himself aware 
of any relevant audit information and to establish that the
company’s auditors are aware of that information
independent auditors
pricewaterhousecoopers llp have indicated their 
willingness to continue in office and a resolution concerning
their reappointment will be put to the annual general meeting
by order of the board
chris tyler
company secretary
25 january 2013 our business governance group
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25  porvair plc annual report  accounts 2012
corporate and social responsibility report 
policy
the board’s policy is to enhance shareholder value in an
ethical and socially responsible manner the board believes
that operating efficiently with high quality standards includes
promoting high standards of health and safety and helping 
to protect the environment as a minimum the group
operations are required to meet the legal and regulatory
requirements of operating in their local jurisdiction
employment policies
porvair prides itself on its people and their ability to provide
innovative solutions for its customers porvair is committed 
to employing talented people and enabling them to reach
their full potential porvair provides employment in a wide
range of disciplines associated with the design and
manufacture of filtration and separation equipment
the group involves employees through both formal and
informal systems of communication and consultation
managers have a responsibility to communicate effectively
and to promote a better understanding by employees of 
the activities and performance of the group employee
consultative committees regularly meet to ensure that
management obtains representative views of employees
concerning any decisions that affect them information
relating to trading company strategy and any other matters
of significance are communicated to all employees through
local briefings
it is the group’s policy to recruit train promote and treat all
personnel on grounds solely based on individual ability and
performance these principles are applied regardless of sex
sexual orientation religion age nationality or ethnic origin
applications for employment by disabled persons are always
considered in full bearing in mind the respective aptitudes
and abilities of the applicant concerned in the event of
members of staff becoming disabled every effort is made to
ensure that their employment with the group continues and
the appropriate training is arranged it is the policy of the
group that the training career development and promotion
of a disabled person should so far as possible be identical
to that of all other employees
health and safety
the group recognises its clear responsibilities for the health
and safety of its employees and to the communities in
which the group operates health and safety responsibility 
is delegated to senior managers within each business these
officers perform regular reviews and inspect the conditions in
which the group’s employees work discretionary health and
safety benefits for employees include the availability of gyms
and onsite nursing and counseling staff at certain operations
the group’s regular reporting procedures include a review of
accidents in the workplace
the group’s insurers carry out periodic reviews of the
group’s operations as part of their risk assessments and 
the recommendations of the consultants are generally
implemented in full
health and safety achievements in the year have included
• a comprehensive review of the health and safety standards
within the porvair filtration group including an update 
to the health and safety policy and associated training
particular improvements have been made to the company’s
procedures in relation to control of substances hazardous
to health fire safety risk assessments and safety
improvements and additional safety measures on 
certain machinery
• the award of a gold safety award from the north carolina
commissioner of labor for maintaining a very low accident
rate in comparison with other similar businesses
• improved lighting and reduced noise levels in the group’s
principal metals filtration plant
the environment
many of the products developed by porvair are used to the
benefit of the environment examples include
• seal water analysis equipment which is used inter alia to
ensure drinking water is fit for consumption and to analyse
sea and river water for signs of pollution or changes to
normal mineral composition 
• the patented selee csx™ aluminium filter which is
manufactured without phosphates or ceramic fibres and
has other improved filtration and manual handling benefits
over competitor products and 
• the group’s nuclear filters which have been fitted to a
range of demonstration plants being assessed as part of
the decontamination and decommissioning work being
carried out at the major us and uk nuclear waste sites 
this year the group has introduced a modification to the
gasket on its aluminium cast house filters which significantly
reduces the amount of smoke and vapours that emit from
the filters as it is heated up to operating temperature
the group consistently considers methods of improving its
environmental profile environmental impacts are managed in
conformity with local regulatory requirements the group’s
manufacturing processes have only a limited potential
emissions impact the group uses solvents in certain of its
processes and has procedures in place for their control and
its metals filtration division manages the emissions from its
kiln firing operations
our business governance group
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26  porvair plc annual report  accounts 2012
relationships with customers
the group’s products are bespoke for specific customers
and generally have a very long product lifecycle this naturally
requires the group to build close relationships with its
customers over 80 of the group’s annual revenue comes
from repeat business from existing customers
most new product introductions are developed with 
existing customers and when new customers are gained 
it is often after a long development period over which 
a close relationship has developed and a long term
relationship is expected
particularly in aerospace and energy the group builds
relationships with the immediate customer for the product
and also with the ultimate end user or manufacturer who is
often the party that certifies the product for example the
airframe manufacturer will be an important stakeholder but
the customer will usually be a sub assembly manufacturer 
relationships with suppliers
the group has an extensive network of suppliers and sub
contractors many of whom are critical to the manufacture of
specific parts the group has a stable supplier base it seeks
to increase its supplier base by extending the number of
suppliers only where there are perceived to be risks of under
capacity or resilience in its existing supply chain suppliers
are generally only removed from the approved list for
persistent quality or delivery failures
wherever possible the group seeks local suppliers to fulfil 
its requirements the group carefully selects its suppliers 
as part of building a long term relationship with its critical
suppliers the group works closely with them to ensure that
the quality and delivery standards required by the group 
are achieved
antibribery and corruption policy
the group prohibits all forms of bribery and corruption 
within its business and complies with the requirements of all
applicable laws designed to combat bribery and corruption
the group requires all employees agents intermediaries and
consultants to conduct themselves in accordance with 
its antibribery and corruption policy
porvair and the local community
the management of each operation is aware of its role within
its local communities they seek to recruit locally and retain 
a skilled local workforce and are encouraged to build
relationships with local community organisations 27  porvair plc annual report  accounts 2012
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report of the remuneration committee 
this part of the report of the remuneration committee
is unaudited
this report complies with the uk corporate governance
code published in june 2010 the “uk corporate
governance code” and sets out the group’s remuneration
policy and details of directors’ remuneration a resolution to
approve this report will be proposed at the annual general
meeting in april 2013
the committee
the members of the remuneration committee are drawn
solely from the independent nonexecutive directors the
committee is required to comprise at least two members
during the year the committee comprised michael gatenby
charles matthews and andrew walker chairman paul dean
joined the committee from 2 august 2012 a quorum is two
members of the committee
the committee is responsible for determining
• the framework for the remuneration of the chief executive
and other executive directors
• the total individual remuneration package of each
executive director including where appropriate bonuses
incentive payments and share options
• the targets for the performancerelated pay schemes
operated by the group
• the policy for and scope of pension arrangements for
each executive director and
• that contractual terms on termination and any payments
made are fair to the individual and the group that failure is
not rewarded and that the duty to mitigate loss is fully
recognised
the committee uses external published benchmark data as
part of its assessment of the pay and benefits awarded to the
executive directors
the committee also has an advisory role in relation to major
changes in employee benefit structures throughout the
company and the group
remuneration policy
in formulating its policy for rewarding the executive directors
the committee has given full consideration to the requirements
of section d of the uk corporate governance code
the committee aims to provide remuneration packages that
• are competitive but not excessive and are designed to
attract retain and motivate managers of high quality to
deliver growth for the business
• are aligned with shareholders’ interests and have a
significant proportion of the potential remuneration linked
to the short and medium term performance of the
business
• include an element of the potential reward linked to
personal performance and
• encourage the executive directors to accumulate shares in
the company
the executive directors’ remuneration packages consist of 
a base salary a discretionary annual cash bonus earned for
the achievement of financial and nonfinancial objectives the
grant of share options and long term incentives with three
year financial performance targets and the provision of other
benefits including pension arrangements life insurance
permanent health and medical insurance and a company 
car or allowance
service contracts
the executive directors have rolling contracts with the
company which can be terminated on giving twelve months’
notice this is considered to be an appropriate balance
between flexibility and commitment on both parties
the nonexecutive directors receive letters of appointment
with six month notice terms and are subject to annual
reelection in common with the executive directors in
accordance with the best practice set out in the uk
corporate governance code published in september 2012
they receive a fixed annual fee which reflects their time
commitment to the business and they do not participate in
any share option scheme bonus or pension arrangements 28  porvair plc annual report  accounts 2012
report of the remuneration committee continued
this part of the report of the remuneration committee is audited
directors’ remuneration 
the following table shows the total remuneration of the directors for the year
                                                                                                                                                                                                          basic salary                                                                 total
                                                                                                                                                                                                               and fees              bonus           benefits                2012
2012                                                                                                                                                                                                           £’000               £’000               £’000               £’000
executive directors
b d w stocks                                                                                                                           269          189            27          485
c p tyler                                                                                                                                   188          131            23          342
nonexecutive directors
p dean appointed 2 august 2012                                                                                            10              –              –            10
m r b gatenby                                                                                                                          30              –              –            30
c l matthews                                                                                                                             72              –              –            72
a j walker                                                                                                                                  30              –              –            30
                                                                                                                                                 599          320            50          969
                                                                                                                                                                                                          basic salary                                                                 total
                                                                                                                                                                                                               and fees              bonus           benefits                2011
2011                                                                                                                                                                                                           £’000               £’000               £’000               £’000
executive directors
b d w stocks                                                                                                                           260          136            24          420
c p tyler                                                                                                                                   181            95            21          297
nonexecutive directors                                                                                               
m r b gatenby                                                                                                                          28              –              –            28
c l matthews                                                                                                                             71              –              –            71
a j walker                                                                                                                                  28              –              –            28
                                                                                                                                                 568          231            45          844
benefits include company cars or allowances medical insurance life insurance and permanent health insurance
annual bonus
bonus payments to executive directors are made at the discretion of the committee with reference to the achievement of group
financial performance targets and achievement of personal and strategic objectives in 2012 awards were capped at 75 of
base salary with up to 60 paid on achievement of financial performance targets and 15 paid based on achievement of
strategic and personal objectives bonuses up to 50 of salary are paid in cash as part of a programme to encourage the
executive directors to maintain a larger holding of shares in the company the net amount of a bonus award in excess of 50 
of salary is paid in shares in the company bonuses to be paid in 2013 relating to the group’s performance targets in 2012 are
shown in the table of directors’ remuneration above bonuses are not pensionable but may be paid directly into the executive
directors’ pension schemes if requested
in respect of 2012 the business exceeded the financial performance targets required for a maximum payout of the annual bonus
but not all of the strategic and personal objectives were met in full accordingly a bonus of 70 of salary has been awarded to
the executive directors 
pension entitlements
the porvair plc pension and death benefit plan “the plan” is a contributory defined benefit scheme which is now closed to new
employees pension benefits from the plan were subject to the hmrc earnings cap and the group has continued to maintain an
earnings cap since the hmrc limits were removed in april 2006 pension benefits up to the capped limit were provided in the
period for ben stocks by the plan ben stocks is entitled to the same pension benefits from the plan as all other members 
only basic salary is pensionable
ben stocks also receives a 15 contribution to a self invested pension plan “sipp” on the difference between his full salary and
the capped limit covered by the plan pension benefits are provided for chris tyler by a contribution of 15 of full salary to a sipp 
life assurance benefits covering a lump sum of four times salary on death in service and a 20 spouse’s pension are provided
for ben stocks and chris tyler by the plan ben stocks and chris tyler are covered by the group’s permanent health 
insurance scheme 29  porvair plc annual report  accounts 2012
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the accumulated total accrued pension figures shown in the table below represent the annual amount of accrued pension
payable from the plan on retirement at normal retirement age based on ben stocks’ service to and pensionable earnings at
the relevant year end the increase in transfer value of the pension is calculated on the basis of actuarial advice and is net of
directors’ contributions in the year ben stocks was aged 50 on 30 november 2012
                                                                                                                                                                                                       transfer value                                                        increase in
                                                                                                                                                                                    increase in   of increase in                                                    transfer value
                                                                                                                                                           increase in           accrued           accrued          transfer           transfer         in respect
                                                                                                                                     accrued           accrued            pension    benefits less           value of            value of       of accrued
                                                                                                                                  pension at            pension        during the          director’s          accrued           accrued    pension over
                                                                                                                             30 november        during the       year net of contributions at      pension at        pension at     the year net
                                                                                                                                           2012                 year            inflation  30 november 30 november  30 november     of director’s
                                                                                                                                           £ per                £ per                £ per                2012                2012                2011    contributions
                                                                                                                                        annum             annum             annum                      £                      £                      £                      £
b d w stocks                                                                   26853       3183       2568       7938   170786   148900     14002
the company paid £20648 2011 £19898 to a sipp for ben stocks and £33952 2011 £27853 to a sipp for chris tyler in
respect of the financial year 2012
share options and long term incentive plan shares
awards of share options and long term incentive plan shares are at the discretion of the committee 
the company operates two discretionary share option plans
• market priced options under the porvair 2005 unapproved share options scheme the ‘2005 scheme’ 
• nominal priced options under the porvair long term share plan 2008 the ‘2008 scheme’ 
both schemes provide options with a ten year life and are subject to vesting conditions after three years based on performance
conditions set by the committee 
the company also periodically offers invitations to all uk full time employees to join save as you earn ‘saye’ schemes
currently there is a three year and a five year scheme running following an invitation in october 2011 
options granted between 2005 and 2008 under the 2005 scheme only vest in full if the committee is satisfied that over a period
of either three or four years from the date of grant there has been an increase in the group’s earnings per share of at least 10
per annum above the growth in the retail prices index over the same period 25 of the options awarded can be exercised if
the committee is satisfied that over a period of either three or four years from the date of grant there has been an increase in
the group’s earnings per share of at least 5 per annum above the growth in the retail prices index over the same period 
a sliding scale operates between the two limits if the vesting conditions are not met after four years then the options lapse for
options granted in 2009 and later similar performance conditions apply except that the conditions will have to be met after three
years otherwise the options will lapse under the 2005 scheme except under exceptional circumstances no director may be
granted options to the value of more than one year’s salary per annum options granted in 2006 up to £100000 per employee
under the 2005 scheme were awarded under the hmrc’s employee management incentive ‘emi’ rules no options were
granted under this scheme in 2011 or 2012
in january 2011 the committee having consulted with a number of shareholders decided to vary the performance conditions
on the 695 pence options issued on 30 january 2009 under the 2005 scheme under the revised performance conditions these
options would vest in full if the group’s earnings per share was above 70 pence for the financial year ended 30 november 2011
earnings per share must be at least 65 pence before any options vest a sliding scale operates between earnings per share of
65 pence and 70 pence none of the options vest at earnings per share of 65 pence and 50 of the options vest at earnings
per share of 70 pence if the vesting conditions are not met the share options lapse the committee believes that varying the
performance conditions provided a better incentive for management than the previously set conditions these options vested in
full in january 2012
options granted in 2010 under the 2008 scheme can only be exercised in full if the committee is satisfied that in the financial
year ended 30 november 2012 the group has achieved earnings per share of at least 110 pence per share 30 of the award
will vest if the group has achieved earnings per share of 74 pence per share in the year ended 30 november 2012 50 of the
award will vest if the group has achieved earnings per share of 80 pence per share in the year ended 30 november 2012 
a sliding scale operates if the earnings are between 80 pence and 110 pence 92 of these options will vest as a result of the
performance in the year ended 30 november 2012 the remaining options have lapsed
options granted in 2011 under the 2008 scheme can only be exercised in full if the committee is satisfied that in the financial
year ending 30 november 2013 the group has achieved earnings per share of at least 125 pence per share 30 of the award
will vest if the group has achieved earnings per share of 80 pence per share in the year ending 30 november 2013 50 of the
award will vest if the group has achieved earnings per share of 95 pence per share in the year ending 30 november 2013 
a sliding scale operates if the earnings are between 80 pence and 95 pence and between 95 pence and 125 pence 30  porvair plc annual report  accounts 2012
report of the remuneration committee continued
options granted in 2012 under the 2008 scheme can only be exercised in full if the committee is satisfied that in the financial
year ending 30 november 2014 the group has achieved earnings per share of at least 140 pence per share 30 of the award
will vest if the group has achieved earnings per share of 90 pence per share in the year ending 30 november 2014 50 of the
award will vest if the group has achieved earnings per share of 110 pence per share in the year ending 30 november 2014
a sliding scale operates if the earnings are between 90 pence and 110 pence and between 110 pence and 140 pence
the committee intends to grant options in 2013 after publication of these results under the 2008 scheme which can only 
be exercised in full if the committee is satisfied that in the financial year ending 30 november 2015 the group has achieved
earnings per share of at least 155 pence per share 30 of the award will vest if the group has achieved earnings per share of
110 pence per share in the year ending 30 november 2015 50 of the award will vest if the group has achieved earnings per
share of 125 pence per share in the year ending 30 november 2015 a sliding scale operates if the earnings are between
110 pence and 125 pence and between 125 pence and 155 pence
the maximum number of shares that may be issued under the company’s option schemes may not exceed 10 of the
company’s issued share capital in any 10 year period the maximum number of shares that may be issued under the 2005
scheme may not exceed 5 of the company’s issued share capital in any 10 year period 
the committee retains the discretion to vary the performance conditions on any future awards under the 2005 scheme and the
2008 scheme the options granted under the saye scheme in 2011 were issued at a 20 discount to the market price at the
date of grant these options have no performance conditions
the market price of the company’s ordinary shares at 30 november 2012 was 152 pence 2011 1015 pence
the range of market prices during the year was 87 pence to 152 pence
directors’ holdings in share options
details of the share options held by the executive directors at the end of the year which have been granted under porvair share
option schemes are as follows
at 30 granted at 30
november exercisedlapsed november date from
2011 in the year 2012 exercise which
number number number price scheme grant date exercisable expiry date
b d w stocks 76330 – 76330 13100p 2005 emi 27012009 27012016
123670 – 12367013100p 2005 2701200927012016
200000 – 2000006950p 2005 3001201230012019
300000 23100 276900 200p 2008 28012013 28012020
250000 – 250000 200p 2008 27012014 27012021
9704 –9704 9300p saye 01102014 01042015
– 260000 260000 200p 2008 02022012 02022015 02022022
959704 236900 1196604
c p tyler 76330 – 76330 13100p 2005 emi 27012009 27012016
23670 – 2367013100p 2005 2701200927012016
100000 – 100000 6950p 2005 30012012 30012019
200000 15400 184600 200p 2008 28012013 28012020
175000 – 175000 200p 2008 27012014 27012021
16586 – 16586 9300p saye 01102016 01042017
– 181000 181000 200p 2008 02022012 02022015 02022022
591586 165600 757186
indicates lapsed
following publication of these results ben stocks will be granted 181600 2 pence options and chris tyler will be granted
126600 2 pence options under the 2008 scheme 31  porvair plc annual report  accounts 2012
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the directors did not exercise any share options in 2012 the table below shows the options exercised by the directors in 2011
                                                                                                                                                                                                                                                           share                                  
                                                                                                                                                                                                                                                       price on                                  
                                                                                      year of                   exercise                   exercise                                                   exercise                     date of                          gain
                                                    scheme                        grant                      period                         date                   number                        price                   exercise                                £
b d w stocks              1997              2005    20082012    2 feb 2011         150000                98p              123p            37500
                                   saye              2008    20112012    3 oct 2011           11750                80p                86p                 705
c p tyler                      1997              2004    20072011    2 feb 2011           60000           1015p              123p            12900
                                    1997              2005    20082012    2 feb 2011         100000                98p              123p            25000
                                   saye              2008    20112012    3 oct 2011           11750                80p                86p                 705
this part of the report of the remuneration committee is unaudited
total shareholder return
the following graphs chart total shareholder return against the ftse smallcap index for the last five years and the last three
years to 25 january 2013 with both rebased to 100 at the start of each period given the nature of the group the ftse
smallcap index is the logical comparator index
directors’ interests
the beneficial interests at 30 november 2012 and 30 november 2011 of the directors in the ordinary shares of the company are
shown below there have been no changes in those interests up to the date of this report
                                                                                                                                                                                                                           2012                        2011
                                                                                                                                                                            
                                                                                                                                                                                    ordinary                      share                   ordinary                         share
                                                                                                                                                                                     shares                   options                      shares                      options
                                                                                                                                                                                   number                 number                  number number
executive directors
b d w stocks                                                                                                 130199     1196604         131553          959704
c p tyler                                                                                                            65250        757186           65250          591586
nonexecutive directors
m r b gatenby                                                                                                 14000                   –           14000                     –
p dean                                                                                                                        –                   –                na                 na
c l matthews                                                                                                    30000                   –           20000                     –
a j walker                                                                                                         29454                   –           29369                     –
andrew walker chairman remuneration committee
25 january 2013
porvair plc ftse smallcap index
5 year total shareholder return 3 year total shareholder return
nov 08
aug 08
feb 09
oct 09
mar 10
apr 09
jul 09
jan 10
dec 07
may 08
feb 08
sep 10
jun 10
dec 10
aug 11
jan 12
feb 11
may 11
nov 11
jul 12
dec 12
apr 12
oct 12
0
20
40
60
80
100
120
140
160
apr 10
dec 10
aug 11
apr 12
dec 12
dec 09
aug 10
apr 11
dec 11
aug 12
0
50
100
150
200
250
300
350
400 32  porvair plc annual report  accounts 2012
corporate governance
compliance
the following sets out the main principles of good
governance in the uk corporate governance code that
have been followed by the board and how those principles
have been applied the directors are of the opinion that
the company has complied with the provisions of the uk
corporate governance code which is publicly available at
wwwfrcorg throughout the year except where explicitly
set out below
role of the board
the group is directed and controlled by the board
it provides strategic leadership and support with the aim of
developing the business profitably whilst at the same time
assessing and managing the associated risks the board
ensures that the financial management controls and
resources are in place to enable the business to meet 
its objectives the directors take collective responsibility 
for the group’s performance
the board has a fixed schedule for reviewing the group’s
operating performance and has other specific responsibilities
reserved to it which include
• approval of the published financial results and dividends 
• appointments to the board and other board committees 
• approval of the strategic direction of the business 
• approval of expenditure over certain limits 
• approval for acquisitions and disposals 
• approval of treasury policy and significant new financing
and 
• approval of the funding policies of the defined benefit
pension scheme 
the executive directors manage the day to day operations
of the business within the framework set out by the board
outside the formal schedule of board meetings the chairman
and nonexecutive directors make themselves available for
consultation with the executive team as necessary
the board has a schedule of seven prearranged meetings
during the year in addition such other meetings as are
required are arranged to deal with specific issues or
transactions during the year there was full attendance at 
all prearranged board meetings except for andrew walker
who missed one board meeting
the board undertook a rigorous self assessment review
during the year to consider its own performance the
procedures included individual interviews by the chairman
with each director completion of an assessment form and
discussion of the findings at a board meeting the senior
independent nonexecutive director maintains regular
contact with the other independent nonexecutive directors
and the executive directors sufficient to monitor the
performance of the chairman the chairman in consultation
with the executive directors monitors the performance of the
nonexecutive directors
board of directors
the board consists of six directors two executive
directors and four nonexecutive directors the board
is chaired by charles matthews ben stocks is the group
chief executive and chris tyler is the group finance
director michael gatenby paul dean charles matthews
and andrew walker are independent nonexecutive
directors michael gatenby is the senior independent
nonexecutive director on michael gatenby’s retirement
at the conclusion of the annual general meeting to be
held in april 2013 andrew walker will be the senior
independent nonexecutive director the board considers
that charles matthews continues to be an independent
nonexecutive director after his appointment as chairman
the directors’ appointment and removal is a matter for
the board as a whole the senior independent nonexecutive
director is available for consultation with shareholders
through the company secretary by written submission
the executive directors and the chairman have met with
the company’s major shareholders and other potential
investors on a regular basis and have reported to the
board on those meetings
the nonexecutive directors’ terms of appointment do not
specify a specific period for their appointment and therefore
the terms are not in compliance with provision b23 of the
uk corporate governance code however in accordance
with best practice all of the directors offer themselves for
reelection at each annual general meeting all newly
appointed directors offer themselves for election at the first
annual general meeting following their appointment
the chairman considers that following the application of the
board’s formal performance evaluation programme each
director’s performance continues to be effective and each
director has demonstrated commitment to his role paul
dean was appointed on 2 august 2012 and will stand for
election at the annual general meeting to be held in april
2013 the board considers that his extensive commercial
and financial experience within businesses in closely related
sectors to the group’s will be of considerable benefit to
the board and the future of the group
on joining the board a new director receives appropriate
induction including meeting with other directors visiting the
group’s principal operations and meeting with senior
management and the group’s principal advisers
the board has put in place a procedure by which any
director may take independent professional advice at the
expense of the company in furtherance of his duties as a
director of the company
the company maintains directors’ and officers’ liability
insurance 33  porvair plc annual report  accounts 2012
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board committees
audit committee
the audit committee currently comprises all of the
independent nonexecutive directors of the company the
chairman of the audit committee is michael gatenby who
will be replaced by paul dean following the annual general
meeting to be held in april 2013 the committee includes
charles matthews the chairman of the company
the audit committee has a formal timetable of meetings
representatives of the company’s auditors
pricewaterhousecoopers llp  attend meetings by invitation
other employees of the company may be invited to attend
meetings as and when required
the board considers that all members of the audit committee
have recent and relevant financial experience to enable it to
discharge its function the committee has a formal agenda
timetable and terms of reference during the course of the
period under review it has
• reviewed the financial statements of the company and any
formal announcements relating to the company’s financial
performance prior to announcement 
• monitored the company’s internal financial controls
and the company’s internal control and risk management
systems and ensured that these are properly reviewed
by the group’s management 
• reviewed the scope of the internal audit work done in
reviewing the operating companies’ internal controls and
procedures 
• made recommendations to the board in relation to the
appointment of the external auditor and approved the
remuneration and terms of engagement of the external
auditor 
• monitored the external auditor’s independence and
objectivity and 
• reviewed arrangements by which staff of the company
may raise concerns about possible improprieties in matters
of financial reporting or other matters 
the audit committee’s full terms of reference are available on
the group’s website wwwporvaircom
the audit committee has set a policy which is intended to
maintain the independence and objectivity of the company’s
auditors when acting as auditor of the group accounts the
policy governs the provision of audit and nonaudit services
provided by the auditor and in summary requires significant
nonaudit services other than routine tax compliance services
to be subjected to a competitive tendering process the fees
paid to the auditor for audit services audit related services
and other nonaudit services are set out in note 3 of the
consolidated financial statements
the audit committee is authorised to engage the services
of external advisers as it deems necessary at the company’ s
expense in order to carry out its function
the audit committee met three times during the year
there was full attendance by the members with the exception
of andrew walker who missed one meeting 
remuneration committee
the remuneration committee determines and
recommends to the board the framework and broad policy
for the remuneration and long term incentive arrangements
of the company’s executive directors the remuneration
committee comprises all of the independent nonexecutive
directors of the company andrew walker is the chairman
of the committeethe group chief executive may be invited
to attend and speak at meetings of the remuneration
committee but does not participate in any matter which
impacts upon his own remuneration arrangements the
remuneration of the nonexecutive directors including
the chairman is set by the executive directors
the report of the remuneration committee on pages 27 to 31
includes details on remuneration policy practices and the
remuneration of the directors
the remuneration committee met twice during the year and
was fully attended by all of its members
the remuneration committee’s full terms of reference are
available on the group’s website wwwporvaircom
nomination committee
the company’s nomination committee provides a
transparent process and procedure for the appointment
of new directors to the board the nomination committee
comprises all of the nonexecutive directors and is chaired
by the chairman of the company the nomination
committee’s responsibilities include
• identifying and nominating candidates to fill board
vacancies 
• evaluating the balance of skills knowledge and experience
on the board and the leadership needs of the organisation
and 
• succession planning 
the company recognises the importance of diversity on
the board and throughout the executive functions within
the business
during the year the company appointed a new independent
nonexecutive director paul dean the company compiled
a long list of potential candidates from the knowledge of its
directors and by consulting with its advisers consequently
it did not require the services of a recruitment consultant a
short list of interviewees was selected from the list interviews
were conducted in the first instance by the chairman and
group chief executive and second interviews were conducted
by the group finance director and other nonexecutive
directors the final selection was made by the board
as a whole
the nomination committee met once during the year as
part of a full board meeting to discuss the nominations for
the new nonexecutive director the group’s leadership
and succession planning was considered in a meeting of
the full board
the nomination committee’s full terms of reference are
available on the group’s website wwwporvaircom 34  porvair plc annual report  accounts 2012
takeover directive
disclosures relating to the takeover directive are included
in the directors’ report under “share capital” on page 22
internal control
the turnbull report issued in 2005 gives guidance for
directors on reviewing internal controls and reporting
the company has complied in full throughout the year
and up to the date the financial statements were approved
with the recommendations of the turnbull report
the board has overall responsibility for ensuring that
the group maintains a system of internal controls and
for reviewing its effectiveness the system is not designed
to eliminate the risk that the group’s objectives will not be
achieved but to ensure that there is an ongoing process for
identifying evaluating and managing the significant risks
as with any such system it can only provide reasonable
but not absolute assurance against material misstatement
or loss the board has reviewed the effectiveness of the
process regularly throughout the year the group’s key
procedures are as follows
control environment – each operating business has its
own management group which meets regularly to monitor
operational matters each operating business is responsible
for establishing its own systems of internal controls and
for ensuring compliance with those controls the managing
director of each operating business reports to the group
chief executive and clearly defined lines of responsibility
have been established within this organisational structure
the senior finance executive in each operation has a dual
responsibility to report within his operation to the managing
director and to the group finance director the executive
directors visit all operations regularly to perform
detailed reviews
risk management – operating business management have
a clear responsibility for the identification of risks facing each
operation and for establishing procedures to investigate and
monitor such risks the board reviews a group register of
risks and mitigation on a regular basis as part of its normal
board reporting the board also commissions independent
reviews of the key risks facing the group as appropriate
information and control systems – each operating business
maintains its own internal systems and controls designed to
provide management with regular and reliable management
information the group has a comprehensive process of
annual budgets and detailed monthly reporting the annual
budget of each operating business and the consolidated
group budget are approved by the board as part of its normal
responsibilities the board receives copies of the monthly
management accounts for each month and the performance
of the group is reviewed in detail at each board meeting
monitoring system – the board has established a framework
of controls encompassing procedures applicable to all
businesses that are subject to executive review the group
operates a selfassessment process so that the operating
businesses can quantify the extent of their compliance with
control objectives this process is monitored by an internal
audit cycle conducted by peer review by the group’s financial
controllers directed by the group finance director the
board considers that the peer review process provides an
appropriate level of review the group has a formal whistle
blowing procedure which gives employees the opportunity
to escalate their concerns ultimately to the senior
independent nonexecutive director
consolidation process – full management accounts for
each entity in the group are consolidated each month and
review and analysis is carried out on those results these
consolidated accounts form the basis of reports that are
provided to each director every month
the audit committee and the board have reviewed the
effectiveness of the group’s internal controls for the period
1 december 2011 up to the date of approval of the annual
report and accounts and have addressed issues as they
have been identified
chris tyler company secretary
25 january 2013
corporate governance continued 35  porvair plc annual report  accounts 2012
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independent auditors’ report to the members of porvair plc
we have audited the group financial statements of porvair plc
for the year ended 30 november 2012 which comprise the
consolidated income statement the consolidated statement
of comprehensive income the consolidated balance sheet
the consolidated cash flow statement the reconciliation
of net cash flow to movement in net debt the consolidated
statement of changes in equity and the related notes
the financial reporting framework that has been applied
in their preparation is applicable law and international
financial reporting standards ifrss as adopted by
the european union
respective responsibilities of directors and auditors
as explained more fully in the statement of directors’
responsibilities set out on page 24 the directors are
responsible for the preparation of the group financial statements
and for being satisfied that they give a true and fair view our
responsibility is to audit and express an opinion on the group
financial statements in accordance with applicable law and
international standards on auditing uk and ireland those
standards require us to comply with the auditing practices
board’ s ethical standards for auditors
this report including the opinions has been prepared for and
only for the company’s members as a body in accordance
with chapter 3 of part 16 of the companies act 2006 and for
no other purpose we do not in giving these opinions accept
or assume responsibility for any other purpose or to any other
person to whom this report is shown or into whose hands it
may come save where expressly agreed by our prior consent
in writing
scope of the audit of the financial statements
an audit involves obtaining evidence about the amounts 
and disclosures in the financial statements sufficient to give
reasonable assurance that the financial statements are free
from material misstatement whether caused by fraud or error
this includes an assessment of whether the accounting
policies are appropriate to the group’s circumstances and
have been consistently applied and adequately disclosed 
the reasonableness of significant accounting estimates made
by the directors and the overall presentation of the financial
statements in addition we read all the financial and non
financial information in the annual report to identify material
inconsistencies with the audited financial statements if we
become aware of any apparent material misstatements or
inconsistencies we consider the implications for our report
opinion on financial statements
in our opinion the group financial statements
• give a true and fair view of the state of the group’s affairs
as at 30 november 2012 and of its profit and cash flows
for the year then ended 
• have been properly prepared in accordance with ifrss as
adopted by the european union and 
• have been prepared in accordance with the requirements
of the companies act 2006 and article 4 of the las
regulation 
opinion on other matter prescribed by the companies
act 2006
in our opinion the information given in the directors’ report for
the financial year for which the group financial statements are
prepared is consistent with the group financial statements
matters on which we are required to report by exception
we have nothing to report in respect of the following
under the companies act 2006 we are required to report to
you if in our opinion
• certain disclosures of directors’ remuneration specified by
law are not made or 
• we have not received all the information and explanations
we require for our audit 
under the listing rules we are required to review
• the directors’ statement set out on page 22 in relation to
going concern 
• the part of the corporate governance statement relating
to the company’s compliance with the nine provisions of
the uk corporate governance code specified for our
review and 
• certain elements of the report to shareholders by the board
on directors’ remuneration 
other matter
we have reported separately on the parent company financial
statements of porvair plc for the year ended 30 november
2012 and on the information in the directors’ remuneration
report that is described as having been audited
christopher maw senior statutory auditor 
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors 
cambridge
25 january 2013 36  porvair plc annual report  accounts 2012
consolidated income statement
2012 2011
for the year ended 30 november note £’000 £’000
revenue 2 76455 68090
cost of sales 51231 45385
gross profit 25224 22705 
distribution costs 990 851
administrative expenses 17029 16547
operating profit 2 7205 5307
interest payable and similar charges 5 906 806
interest receivable 5 – 12
profit before income tax 23 6299 4513
income tax expense 6 2017 1414
profit for the year attributable to shareholders 23 4282 3099
earnings per share basic 7 101p 73p
earnings per share diluted 7 99p 73p
consolidated statement of comprehensive income
2012 2011
for the year ended 30 november note £’000 £’000
profit for the year 4282 3099
other comprehensive incomeexpense
exchange differences on translation of foreign subsidiaries 23 271 81
changes in fair value of interest rate swaps held as a cash ﬂow hedge 23 81 90 
actuarial losses in deﬁned beneﬁt pension plans net of tax 23 635 1576
net other comprehensive expense 825 1405
total comprehensive income for the year attributable to 
shareholders of porvair plc 3457 1694 37  porvair plc annual report  accounts 2012
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consolidated balance sheet
company registered number 1661935
2012 2011
as at 30 november note £’000 £’000
noncurrent assets
property plant and equipment 9 8641 8213
goodwill and other intangible assets 10 39983 37070
deferred tax asset 19 1996 1400
50620 46683
current assets
inventories 12 10258 9056
trade and other receivables 13 11911 11604 
derivative ﬁnancial instruments 11 67 13 
cash and cash equivalents 14 7275 5111 
29511 25784 
current liabilities
trade and other payables 15 14228 12355
current tax liabilities 875 361
bank overdrafts and loans 17 1000 865
finance lease liabilities 18 – 6
derivative ﬁnancial instruments 11 99 180
16202 13767
net current assets 13309 12017 
noncurrent liabilities
bank loans 17 10145 9331
retirement beneﬁt obligations 20 8494 7171
provisions for other liabilities and charges 21 116 107
18755 16609
net assets 45174 42091 
capital and reserves
share capital 22 852 851 
share premium account 22 34511 34471 
cumulative translation reserve 23 612 883 
retained earnings 23 9199 5886 
total equity 45174 42091 
the financial statements on pages 36 to 68 were approved by the board of directors on 25 january 2013 and were signed on
its behalf by
b d w stocks
c p tyler 38  porvair plc annual report  accounts 2012
consolidated cash flow statement
2012 2011
for the year ended 30 november note £’000 £’000
cash flows from operating activities
cash generated from operations 24 9163 8137 
interest received – 85 
interest paid 518 629
tax paid 1238 1223
net cash generated from operating activities 7407 6370 
cash flows from investing activities
acquisition of subsidiaries net of cash acquired 25 3329 –
purchase of property plant and equipment 9 1780 1370
purchase of intangible assets 10 171 38
proceeds from sale of property plant and equipment 23 54 
net cash used in investing activities 5257 1354
cash flows from financing activities
net proceeds from issue of ordinary share capital 22 41 457 
increase inrepayment of borrowings 1071 5271
dividends paid to shareholders 8 1023 976
capital element of ﬁnance leases 6 34
net cash generated fromused in financing activities 83 5824
net increasedecrease in cash and cash equivalents 2233 808
effects of exchange rate changes 69 22 
2164 786
cash and cash equivalents at 1 december 5111 5897 
cash and cash equivalents at 30 november 14 7275 5111 
reconciliation of net cash flow to movement in net debt
2012 2011
£’000 £’000
net increasedecrease in cash and cash equivalents 2233 808
effects of exchange rate changes 53 87 
increase inrepayment of borrowings 1071 5271 
repayment of ﬁnance leases 6 34 
net debt at 1 december 5091 9675
net debt at 30 november 3870 5091 39  porvair plc annual report  accounts 2012
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consolidated statement of changes in equity
share cumulative
premium translation retained
share capital account reserve earnings total
£’000 £’000 £’000 £’000 £’000
balance at 1 december 2010 841 34024 802 4814 40481 
proﬁt for the year – – – 3099 3099 
other comprehensive incomeexpense
exchange differences on translation of foreign subsidiaries – – 81 – 81 
changes in fair value of interest rate swaps held as a cash ﬂow hedge – – – 90 90 
actuarial losses in deﬁned beneﬁt pension plans net of tax – – – 1576 1576
total comprehensive income for the year – – 81 1613 1694 
transactions with owners
employee share options scheme
– value of employee services net of tax – – – 435 435 
proceeds from shares issued net of costs 10 447 – – 457 
dividends approved or paid – – – 976 976
balance at 30 november 2011 851 34471 883 5886 42091 
balance at 1 december 2011 851 34471 883 5886 42091 
proﬁt for the year – – – 4282 4282 
other comprehensive incomeexpense
exchange differences on translation of foreign subsidiaries – – 271 – 271
changes in fair value of interest rate swaps held as a cash ﬂow hedge – – – 81 81 
actuarial losses in deﬁned beneﬁt pension plans net of tax – – – 635 635
total comprehensive income for the year – – 271 3728 3457 
transactions with owners
employee share options scheme
– value of employee services net of tax – – – 608 608 
proceeds from shares issued net of costs 1 40 – – 41 
dividends approved or paid – – – 1023 1023
balance at 30 november 2012 852 34511 612 9199 45174  40  porvair plc annual report  accounts 2012
notes to the consolidated financial statements
1 summary of signiﬁcant accounting policies 
porvair plc is a public limited company registered and domiciled in the uk and listed on the london stock exchange
basis of preparation 
the consolidated financial statements of the group have been prepared in accordance with international financial reporting
standards ifrss as endorsed by the european union the ifrs interpretations committee formerly the international
financial reporting interpretations committee ifric interpretations and those parts of the companies act 2006 applicable
to companies reporting under ifrs the company has elected to prepare its entity accounts in accordance with united
kingdom generally accepted accounting practice uk gaap and these are presented on pages 70 to 76
the financial statements have been prepared on a going concern basis and under the historical cost convention as modified
by the recognition of financial assets and financial liabilities including derivative financial instruments at fair value through
profit or loss 
basis of consolidation
the consolidated financial statements incorporate the financial statements of the company and entities controlled by the
company its subsidiaries made up to 30 november each year control is achieved where the company has the power to
govern the financial and operating policies of an investee entity so as to obtain benefits from its activities
on acquisition the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of
acquisition any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as
goodwill acquisition related costs are expensed as incurred 
the results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from
the effective date of acquisition or up to the effective date of disposal as appropriate where necessary adjustments are
made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the group
any contingent consideration to be transferred by the group is recognised at fair value at the acquisition date subsequent
changes to the fair value of the contingent consideration that is deemed to be an asset or liability is recognised in accordance
with ias 39 either in profit or loss or as a change to other comprehensive income contingent consideration that is classified
as equity is not remeasured and its subsequent settlement is accounted for within equity
all intragroup transactions balances income and expenditures are eliminated on consolidation
use of assumptions and estimates
the preparation of the consolidated financial statements requires management to make judgements estimates and
assumptions that affect the application of policies and reported amounts of assets and liabilities income and expenses the
estimates and associated assumptions are based on historical experience and various other factors that are believed to be
reasonable under the circumstances including management’s best knowledge of the amount event or actions the results
form the basis of making judgements about carrying values of assets and liabilities that are not readily apparent from other
sources actual results may differ from these estimates
the estimates and underlying assumptions are reviewed on an ongoing basis revisions to accounting estimates are
recognised in the period in which the estimate is revised
material estimates and assumptions are made in particular with regard to establishing uniform depreciation and amortisation
periods for the group goodwill and intangible assets valuation cash flows and discount rate impairment testing
assumptions used in the calculation of sharebased payments parameters for measuring pension and other provisions and
the likelihood that tax assets can be realised
the group applies the percentage of completion method in accounting for its construction contracts use of the percentage
of completion method requires the group to estimate the construction performed to date as a proportion of the total
construction to be performed estimating the costs to complete is considered to be a material estimate
the group tests annually whether goodwill has suffered any impairment the recoverable amounts of cashgenerating units
have been determined based on valueinuse calculations these calculations require the use of estimates note 10
goodwill
goodwill arising on consolidation represents the excess of the cost of acquisition over the group’s interest in the fair value of
the identifiable assets and liabilities of a subsidiary at the date of acquisition the cost of acquisition includes the fair value of
deferred consideration
goodwill is recognised as an asset and reviewed for impairment at least annually any impairment is recognised immediately
in the income statement and is not subsequently reversed
on disposal of a subsidiary the attributable amount of goodwill is included in the determination of the profit or loss on
disposal
goodwill arising on acquisitions before the date of transition to ifrss has been retained at the previous uk gaap amounts
subject to being tested for impairment since that date 41  porvair plc annual report  accounts 2012
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1 summary of signiﬁcant accounting policies continued
revenue recognition
revenue comprises the invoiced value of goods and services supplied net of value added tax and other sales taxes revenue
is recognised when goods are despatched to the customer at which point the risks and rewards of ownership are transferred
revenue from service contracts is recognised on a straightline basis over the contract period
interest income is accrued on a straightline basis by reference to the principal outstanding and the effective interest rate
applicable which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial
asset to that asset’s net carrying amount
construction contracts
where the outcome of a construction contract can be estimated reliably revenue and costs are recognised by reference to
the stage of completion of the contract activity at the balance sheet date this is normally measured by the proportion that
contract costs incurred for work performed to date bear to the estimated total contract costs except where this would not be
representative of the stage of completion variations in contract work claims and incentive payments are included to the
extent that the amount can be measured reliably and its receipt is considered probable contract costs include costs directly
related to the specific contract and indirect costs attributable to the contract
where the outcome of a construction contract cannot be estimated reliably contract revenue is recognised to the extent of
contract costs incurred where it is probable they will be recoverable contract costs are recognised as expenses in the period
in which they are incurred
when it is probable that total contract costs will exceed total revenue the expected loss is recognised as an expense
immediately
leasing
leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of
ownership to the lessee all other leases are classified as operating leases finance lease payments are allocated between the
liability and finance charges so as to achieve a constant rate on the finance balance outstanding the rental obligations net of
finance charges are included in current and noncurrent liabilities the interest element of the finance cost is charged to the
income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the
liability for each period
rentals payable under operating leases are charged to the income statement on a straightline basis over the term of the
relevant lease
foreign currencies
the consolidated financial statements are presented in pounds sterling which is the company’s functional and presentational
currency the group determines the functional currency of each entity based on the primary economic environment in which
the entity operates and items included in the financial statements of each entity are measured using that functional currency
foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of
the transactions or valuation where items are remeasured at each balance sheet date monetary assets and liabilities that
are denominated in foreign currencies are retranslated at the rates prevailing on the balance sheet date foreign exchange
gains and losses resulting from the settlement of such transactions and from the translation at yearend exchange rates of
monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
on consolidation the assets and liabilities of the group’s overseas operations borrowings and other currency instruments are
translated at exchange rates prevailing on the balance sheet date income and expense items are translated at the average
exchange rates for the period unless exchange rates fluctuate significantly exchange differences arising if any are classified
as other comprehensive income and transferred to the group’s translation reserve
goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the
foreign entity and translated at the closing rate
borrowing costs
all borrowing costs are typically recognised in the income statement in the period in which they are incurred borrowing costs
incurred in arrangement of new facilities are capitalised and subsequently recognised in the income statement over the period
of the borrowings
government grants
government grants for the development of new products are recognised over the periods necessary to match them with the
related costs and are deducted in reporting the related expense
retirement benefit costs
payments to defined contribution retirement benefit schemes are charged as an expense as they fall due 
for defined benefit retirement schemes the cost of providing benefits is determined using the projected unit credit method
with actuarial valuations being carried out at each balance sheet date actuarial gains and losses are recognised in full in the
period in which they occur they are recognised in the consolidated statement of comprehensive income
past service cost is recognised immediately to the extent that the benefits are already vested and otherwise is amortised on a
straightline basis over the average period until the benefits become vested 42  porvair plc annual report  accounts 2012
notes to the consolidated financial statements continued
1 summary of signiﬁcant accounting policies continued
the retirement benefit obligation in the balance sheet represents the present value of the defined benefit obligation as
adjusted for unrecognised past service cost and as reduced by the fair value of scheme assets
taxation
the tax expense represents the sum of the current tax and deferred tax
current tax is based on taxable profit for the period taxable profit differs from net profit as reported in the income statement
because it excludes items of income or expense that are taxable or deductible in other periods and it further excludes items
that are never taxable or deductible the group’s liability for current tax is calculated using tax rates that have been enacted
or substantively enacted by the balance sheet date
deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is
accounted for using the balance sheet liability method deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be
available against which deductible temporary differences can be utilised such assets and liabilities are not recognised if the
temporary difference arises from goodwill or from the initial recognition other than a business combination of other assets
and liabilities in a transaction that affects neither the tax profit nor the accounting profit
deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates
except where the group is able to control the reversal of the temporary difference and it is probable that the temporary
difference will not reverse in the foreseeable future
the carrying amount of deferred tax assets is reviewed at each balance sheet date and 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 recovered
deferred tax is calculated at the tax rates which have been enacted or substantively enacted by the balance sheet date and
are expected to apply in the period when the liability is settled or the asset is realised deferred tax is recognised in the
income statement except when it relates to items recognised directly to other comprehensive income or directly to equity 
in this case the deferred tax is also recognised in other comprehensive income or directly in equity respectively
deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against
current tax liabilities and when they relate to income taxes levied by the same taxation authority and the group intends to
settle its current tax assets and liabilities on a net basis
property plant and equipment
land and buildings held for use in the production or supply of goods or services or for administrative purposes are stated in
the balance sheet at their cost less any subsequent accumulated depreciation and subsequent accumulated impairment
losses
properties plant and equipment in the course of construction for production or administrative purposes are carried at cost
less any recognised impairment loss cost includes professional fees and for qualifying assets borrowing costs capitalised in
accordance with the group’s accounting policy depreciation for these assets on the same basis as other assets
commences when the assets are ready for their intended use
depreciation is charged so as to write off the cost of assets other than assets under construction over their estimated useful
lives using the straight line method on the following bases
buildings                                                25 – 3
plant machinery and equipment            10 – 33
freehold land is not depreciated
assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets or
where shorter over the term of the relevant lease
the gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds
and the carrying amount of the assets and is recognised in the income statement 43  porvair plc annual report  accounts 2012
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internally generated intangible assets – research and development expenditure
expenditure on research activities is recognised as an expense in the period in which it is incurred
an internally generated intangible asset arising from the group’s product development expenditure is recognised only if all of
the following criteria are demonstrable
• the technical feasibility of completing the intangible asset so that it will be available for use or sale
• the intention to complete the intangible asset and use or sell it
• the ability to use the intangible asset or to sell it 
• the way in which the intangible asset will generate probable future economic benefits
• the availability of adequate technical financial and other resources to complete the development and to use or sell the
intangible asset and 
• the ability to measure reliably the expenditure attributable to the intangible asset during its development 
internally generated intangible assets are held at cost and amortised on a straight line basis over their useful lives useful life is
determined with reference to estimated product life in the industry in which the expenditure has been incurred useful life of
the group’s development expenditure is currently between 3 and 10 years amortisation of development expenditure
commences when development has been completed to management satisfaction and the related project is ready for its
intended use where no internally generated intangible asset can be recognised development expenditure is recognised as
an expense in the period in which it is incurred
patents trademarks and knowhow
patents trademarks and knowhow purchased as part of an acquisition where there are expected future economic benefits
are initially measured at fair value and amortised over their estimated useful lives 
software
software costs are classified as intangible fixed assets and measured initially at purchase cost amortisation is charged on a
straight line basis over their estimated useful lives of 35 years
impairment of tangible and intangible assets 
the group reviews annually the carrying amounts of its tangible and intangible assets to determine whether there is any
indication that those assets have suffered an impairment loss if any such indication exists the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss if any for the purposes of assessing impairment
assets are grouped at the lowest levels for which there are separately identifiable cash flows cash generating units
recoverable amount is the higher of fair value less costs to sell and value in use 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 for which the estimates of future cash flows have not been
adjusted if the recoverable amount of an asset or cash generating unit is estimated to be less than its carrying amount the
carrying amount of the asset or cash generating unit is reduced to its recoverable amount an impairment loss is recognised
as an expense immediately
when an impairment loss subsequently reverses the carrying amount of the asset or cash generating unit other than
goodwill is increased to the revised estimate of its recoverable amount but so that the increased carrying amount does not
exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset or cash
generating unit in prior years a reversal of an impairment loss is recognised in the income statement immediately
inventories
inventories are stated at the lower of cost and net realisable value cost comprises direct materials and where applicable
direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and
condition cost is calculated using the weighted average method net realisable value represents the estimated selling price
less all estimated costs of completion and costs to be incurred in marketing selling and distribution where necessary
provision is made for obsolete slow moving and defective inventories
loans and receivables
loans and receivables are nonderivative financial assets with fixed or determinable payments that are not quoted in an active
market they are included in current assets except for those with maturities greater than 12 months after the balance sheet
date these are classified as noncurrent assets loans are classified as “other receivables” in the balance sheet
trade receivables
trade receivables are recognised initially at fair value and subsequently held at amortised cost a provision for impairment of
trade receivables is established when there is objective evidence that the group will not be able to collect all amounts due
according to the original terms of receivables significant financial difficulties of the debtor and default or delinquency in
payments when credit control procedures have been applied are indicators an impairment may be required the amount of
the provision is the difference between the asset’s carrying amount and the present value of the estimated future cash flows
discounted at the effective interest rate the amount of the provision is recognised in the income statement within
administrative expenses when a trade receivable is uncollectible it is written off to the provision for impairment subsequent
recoveries of amounts previously written off are credited against administrative expenses in the income statement 44  porvair plc annual report  accounts 2012
notes to the consolidated financial statements continued
1 summary of signiﬁcant accounting policies continued
cash and cash equivalents
in the consolidated statement of cash flows cash and cash equivalents includes cash in hand deposits held at call with
banks other shortterm highly liquid investments with original maturities of three months or less and bank overdrafts in the
consolidated balance sheet bank overdrafts are shown with borrowings in current liabilities
bank borrowings
interest bearing bank loans and overdrafts are recorded at the proceeds received net of direct issue costs finance charges
including premiums payable on settlement or redemption and direct issue costs are accounted for on an accruals basis to
the income statement using the effective interest method and are added to the carrying amount of the instrument to the
extent that they are not settled in the period in which they arise
trade payables
trade payables are not interest bearing and are initially recognised at fair value and subsequently held at amortised cost
equity instruments
ordinary shares are classified as equity equity instruments issued by the company are recorded at the proceeds received
net of direct issue costs
derivative financial instruments and hedge accounting
the group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and 
interest rates
the group uses foreign exchange forward contracts and interest rate swap agreements to hedge these exposures the
group does not use derivative financial instruments for speculative purposes
the use of financial derivatives is governed by the group’s policies approved by the board of directors which provides written
principles on the use of financial derivatives
changes in the fair value of derivative financial instruments that do not qualify for hedge accounting are recognised in the
income statement as they arise
derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their
risks and characteristics are not closely related to those of host contracts and the host contracts are not carried at fair value
with unrealised gains or losses reported in the income statement
the gain or loss on the effective portion of the interest rate swap agreements that are designated and qualify as cash flow
hedges is recognised in equity under hedge accounting the ineffective portion is recognised immediately in the income
statement within interest payable and similar charges 
provisions
provisions have been made for future dilapidations costs on leased property these provisions are the directors’ best
estimates as the actual costs and timing of future cash flows are dependent on future events any difference between
expectations and the actual future liability will be accounted for in the period when such determination is made
where the impact of discounting is material the group discounts at its weighted average cost of capital unless some other
rate is more appropriate in the circumstances
share based payments
the group has applied the requirements of ifrs 2 “share based payment” in accordance with the transitional provisions
ifrs 2 has been applied to all grants of equity instruments after 7 november 2002 that were unvested as of 1 january 2005
the group issues equity settled share based payments to certain employees equity settled share based payments are
measured at fair value at the date of grant the fair value determined at the grant date of the equity settled share based
payments is expensed on a straight line basis over the vesting period based on the group’s estimate of shares that will
eventually vest the charge is then credited back to reserves
at each balance sheet date the group revises its estimates of the number of options that are expected to vest it recognises
the impact of the revision to original estimates if any in the income statement with a corresponding adjustment to equity 
fair value is measured by use of a blackscholes model the expected life used in the model has been adjusted based on
management’s best estimate for the effects of nontransferability exercise restrictions and behavioural considerations
exceptional items
the group presents certain items as “exceptional” these are material items which derive from events or transactions that fall
within the group’s ordinary activities and which by virtue of their size nature or incidence need to be separately disclosed to
enable an understanding of the group’s underlying financial performance examples of items include but are not limited to
acquisition costs disposals or restructuring of a significant part of an operating segment impairment events and litigation claims
by or against the group  45  porvair plc annual report  accounts 2012
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1 summary of signiﬁcant accounting policies continued
segment reporting
an operating segment is a component of an entity that engages in business activities from which it may earn revenues and
incur expenses including revenues and expenses relating to transactions with other components of the same entity an
operating segment’s operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions
about resources to be allocated to the segment and assess its performance and for which discrete financial information is
available operating segments are aggregated into reporting segments where they share similar economic characteristics 
as a result of the nature of the products sold or the services provided the production processes used to manufacture the
products the type of customer for the products and services and the methods used to distribute the products or provide 
the services
new standards amendments and interpretations
a standards amendments and interpretations effective for the first time in the year ended 30 november 2012
• amendment to ias 24 ‘related party disclosures’
• amendment to ifric 14 ‘prepayments of minimum funding requirement’
• annual improvements 2010
• amendments to ifrs 7 on derecognition
none of these have had any impact on the reported results of the group
b standards amendments and interpretations that are not yet effective and have not been early adopted
• ias 19 revised 2011 ‘employee benefits’
• amendment to ias 1 ‘financial statement presentation’ on other comprehensive income oci
• amendment to ias 12 ‘income taxes’ on deferred tax
• ifrs 9 ‘financial instruments’ on ‘classification and measurement’ of financial assets
• ifrs 9 ‘financial instruments’ on ‘classification and measurement’ of financial liabilities
• ifrs 10 ‘consolidated financial statements’
• ifrs 11 ‘joint arrangements’
• ifrs 12 ‘disclosure of interests in other entities’
• ifrs 13 ‘fair value measurement’
• ias 27 revised ‘separate financial statements’
• ias 28 revised ‘investments in associates and joint ventures’
• amendments to ias 32 and ifrs 7 ‘financial instruments on asset and liability offsetting’
• annual improvements 2011
• ifrc 20 ‘stripping costs in the production phase of a surface mine’
the directors do not anticipate that the adoption of these standards amendments and interpretations where relevant in
future periods will have a material impact on the group’s financial statements other than the adoption of ias 19 revised
2011 ‘employee benefits’
ias 19 ‘employee benefits’ was amended in june 2011 and is effective for annual periods beginning on or after 1 january
2013 the impact will be as follows to immediately recognise all past service costs and to replace interest cost and expected
return on plan assets with a net interest amount that is calculated by applying the discount rate to the net defined benefit
liability the group is yet to assess the full impact of the amendments 46  porvair plc annual report  accounts 2012
notes to the consolidated financial statements continued
2 segment information
the chief operating decision maker has been identified as the board of directors the board of directors reviews the groups
internal reporting in order to assess performance and allocate resources management have determined the operating
segments based on this reporting
at 30 november 2012 the group is organised on a worldwide basis into two operating segments
1 metals filtration
2 microfiltration
other group operations are included in other unallocated these mainly comprise group corporate costs and include new
business development costs some research and develepment costs and general financial costs
the segment results for the year ended 30 november 2012 are as follows
metals other
filtration microﬁltration unallocated group
30 november 2012 note £’000 £’000 £’000 £’000
revenue 27977 48478 – 76455 
operating profitloss 2383 6688 1866 7205 
net ﬁnance costs 5 – – 906 906
profitloss before income tax 2383 6688 2772 6299 
income tax expense – – 2017 2017
profitloss for the year 2383 6688 4789 4282 
the segment results for the year ended 30 november 2011 are as follows
metals other 
filtration microﬁltration unallocated group
30 november 2011 note £’000 £’000 £’000 £’000
revenue 25897 42193 – 68090 
operating proﬁtloss 1460 5624 1777 5307 
net ﬁnance costs 5 – – 794 794
proﬁtloss before income tax 1460 5624 2571 4513 
income tax expense – – 1414 1414
proﬁtloss for the year 1460 5624 3985 3099  47  porvair plc annual report  accounts 2012
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2 segment information continued
other segment items included in the income statement are as follows
metals other 
filtration microﬁltration unallocated group
30 november 2012 note £’000 £’000 £’000 £’000
depreciation and amortisation tangible and intangible assets 910 681 981 – 1662
metals other 
filtration microﬁltration unallocated group
30 november 2011 note £’000 £’000 £’000 £’000
depreciation and amortisation tangible and intangible assets 910 804 1132 – 1936
the segment assets and liabilities at 30 november 2012 are as follows
metals other 
filtration microﬁltration unallocated group
30 november 2012 note £’000 £’000 £’000 £’000
segmental assets 24362 45285 3209 72856
cash and cash equivalents 14 – – 7275 7275
total assets 24362 45285 10484 80131
segmental liabilities 3102 10059 2157 15318
retirement beneﬁt obligations 20 – – 8494 8494
borrowings 1718 – – 11145 11145
total liabilities 3102 10059 21796 34957
the segment assets and liabilities at 30 november 2011 are as follows
metals other 
filtration microﬁltration unallocated group
30 november 2011 note £’000 £’000 £’000 £’000
segmental assets 26005 39068 2283 67356 
cash and cash equivalents 14 – – 5111 5111 
total assets 26005 39068 7394 72467 
segmental liabilities 3042 8466 1495 13003
retirement beneﬁt obligations 20 – – 7171 7171
borrowings 1718 – 6 10196 10202
total liabilities 3042 8472 18862 30376 48  porvair plc annual report  accounts 2012
notes to the consolidated financial statements continued
2 segment information continued
geographical analysis
2012 2011
by by
destination by origin destination by origin
revenue £’000 £’000 £’000 £’000
united kingdom 14250 34877 14919 29697
continental europe 11506 6749 10384 6207
united states of america 30963 33350 27865 30763
other nafta 2846 –2403 –
south america 1904 –1588 –
asia 12440 1479 8018 1423
australasia 1048 –1341 –
africa 1498 –1572 –
76455 76455 68090 68090 
2012 2011
noncurrent assets £’000 £’000
united kingdom 19389 18711
continental europe 3402 3698
americas 25489 22639
asia 344 235
48624 45283
2012 2011
capital expenditure including intangibles £’000 £’000
united kingdom 1038 918
continental europe 98 39
americas 677 418
asia 138 33
1951 1408
no single customer represents 10 or more of the groups revenue in 2012 or 2011 49  porvair plc annual report  accounts 2012
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3 proﬁt before income tax
the following items have been included in arriving at profit before income tax
2012 2011
£’000 £’000
staff costs 23257 21331 
inventories – cost of inventories recognised as an expense included in cost of sales 28900 24634 
net realised foreign exchange gains 301 114
depreciation on tangible ﬁxed assets – owned 1329 1631 
depreciation on tangible ﬁxed assets – leased – 13 
impairment charge on tangible ﬁxed assets – owned – 121 
amortisation of intangible ﬁxed assets 333 292 
impairment charge on intangible ﬁxed assets – 492 
proﬁt on sale of tangible and intangible ﬁxed assets 1 34
other operating lease rentals payable
– plant and machinery 236 255 
– property 1127 1230 
repairs and maintenance on property plant and equipment 1589 1558 
trade receivables impairment 189 110 
research and development expenditure 3122 2592 
services provided by the groups auditors and network firms
during the year the group including its overseas subsidiaries obtained the following services 
from the groups auditors at costs as detailed below
fees payable to companys auditors for audit of parent company and consolidated accounts 51 50
the audit of companys subsidiaries pursuant to legislation 79 78
other services pursuant to legislation 17 16
tax services – compliance 64 89
tax services – advisory 33 13
244 246
in addition to the above services the groups auditors acted as auditors to the porvair plc pension and death benefit plan
the appointment of auditors to the groups pension plan and the fees paid in respect of those audits are agreed by the
trustees who act independently from the management of the group the aggregate fees paid to the groups auditors for the
audit services to the pension plan during the year were £13000 2011 £13000
4 employee beneﬁt expense
the average monthly number of staff including executive directors employed during the year is detailed below
2012 2011
average average
number
metals filtration 160 152 
microﬁltration 396 367 
head ofﬁce 7 7 
563 526 
north american employees included above 168 154 
2012 2011
£’000 £’000
staff costs 
wages and salaries 19127 17704 
social security costs 2831 2492 
other pension costs 919 855 
share based payments 380 280
23257 21331 
detailed disclosures of directors emoluments and interests in share options are shown in the report of the remuneration
committee on pages 27 to 31 the directors comprise the key management and their remuneration is disclosed in note 30 50  porvair plc annual report  accounts 2012
notes to the consolidated financial statements continued
5 finance income and costs
2012 2011
note £’000 £’000
interest payable on bank loans and overdrafts 496 593 
interest payable on ﬁnance leases 1 4 
unwinding of discount on provisions 21 9 9 
pension scheme ﬁnance expense 20 400 200 
interest receivable – long term receivable – 9
interest receivable – other – 3
906 794 
6 income tax expense
2012 2011
note £’000 £’000
current tax
uk corporation tax 731 358 
adjustment in respect of prior periods 169 110
overseas tax 900 529 
1800 777 
deferred tax
origination and reversal of temporary differences – uk 19 256 104
origination and reversal of temporary differences – overseas 19 473 741 
217 637 
2017 1414 
the tax on the groups profit before tax differs from the theoretical amount that would arise using the uk tax rate applicable
to profits of the consolidated companies as follows
2012 2011
£’000 £’000
proﬁt before tax 6299 4513
tax at the uk corporation tax rate of 2467 2011 2667 1554 1204 
tax adjustments in respect of prior periods 169 110
deferred tax on share based payments within income statement 94 75
tax effect of expenses not deductible in determining taxable proﬁt 32 61 
effect of change in deferred tax rates 5 –
effect of different tax rates of subsidiaries operating in other jurisdictions 415 334 
tax charge 2017 1414 
in addition to the amount charged to the income statement the following tax was credited direct to equitycomprehensive
income
2012 2011
£’000 £’000
deferred tax on share based payments direct to equity 228 155
deferred tax on actuarial losses on the pension fund direct to comprehensive income 565 224
793 379
the standard rate of corporation tax in the uk changed from 26 to 24 with effect from 1 april 2012 accordingly the
groups profits for this accounting period are taxed at an effective rate of 2467
during the year as a result of the change in uk corporation tax rates which will be effective from 1 april 2013 deferred tax
balances have been remeasured deferred tax relating to temporary differences which are expected to reverse prior to 1 april
2013 is measured at 24 and deferred tax relating to temporary differences expected to reverse after 1 april 2013 is
measured at the tax rate of 23 as these are the rates that will apply on reversal a further reduction has been proposed to
reduce the rate to 21 from 1 april 2014 although this has not yet been substantively enacted 51  porvair plc annual report  accounts 2012
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7 earnings per share
2012 2011
weighted weighted
average per share average per share
earnings number of amount earnings number of amount
£’000 shares pence £’000 shares pence
basic eps
earnings attributable to ordinary shareholders 4282 42601240 101 3099 42380215 73
effect of dilutive securities
earnings attributable to ordinary shareholders 4282 –1013099 – 73
dilutive impact of share options – 777195 02 – 156228 –
diluted eps 4282 43378435 99 3099 42536443 73
8 dividends per share
                                                                                                                                                                                                                                    2012 2011
                                                                                                                                                                                             
                                                                                                                                                                                                  per share                               per share
                                                                                                                                                                                                       pence             £’000             pence £’000
final dividend paid 140p 597 130p 552 
interim dividend paid 100p 426 100p 424 
240p 1023 230p 976 
the directors recommend a final dividend of 16p for the financial year ended 30 november 2012 to be paid on 7 june 2013
9 property plant and equipment
                                                                                                                                                                                                                                                           plant
                                                                                                                                                                                                                              assets in       machinery
                                                                                                                                                                                                      land and         course of                and
                                                                                                                                                                                                    buildings    construction       equipment total
                                                                                                                                                                                                         £’000              £’000              £’000 £’000
cost
at 1 december 2010 4172 300 22501 26973 
reclassiﬁcation 11 398 387 –
additions – 465 905 1370 
disposals 2 – 310 312
exchange differences 22 1 95 116
at 30 november 2011 4159 368 23388 27915 
depreciation
at 1 december 2010 1325 – 16989 18314
charge for year 326 – 1318 1644
impairment charge 121 – – 121
disposals 2 – 290 292 
exchange differences 9 – 76 85 
at 30 november 2011 1761 – 17941 19702
net book value at 30 november 2011 2398 368 5447 8213  52  porvair plc annual report  accounts 2012
notes to the consolidated financial statements continued
9 property plant and equipment continued
plant
assets in machinery
land and course of and
buildings construction equipment total
£’000 £’000 £’000 £’000
cost
at 1 december 2011 4159 368 23388 27915 
reclassiﬁcation – 639 639 –
additions 50 651 1079 1780 
acquisitions – 13 78 91 
disposals – – 555 555
exchange differences 45 6 255 306
at 30 november 2012 4164 387 24374 28925
depreciation
at 1 december 2011 1761 – 17941 19702
charge for year 78 – 1251 1329
disposals – – 534 534 
exchange differences 22 – 191 213 
at 30 november 2012 1817 – 18467 20284
net book value at 30 november 2012 2347 387 5907 8641
the net book value of plant machinery and equipment in 2011 included £56000 held under finance leases note 18
the impairment charge in 2011 related to a property held in the microfiltration division
10  goodwill and other intangible assets
trademarks
development knowhow
expenditure software and other
goodwill capitalised capitalised intangibles total
£’000 £’000 £’000 £’000 £’000
at 1 december 2010
cost 54922 1880 975 35 57812 
accumulated amortisation and impairment 18542 632 705 17 19896
net book amount 36380 1248 270 18 37916 
year ended 30 november 2011
opening net book amount 36380 1248 270 18 37916 
additions – – 38 – 38 
impairment charge – 492 – – 492
amortisation charges – 126 159 7 292
exchange differences 85 17 2 – 100
closing net book amount 36295 613 151 11 37070 
at 30 november 2011
cost 54832 1863 1016 35 57746 
accumulated amortisation and impairment 18537 1250 865 24 20676
net book amount 36295 613 151 11 37070 
year ended 30 november 2012
opening net book amount 36295 613 151 11 37070 
additions – – 91 80 171 
acquisitions 2458 – 19 709 3186 
disposals cost – – 157 – 157
disposals amortisation – – 156 – 156 
amortisation charges – 124 117 92 333
exchange differences 87 15 5 3 110
closing net book amount 38666 474 138 705 39983 
at 30 november 2012
cost 57203 1829 962 820 60814 
accumulated amortisation and impairment 18537 1355 824 115 20831
net book amount 38666 474 138 705 39983  53  porvair plc annual report  accounts 2012
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10  goodwill and other intangible assets continued
internally generated intangible assets arising from the group’s product development are recognised only if all conditions are
met as described in the summary of significant accounting policies
amortisation of £333000 2011 £292000 is included in cost of sales in the income statement
the impairment charge in 2011 related to the reduction in the carrying value of a development project in the metals
filtration division
impairment tests for goodwill
goodwill is allocated to the groups cash generating units cgus identified according to its business segment
a segment level summary of the goodwill allocation is presented below
2012 2011
                                                                                                                                                        metals                                                             metals                         
                                                                                                                                                    filtration  microfiltration               total          filtration    microfiltration total
                                                                                                                                                          £’000                £’000              £’000              £’000                £’000 £’000
15285 23381 38666 14845 21450 36295 
the recoverable amount of the goodwill is based on valueinuse calculations the calculations use cash flow projections
based on financial budgets approved by management covering a threeyear period pretax cash flows beyond the threeyear
period are extrapolated using the estimated growth rates stated below
key assumptions used for valueinuse calculations                                                                                                            metals filtration                           microfiltration
                                                                                                                                                                                                              us                  us                    uk germany
budgeted gross margin 33 33 33 33
growth rate used to extrapolate cash ﬂows beyond the budget period 3 3 3 3
weighted average cost of capital 8 8 8 8
these assumptions have been used for the analysis of each operation within the business segment management determined
budgeted gross margin based on past performance and its expectations for the development in its markets the average
growth rates used are consistent with past experience and market expectations the discount rates used are pretax and
reflect specific risks relating to the relevant segments
based on the results of the current period impairment review no impairment charges have been recognised by the group in
the year ended 30 november 2012 having assessed the anticipated future cash flows the directors do not currently foresee
any reasonable changes in assumptions that would lead to such an impairment charge in the year ended 30 november 2012
11  derivative ﬁnancial instruments
                                                                                                                                                                                                                                   2012 2011
                                                                                                                                                                                             
                                                                                                                                                                                                     assets       liabilities             assets liabilities
                                                                                                                                                                                                       £’000              £’000              £’000 £’000
forward foreign exchange contracts – current 67 – 13 –
interest rate swap agreements – cash ﬂow hedges – current – 99 – 180
67 99 13 180
under ifrs the fair value of all forward foreign exchange contracts and currency options are recognised on the balance sheet
with the corresponding entry included within administrative expenses the group recognises all forward foreign exchange
contracts and currency options on the balance sheet at fair value using external market data
derivatives relating to trading activities are classified as a current asset or liability the full fair value of a hedging derivative is
classified as a noncurrent asset or liability if the remaining maturity of the hedged item is more than 12 months and as a
current asset or liability if the maturity of the hedged item is less than 12 months
the notional principal amount of the outstanding us dollar forward foreign exchange contracts at 30 november 2012 is
£68 million 2011 £10 million which mature in december 2012 january 2013 february 2013 march 2013 april 2013
may 2013 november 2013 and june 2014 the notional principal amount of the outstanding euro forward exchange
contract at 30 november 2012 is £nil 2011 £03 million
the group has contracted interest rate swap agreements for us75 million 2011 us10 million of its us borrowings until
december 2013 the group also has contracted interest rate swap agreements for £nil 2011 £1 million of its uk
borrowings the group has accounted for these swap agreements using hedge accounting with gains or losses being
creditedcharged directly to equity 54  porvair plc annual report  accounts 2012
12  inventories
2012 2011
£’000 £’000
raw materials 3001 2746 
work in progress 4036 3290 
finished goods 3221 3020 
10258 9056 
the cost of inventories recognised as an expense and included in cost of sales amounted to £28900000 2011
£24634000 the group has recognised a provision of £253000 2011 £656000 for the writedown of its inventories
during the year ended 30 november 2012 the group has utilised provisions of £349000 2011 £142000 during the year
ended 30 november 2012
13  trade and other receivables
2012 2011
£’000 £’000
trade receivables 11159 10768 
less provision for impairment 275 173
trade receivables – net 10884 10595 
other debtors 76 108 
prepayments 951 901 
11911 11604 
there is no difference between the fair value of trade and other receivables and their carrying value
credit risk in relation to trade receivables
the group has a diverse customer base both geographically and in the number of industries in which it operates
there is credit risk associated with a decline in a particular industry or geographic region to offset this risk the group has
implemented policies that require appropriate credit checks to be performed on significant potential customers before sales
are made customer orders are checked against preset criteria before acceptance and credit control procedures are applied
letters of credit and payments in advance are obtained from customers as appropriate
the group does not hold security over its receivables so was exposed to credit risk in respect of the net trade receivables
balance of £10884000 2011 £10595000 management believe the credit quality of trade receivables which are within
the groups typical payment terms of between 30 and 90 days and which are less than 3 months overdue are good with
£1388000 2011 £1891000 being past due but not impaired at the year end of which £1070000 2011 £1190000
are less than 30 days overdue
2012 2011
                                                                                                                                                          not yet         past due                                  not yet         past due
                                                                                                                                                                due    not impaired         impaired                   due     not impaired impaired
trade receivables                                                                                                                                 £’000              £’000             £’000              £’000              £’000 £’000
not yet due 9278 – –8502 – –
03 months overdue – 1388 45 – 1891 93 
36 months overdue –213 158 – 168 38 
6 months overdue –5 72 – 34 42 
total 9278 1606 275 8502 2093 173 
the group has recognised a provision of £189000 2011 £110000 within administrative expenses for the impairment of its
trade receivables during the year ended 30 november 2012 the group has utilised provisions for impaired receivables of
£87000 2011 £52000 during the year ended 30 november 2012 
foreign exchange risk in relation to trade receivables is disclosed in note 26
notes to the consolidated financial statements continued 55  porvair plc annual report  accounts 2012
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14  cash and cash equivalents
2012 2011
£’000 £’000
cash at bank and in hand 5863 5111 
restricted cash 1412 –
cash and cash equivalents 7275 5111 
cash and cash equivalents includes a restricted balance of £1412000 us2263000 held as a guarantee by a uk bank
against the advance payment bond in relation to the posco contract which will be released no later than 31 august 2015
2011 £nil
the groups cash balances are denominated in the following currencies
2012 2011
£’000 £’000
pounds sterling 246 1928 
us dollar 4899 1882 
euro 1789 1108 
other 341 193 
7275 5111
15  trade and other payables
2012 2011
£’000 £’000
amounts falling due within one year
trade payables 6723 5691 
taxation and social security 560 735 
accruals and deferred income 6945 5929 
14228 12355 
16  construction contracts
2012 2011
£’000 £’000
amounts due from contract customers included in trade and other receivables 589 –
contracts in progress at the balance sheet date
amounts due to contract customers included in trade and other payables 946 –
net amounts due to contract customers 946 –
contract costs incurred plus recognised proﬁts less recognised losses to date 4122 –
less progress billings 5068 –
contracts in progress at the balance sheet date 946 –
at 30 november 2012 retentions held by customers for contract work amounted to £nil 2011 £nil advances received from
customers for contract work amounted to £524000 2011 £nil
the directors consider that the carrying amount due fromto contract customers is a reasonable approximation of their fair value 56  porvair plc annual report  accounts 2012
17  borrowings
2012 2011
£’000 £’000
secured multicurrency revolving credit facility of us15 million 2011 us15 million
maturing in december 2013 with interest at 27 2011 27 above us dollar libor 8395 6492 
secured ﬁve year amortising debt facility of £275 million 2011 £375 million
expiring in december 2013 with interest at 27 2011 27 above libor 2750 3704 
11145 10196 
2012 2011
bank and other loans of the group are repayable as follows £’000 £’000
within one year 1000 865 
one to two years 10145 1000 
two to ﬁve years – 8331 
11145 10196 
the loans are shown net of issue costs of £nil 2011 £135000 which are being amortised over the life of the loan
arrangements the term and multicurrency revolving credit facilities expire in december 2013
at 30 november 2012 the group had £10 million unused facility 2011 £30 million unused facility and an unutilised
£25 million 2011 £25 million overdraft facility
the carrying values of bank borrowings approximate their fair value
the multicurrency facility and amortising debt facility are secured by fixed and floating charges against the group’s assets
on 25 january 2013 the group entered into new five year banking facilities sufficient for its foreseeable needs comprising a
us20 million revolving credit facility a £25 million amortising term loan and a £25 million multicurrency overdraft facility
the groups borrowings are denominated in the following currencies
2012 2011
£’000 £’000
pounds sterling 4750 3704 
us dollar 6395 6492 
11145 10196 
18  finance lease liabilities
2012 2011
£’000 £’000
gross lease liabilities
within one year – 7
– 7
future interest – 1
present value of lease liabilities – 6 
present value of lease liabilities are repayable as follows
within one year – 6
total – 6 
the leases are secured on the assets to which they relate
notes to the consolidated financial statements continued 57  porvair plc annual report  accounts 2012
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19  deferred tax asset
the movement on the groups deferred income tax account is as follows
2012 2011
note £’000 £’000
at 1 december 1400 1652
exchange differences 20 6
income statement charge 6 217 637
tax credited to comprehensive income 565 224
tax credited to equity 228 155
at 30 november 1996 1400
the movement of deferred tax assets and liabilities during the year is as follows
accelerated other short development share
capital term timing fair value costs based retirement
allowances differences gains capitalised payments obligations total
£000 £000 £000 £000 £000 £000 £000
at 1 december 2010 1156 1505 – 481 192 1592 1652 
creditedcharged to income statement 155 854 – 48 75 61 637
credited to equity – – – – 155 – 155 
credited to comprehensive income – – – – – 224 224 
exchange differences 8 – – 2 – – 6 
at 30 november 2011 993 651 – 435 422 1755 1400 
chargedcredited to income statement 292 188 – 137 94 32 217
credited to equity – – – – 228 – 228 
credited to comprehensive income – – – – – 565 565 
exchange differences 19 6 – 7 – – 20 
at 30 november 2012 1266 457 – 291 744 2352 1996 
there were £nil 2011 £876000 of unrecognised deferred tax assets at 30 november 2012 relating to unutilised tax losses
primarily in the us the tax assets in relation to losses incurred in the us had been recognised to the extent that they were
expected to be relieved against future profits
there were no other unprovided deferred tax amounts at 30 november 2012 2011 £nil
20  retirement beneﬁt obligations
2012 2011
£’000 £’000
deﬁned beneﬁt scheme deﬁcit 8351 7020 
additional pension commitments 143 151
8494 7171 
the additional pension commitments arise out of contractual commitments to certain employees outside the scope of the
defined benefit plan these liabilities will crystallise between two and eleven years 
a defined contribution schemes
for its us employees the group operates a defined contribution pension plan the pension plan covering all eligible full
time employees the group contributes 3 of each participants base salary each year to the pension plan in 2012 this
amounted to £153000 2011 £177000 in 2012 the group also made payments of £155000 2011 £159000 to
designated us 401k schemes on behalf of its employees
in the uk after the closure of the defined benefit plan to new members the group introduced a stakeholder plan to be
offered to all new employees total employer contributions in the uk paid to defined contribution schemes were £266000
2011 £246000 58  porvair plc annual report  accounts 2012
20  retirement beneﬁt obligations continued
b defined benefit plan
the group operates a defined benefit pension scheme the porvair plc pension  death benefit plan the ‘plan’ covering a
number of employees in the uk the pension scheme is financed through a separate trust fund administered by trustees with
an independent chairman the plan was closed to new entrants in october 2001
formal valuations of the plan by a professionally qualified actuary are carried out at least every three years using the projected
unit method under this method the current service cost will increase in relation to the salaries of the members in future years
as those members approach retirement the latest available full actuarial valuation was at 1 april 2009 
2009 2006
valuation valuation
assumptions assumptions
the principal actuarial assumptions adopted in the 2009 valuation were 
past service investment return
preretirement 675 675
postretirement 500 475
salary increases 325 400
the actuarial value of the assets on the funding basis was sufficient to cover 57 of the benefits that had accrued to
members after allowing for expected increases in pensionable remuneration and the current funding deficiency amounted to
£104 million the group and the trustees agreed in 2010 to alter the employer’s contributions from 8 of salary to 82 of
salary plus a £175000 contribution towards the running costs of the scheme increasing by 325 per annum the group
has also committed to make additional annual contributions of £300000 per annum increasing by 5 per annum from
december 2010 with an increase to £450000 per annum increasing by 5 per annum from december 2013 to cover the
past service deficit the funding shortfall is expected to be eliminated by december 2027 the next full actuarial valuation of
the scheme will be based on the pension schemes position at 31 march 2012 and is expected to be completed by june
2013
the uk pension charge for the year was £200000 2011 £200000 the funding via employer contributions was £469000
2011 £628000 
the valuation of the deficit in the balance sheet is based on the most recent actuarial valuation of the plan as updated by a
qualified actuary to take account of the market value of the assets and the present value of the liabilities of the plan at
30 november 2012
balance sheet
the financial assumptions used to calculate plan liabilities under ias 19
2012 2011 2010
projected projected projected
valuation method unit unit unit
discount rate 42 48 54
rpi inﬂation rate 28 30 32
cpi inﬂation rate 21 20 25
general salary increases 28 30 32
rate of increase of pensions in payment 21 20 25
rate of increase for deferred pensioners 21 20 25
pre and post retirement mortality
the saps base mortality tables have been used with a 110 multiplier allowing for future improvements of 10 per annum
2011 10 per annum the average life expectancy in years of a pensioner retiring at age 65 on the balance sheet date is
197 2011 196 for men and 223 2011 222 for women 
notes to the consolidated financial statements continued 59  porvair plc annual report  accounts 2012
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20  retirement beneﬁt obligations continued
the assets in the plan with their expected rates of return are
long term long term long term long term long term
expected rate expected rate expected rate expected rate expected rate
of return at value at of return at value at of return at value at of return at value at of return at value at 
30 november 30 november 30 november 30 november 30 november 30 november 30 november 30 november 30 november 30 november
2012 2012 2011 2011 2010 2010 2009 2009 2008 2008
£000 £’000 £’000 £’000 £’000
equities 69 11000 71 10100 82 10300 81 9800 84 8100 
bonds 42 1800 48 8300 54 8000 55 7500 44 6360 
gilts 29 7200 – – – – – – – – 
other 36 149 38 180 39 52 40 47 44 – 
fair value of plan assets 20149 18580 18352 17347 14460 
present value of 
unfunded obligations 28500 25600 23800 25800 18000
deﬁcit in the plan 
excluding deferred tax 8351 7020 5448 8453 3540
the analysis of movement in the deficit in the plan for the year is as follows
2012 2011 2010
£’000 £’000 £’000
deﬁcit at 1 december 7020 5448 8453
contributions paid 469 628 505
current service cost 200 200 200
other ﬁnance expense 400 200 400
actuarial lossesgains 1200 1800 3100 
deficit at 30 november 8351 7020 5448
the reconciliation of plan assets during the year is as follows
2012 2011
£’000 £’000
plan assets at the start of the year 18580 18352 
beneﬁt payments 1200 1100
company contributions 469 628
member contributions 100 100
expected return on assets 800 1100
actual return on assets in excess ofless than expected return 1400 500
plan assets at the end of the year 20149 18580 
the reconciliation of plan liabilities during the year is as follows
2012 2011
£’000 £’000
plan liabilities at the start of the year 25600 23800
current service cost 200 200
interest cost 1200 1300
member contributions 100 100
beneﬁts paid 1200 1100
losses on change in ﬁnancial and demographic assumptions 2600 1300
plan liabilities at the end of the year 28500 25600 60  porvair plc annual report  accounts 2012
20  retirement beneﬁt obligations continued
2012 2011
income statement £’000 £’000
analysis of amounts chargeable to operating proﬁt
current service cost 200 200
amount chargeable to operating proﬁt 200 200
analysis of amounts chargedcredited to other finance income and costs
interest on plan liabilities 1200 1300
expected return on assets in the plan 800 1100 
net amount charged to other ﬁnance income and costs 400 200
total chargeable to the income statement before deduction of tax 600 400
other items
analysis of amounts recognised in the consolidated statement of comprehensive income
actual returnloss on assets in excess of expected return 1400 500
losses on change in ﬁnancial and demographic assumptions 2600 1300
total actuarial loss recognised in the consolidated statement of comprehensive income 1200 1800
cumulative actuarial loss recognised in the consolidated statement of comprehensive income 2000 800
21  provisions for other liabilities and charges
2012 2011
£’000 £’000
at 1 december 107 71
charged to consolidated income statement
– additional provisions – 27 
– unwinding of discount 9 9 
at 30 november 116 107
the provisions arise from a discounted dilapidations provision for leased property which is expected to 
reverse in 2023
2012 2011
analysis of total provisions £’000 £’000
noncurrent 116 107
22  share capital and share premium account
share
number of ordinary premium
shares shares account total
£’000 £’000 £’000
at 30 november 2010 42073640 841 34024 34865
issue of shares on exercise of share options 487232 10 447 457
at 30 november 2011 42560872 851 34471 35322
at 30 november 2011 42560872 851 34471 35322
issue of shares on exercise of share options 51700 1 40 41 
at 30 november 2012 42612572 852 34511 35363
in december 2011 february 2012 and march 2012 51700 ordinary shares of 2p each were issued on the exercise of save
as you earn share options for cash consideration of £41000
notes to the consolidated financial statements continued 61  porvair plc annual report  accounts 2012
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22  share capital and share premium account continued
share options 
share options are granted to executive directors and to selected employees details of share options awarded including
exercise price and performance conditions are disclosed in the report of the remuneration committee on pages 27 to 31
these equitysettled sharebased payments are measured at fair value at the date of grant the fair value determined at the
grant date of the equitysettled sharebased payments is expensed to the income statement on a straightline basis over the
vesting period based on the group’s estimate of shares that will eventually vest the charge is then credited back to reserves
fair value is measured by use of a blackscholes model the expected life used in the model has been adjusted based on
management’s best estimate for the effects of nontransferability exercise restrictions and behavioural considerations
details of the share options are
2012 2011
year of exercise subscription number of number of
scheme grant period price pence shares shares
1997 revenue unapproved 2005 2008 – 2012 9800 – 12000 
2005 emi revenue approved 2006 2009 – 2016 15100 10000 20000 
2005 emi revenue approved 2006 2009 – 2016 13100 162660 172660 
2005 revenue unapproved 2006 2009 – 2016 13100 147340 147340 
2008 3yr save as you earn scheme 2008 2011 – 2012 8000 – 139120 
2005 revenue unapproved 2009 2012 – 2019 6950 350000 350000 
2005 revenue unapproved 2010 2013 – 2020 5700 15000 15000 
2008 long term share plan 2010 2013 – 2020 200 461500 500000 
2008 long term share plan 2011 2014 – 2021 200 425000 465000 
2011 3yr save as you earn scheme 2011 2014 – 2015 9300 239858 279833 
2011 5yr save as you earn scheme 2011 2016 – 2017 9300 192060 192060 
2008 long term share plan 2012 2015 – 2022 200 441000 – 
at 30 november 2444418 2293013 
movements in share options during the year were
2012 2011
weighted weighted
average average 2012 2011 
exercise exercise number of number of
price pence price pence shares shares
at 1 december 5593 7457 2293013 2058810 
options granted 200 4783 486000 936893 
options expired 9800 11371 12000 205000
options forfeited 5086 10577 270895 10458
options exercised 8000 9377 51700 487232
at 30 november 4505 5593 2444418 2293013 
options exercisable at 30 november 9917 11656 670000 404640 
options not exercisable at 30 november 2462 2341 1774418 1888373 
total 4505 5593 2444418 2293013 
exercise 2012 2011 
price number number
scheme pence of shares of shares
options expiring during the year were 1997 9800 12000 – 
1997 11400 – 40000 
2005 11000 – 15000 
2005 11400 – 150000 
at 30 november 12000 205000 
options forfeited during the year were
saye 10800 – 9625 
saye 8000 87420 833 
saye 9300 39975 – 
2005 13100 10000 – 
2005 15100 10000 – 
2008 200 38500 – 
2008 200 40000 – 
2008 200 45000 – 
at 30 november 270895 10458 
year of 
grant
2005
2004
2008
2008
2007
2008
2011
2006
2006
2010
2011
2012 62  porvair plc annual report  accounts 2012
22  share capital and share premium account continued
options exercised during the year were
exercise 2012 2011 
price number number
scheme pence of shares of shares
1997 10150 – 60000 
1997 10350 – 30000 
1997 9800 – 262000 
saye 8000 51700 135232 
at 30 november 51700 487232 
share based payments
30 november 2012
grant date 25105 27106 07306 11008 30109 28110 28110 27111 11011 11011 2212
porvair porvair porvair share porvair porvair porvair porvair share share porvair
1997 2005 2005 save 2005 2005 ltsp ltsp save save ltsp
share share share 2008 share share 2011 2011
scheme option option option option option 3 year 5 year
share price at grant date 9800p 13100p 15100p 9950p 6950p 5700p 5700p 12350p 11625p 11625p 11150p
exercise price 9800p 13100p 15100p 8000p 6950p 5700p 200p 200p 930p 930p 200p
shares under option 274000 330000 40000 470470 350000 15000 500000 465000 279833 192060 486000 
vesting period years 3 3 3 3 3 3 3 3 3 3 3
expected volatility 30 30 30 50 50 30 30 30 30 30 30
expected life years 3 3 3 3 3 3 3 3 3 3 3
risk free rate 475 450 450 500 050 050 050 050 050 050 050
dividend yield 209 160 139 210 180 395 395 186 247 247 215
fair value per option £ 021883 030066 035263 041019 021209 008395 048660 114827 029606 031849 102565
2012 2011
share based payments £’000 £’000
charge for the year 380 280
the expected volatility is based on historic share price movements the directors anticipate it is possible the performance
criteria in relation to certain share options may not be met
23  other reserves
                                                                                                                                                                                                                     2012 2011
                                                                                                                                                                                             
                                                                                                                                                                                               cumulative                             cumulative
                                                                                                                                                                                                 translation        retained       translation retained
                                                                                                                                                                                                      reserve         earnings            reserve earnings
                                                                                                                                                                                                         £’000              £’000              £’000 £’000
at 1 december 883 5886 802 4814
proﬁt for the year attributable to shareholders – 4282 – 3099
dividends paid – 1023 – 976
actuarial losses – 1200 – 1800
tax on actuarial losses – 565 – 224
share based payments – 380 – 280 
tax on share based payments – 228 – 155
interest rate swap cash ﬂow hedge – 81 – 90
exchange differences 271 – 81 – 
at 30 november 612 9199 883 5886
notes to the consolidated financial statements continued 63  porvair plc annual report  accounts 2012
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24  cash generated from operations
2012 2011
£’000 £’000
operating proﬁt 7205 5307 
adjustments for
– non cash pension charge 200 200 
– share based payments 380 280 
– depreciation amortisation and impairment 1662 2549 
– proﬁt on disposal of property plant and equipment 1 34
operating cash ﬂows before movement in working capital 9446 8302 
changes in working capital excluding the effects of exchange differences on consolidation
– increase in inventories 1069 1300
– increase in trade and other receivables 486 331
– increase in payables 1272 1466
increase in working capital 283 165
cash generated from operations 9163 8137
25  acquisitions
acquisition of block digestion business
on 5 december 2011 the group through its subsidiary seal analytical limited purchased the block digestion product range
“block digesters” from aim lab automation technologies pty limited based in australia the product range contributed
external revenues of £04m and a net profit of £01m in the period 5 december 2011 to 30 november 2012 the total
consideration paid was £485000
£’000
purchase consideration
cash paid 485
total purchase consideration 485
fair value of net assets acquired see below 79
goodwill 406
acquisitionrelated costs of £43000 have been charged to administrative expenses in the consolidated income statement in
the year ended 30 november 2012
the goodwill is attributable to the acquired customer base and noncontractual relationships the synergies between the
business acquired and the existing operations of the group and the potential to develop the technologies acquired
the purchase is accounted for as an acquisition
acquirees
fair carrying
value value
£’000 £’000
software 19 –
process technology and knowhow 33 –
inventory 27 27
net assets acquired 79 27
purchase consideration settled in cash 485 
cash outflow on acquisition 485  64  porvair plc annual report  accounts 2012
25  acquisitions continued
acquisition of powdered metal assets from pell industries
on 10 february 2012 the group through selee corporation purchased the trade and assets of pell industries a company
in the powdered metal industry the product line contributed external revenues of £01 million and net profit of £01 million to
the group in the period from 10 february to 30 november 2012 it is estimated that if the acquisition had occurred on 1 december
2011the company would have contributed external revenues of £01 million and a net profit of £01 million for the year ended 30
november 2012 total consideration is up to us500000 £316000 with a us300000 £191000 initial payment and the
remaining us200000 £125000 contingent upon achievement of agreed average monthly revenue from acquisition until the
latter part of 2013 the contingent consideration may be paid in cash or shares at the group’s option the group expects the
contingent consideration to be paid in full in cash the purchase is accounted for as an acquisition
£’000
purchase consideration
cash paid 191 
contingent consideration 125 
total purchase consideration 316 
fair value of net assets acquired see below 45
goodwill 271
acquisitionrelated costs of £14000 have been charged to administrative expenses in the consolidated income statement in
the year ended 30 november 2012
the goodwill is attributable to the acquired noncontractual customer relationships the process synergies and the potential
for development expected to arise after the acquisition
acquiree’s
fair carrying
value value
£’000 £’000
property plant and equipment 13 – 
process technology and knowhow 32 – 
net assets acquired 45 –
purchase consideration settled in cash 191 
cash outflow on acquistion 191 
acquisition of trade and assets from pulse instrumentation
on 17 april 2012 the group through seal analytical inc purchased the trade and assets of pulse instrumentation 1992 ltd
a laboratory consumables company based in canada the business contributed external revenues of £09 million to the
group in the period 17 april to 30 november 2012 and profit of £01 million it is estimated that if the acquisition had occurred
on 1 december 2011 the acquisition would have contributed external revenues of £14 million and a £02 million net profit for
the year ended 30 november 2012 total consideration is up to can4289000 £2716000 with a can3789000
£2400000 initial payment can400000 £253000 contingent upon cumulative revenue in the 6 months after acquisition
to 31 october 2012 and can100000 £63000 deferred until 2 january 2013 £253000 paid and held in escrow has been
released on revenue performance for the six months following acquisition
£’000
purchase consideration
cash paid 2400
contingent consideration paid on 15 november 2012 253
deferred consideration 63
total purchase consideration 2716 
fair value of net assets acquired see below 935
goodwill 1781
acquisitionrelated costs of £65000 have been charged to administrative expenses in the consolidated income statement in
the year ended 30 november 2012
the purchase is accounted for as an acquisition
notes to the consolidated financial statements continued 65  porvair plc annual report  accounts 2012
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25  acquisitions continued
the goodwill is attributable to the acquired customer base the synergies between the business acquired and the existing
operations of the group and the potential to develop the acquired technologies the goodwill is also attributable to the
strategic benefits that arise from broadening the range of consumable products offered to the groups existing customer base
and the potential for economies of scale that will accrue to the group
provisional acquiree’s
fair carrying
value value
£’000 £’000
property plant and equipment 78 80 
noncompetition agreements included in intangible assets 628 – 
internet domain names 16 – 
inventory 213 637
net assets acquired 935 717
purchase consideration settled in cash 2653
cash outflow on acquisition 2653
26  financial risk management
the group’s activities expose it to a variety of financial risks market risk including foreign exchange risk and interest rate cash
flow risk credit risk and liquidity risk the groups overall risk management programme is disclosed on pages 17 to 19 and
page 22 of the directors report the group uses derivative financial instruments to hedge certain risk exposures
foreign exchange risk
the group operates internationally and is exposed to foreign exchange risk arising from various currency exposures primarily
in respect of the us dollar and the euro foreign exchange risk arises from future commercial transactions recognised assets
and liabilities and net investments in foreign operations
i us dollar
the group has investments in its us based subsidiaries denominated in us dollars currency exposure arising from the net
assets of the group’s us operations is managed through borrowings denominated in us dollars
the uk operations generate significant us dollar revenues and forward contracts are used to reduce the impact of
movements in the us dollar exchange rate
the group has the following outstanding us dollar forward contracts
2012 2011
’000 ’000
outstanding forward contracts 10960 1500
the group has the following current assets and liabilities denominated in us dollars
2012 2011
’000 ’000
trade receivables denominated in us dollars 9278 8965
other receivables denominated in us dollars 8185 5087
cash balances denominated in us dollars 7852 2960
trade payables denominated in us dollars 4103 3978
other payables denominated in us dollars 7823 2014
13389 11020
if the us dollar exchange rate were to move by 10 against sterling the group would make the following gainslosses
2012 2011
£’000 £’000
us dollar strengthens 928 779 
us dollar weakens 758 636 66  porvair plc annual report  accounts 2012
26  financial risk management continued
ii euro
the group has investments in its european based subsidiaries denominated in euros currency exposure arising from the net
assets of the group’s european operations is managed through net purchases from suppliers as a partial natural hedge
the uk operations generate euro revenues and forward contracts are used to reduce the impact of euro exchange rate
movements
the group has the following outstanding euro forward contracts
2012 2011
€’000 €’000 
outstanding forward contracts – 375 
the group has the following current assets and liabilities denominated in euros
2012 2011
€’000 €’000 
trade receivables denominated in euros 1937 1882 
other receivables denominated in euros 1113 828 
cash balances denominated in euros 2205 1295 
trade payables denominated in euros 1340 1055
other payables denominated in euros 535 469
3380 2481 
if the euro exchange rate were to move by 10 against sterling the group would make the following gainslosses
2012 2011
£’000 £’000
euro strengthens 306 236 
euro weakens 250 194
cash flow interest rate risk
the group’s interest rate risk arises from borrowings borrowings in the years ended 30 november 2012 and 2011 carry
interest at variable rates and are denominated in us dollars and sterling the group has entered into interest rate swap
agreements on 73 2011 97 of the us denominated borrowings to reduce the impact of future changes in us interest
rates on 12 december 2011 an interest rate swap agreement expired reducing the fixed proportion of us denominated
borrowings to 73 the group has entered into an interest rate swap agreement on nil 2011 27 of the sterling
denominated borrowings to reduce the impact of future changes in uk interest rates
the group is exposed to cash flow risk in respect of loans not covered by the interest rate swap agreements
if interest rates had been 05 higherlower on borrowings throughout the year with all other variables held constant the post
tax profit for the year would have been £31000 2011 £36000 lowerhigher respectively
credit risk
credit risk is disclosed in note 13
liquidity risk
banking facilities including a maturity profile are disclosed in note 17 the amortising debt commits the group to quarterly
repayments of principal of £250000 2011 £250000 interest is payable based on the length of the revolving facilities
typically between 1 and 3 months and on a quarterly basis for the term loan the group is required to meet banking
covenants on a quarterly basis whilst the group has sufficient cash reserves and expects future trading to enable it to meet
its cash flow obligations should trading performance prevent it from doing so then the lender has recourse over the group’s
assets
the table on page 67 analyses the group’s nonderivative financial liabilities and netsettled derivative financial liabilities into
relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date
derivative financial liabilities are included in the analysis to the extent their contractual maturities are essential for an
understanding of the timing of cash flows the amounts disclosed are the contractual undiscounted cash flows
notes to the consolidated financial statements continued 67  porvair plc annual report  accounts 2012
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26  financial risk management continued
                                                                                                                                                                                                                             less than      between 1 between 2
                                                                                                                                                                                                                                  1 year     and 2 years and 5 years
30 november 2012                                                                                                                            £’000              £’000 £’000
borrowings excluding ﬁnance lease liabilities 1411 10178 – 
derivatives excluding foreign exchange 96 3 – 
trade and other payables 13668 – – 
15175 10181 – 
                                                                                                                                                                                                                             less than      between 1 between 2
                                                                                                                                                                                                                                  1 year     and 2 years and 5 years
30 november 2011                                                                                                                             £’000              £’000 £’000
borrowings excluding ﬁnance lease liabilities 1399 1361 8360 
finance lease liabilities 7 – – 
derivatives excluding foreign exchange 108 72 – 
trade and other payables 11620 – – 
13134 1433 8360 
the table below analyses financial instruments carried at fair value by valuation method the different levels have been
defined below
• quoted prices in active markets for identical assets or liabilities level 1
• inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly that is as 
prices or indirectly that is derived from prices level 2
• inputs for the asset or liability that are not based on observable market data that is unobservable inputs level 3
                                                                                                                                                                                                          level 1            level 2            level 3 total
30 november 2012                                                                                                                                                              £’000              £’000              £’000 £’000
financial assets at fair value through proﬁt or loss
– trading derivatives – 67 – 67
derivatives used for hedging – 99 – 99
– 32 – 32
                                                                                                                                                                                                          level 1            level 2            level 3 total
30 november 2011                                                                                                                                                                £’000              £’000              £’000 £’000
financial liabilities at fair value through proﬁt or loss 
– trading derivatives – 13 – 13 
derivatives used for hedging – 180 – 180
– 167 – 167
the fair value of financial instruments that are not traded in an active market for example overthecounter derivatives is
determined by using valuation techniques these valuation techniques maximise the use of observable market data where it is
available and rely as little as possible on entity specific estimates if all significant inputs required to fair value an instrument are
observable the instrument is included in level 2
capital risk management
the group’s objectives when managing capital are to safeguard the group’s ability to operate as a going concern in order to
provide returns to shareholders benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost
of capital in order to adjust the capital structure the group may adjust the amount of dividends paid to shareholders return
capital to shareholders issue new shares or sell assets to reduce debt
the group monitors capital on the basis of the gearing ratio this ratio is calculated as net debt divided by total capital net
debt is calculated as total borrowings as shown in the consolidated balance sheet less cash and cash equivalents total
capital is calculated as ‘equity’ as shown in the consolidated balance sheet the gearing ratio at 30 november 2012 was 9
2011 12 which is in line with the group’s repayments of its borrowings 
the group’s borrowings are subject to certain covenant restrictions imposed by the bank these covenants have been fully
complied with during the year ended 30 november 2012 68  porvair plc annual report  accounts 2012
27  contingent liabilities
on 21 november 2011 and 21 december 2011 the group entered into advanced payment bonds totalling us4526000
relating to monies received on a contract in advance the bonds require the amount to be repaid in the event delivery is not
made within certain parameters the advanced payment bonds are released 30 days after despatch and in any event no later
than august 2015 also on 21 november 2011 the group entered into a performance bond totalling us981000 the bond
is released after a warranty period and in any event no later than august 2016
28  commitments
capital and other financial commitments
contracts placed for future capital expenditure not provided in the financial statements at 30 november 2012 were £161000
2011 £150000
operating lease commitments – minimum lease payments
                                                                                                                                                                                                                                    2012 2011
                                                                                                                                                                                             
                                                                                                                                                                                                   land and                                land and
                                                                                                                                                                                                      buildings              other         buildings other
                                                                                                                                                                                                            £’000              £’000              £’000 £’000
future aggregate minimum lease payments in respect of leases expiring in
no later than one year 1078 176 351 122 
later than one year and no later than ﬁve years 3500 140 1558 306 
later than ﬁve years 2286 – 6139 – 
6864 316 8048 428
29  post balance sheet events
on 11 january 2013 the group announced that it had signed an £113 million contract with the uk government for the
design and manufacture of a nuclear remediation filtration system the financial impact of the contract will be spread over 
two to three years commencing in 2013 certain aspects of the project require further engineering and the precise timing 
of deliveries is yet to be determined
on 25 january 2013 the group entered into new five year banking facilities sufficient for its foreseeable needs comprising a
us20 million revolving credit facility a £25 million amortising term loan and a £25 million multicurrency overdraft facility
30  key management compensation
the board of directors including the nonexecutive directors are classified as key management their remuneration is
shown in the report of the remuneration committee
2012 2011
£’000 £’000
salaries and other short term employee beneﬁts 969 899
post employment beneﬁts 66 45
share based payments 330 239
1365 1183
31  principal subsidiaries
the principal operating companies at 30 november 2012 are as follows
                                                                                                                                                                                                                                                  country of
                                                                                                                                                                                                                                                incorporation
name                                                                                                                                                                                                                                     and operation  holding
selee corporation held indirectly usa 100
porvair selee advanced materials wuhan co limited held indirectly china 100
porvair filtration group inc held indirectly usa 100
porvair filtration group limited held indirectly england 100
porvair sciences limited held indirectly england 100
seal analytical limited england 100
seal analytical gmbh held indirectly germany 100
seal analytical inc held indirectly usa 100
seal analytical shanghai company limited china 100
the other subsidiaries which are either dormant or non trading are disclosed on the annual return
notes to the consolidated financial statements continued 69  porvair plc annual report  accounts 2012
our business governance group
accounts
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we have audited the parent company financial statements
of porvair plc for the year ended 30 november 2012 which
comprise the parent company balance sheet under uk
gaap the company loss for the financial year the parent
company reconciliation of movements in shareholders’ funds
and the related notes the financial reporting framework that
has been applied in their preparation is applicable law and
united kingdom accounting standards united kingdom
generally accepted accounting practice
respective responsibilities of directors and auditors 
as explained more fully in the statement of directors’
responsibilities set out on page 24 the directors are
responsible for the preparation of the parent company
financial statements and for being satisfied that they give
a true and fair view our responsibility is to audit and express
an opinion on the parent company financial statements in
accordance with applicable law and international standards
on auditing uk and ireland those standards require us
to comply with the auditing practices board’s ethical
standards for auditors 
this report including the opinions has been prepared
for and only for the company’s members as a body in
accordance with chapter 3 of part 16 of the companies act
2006 and for no other purpose we do not in giving these
opinions accept or assume responsibility for any other
purpose or to any other person to whom this report is
shown or into whose hands it may come save where
expressly agreed by our prior consent in writing
scope of the audit of the financial statements
an audit involves obtaining evidence about the amounts
and disclosures in the financial statements sufficient to
give reasonable assurance that the financial statements
are free from material misstatement whether caused by
fraud or error this includes an assessment of whether the
accounting policies are appropriate to the parent company’s
circumstances and have been consistently applied and
adequately disclosed the reasonableness of significant
accounting estimates made by the directors and the overall
presentation of the financial statements in addition we read
all the financial and nonfinancial information in the annual
report to identify material inconsistencies with the audited
financial statements if we become aware of any apparent
material misstatements or inconsistencies we consider
the implications for our report
opinion on financial statements 
in our opinion the parent company financial statements 
• give a true and fair view of the state of the company’s
affairs as at 30 november 2012
• have been properly prepared in accordance with united
kingdom generally accepted accounting practice and 
• have been prepared in accordance with the requirements
of the companies act 2006 
opinion on other matters prescribed by the
companies act 2006 
in our opinion 
• the part of the directors’ remuneration report to be
audited has been properly prepared in accordance with
the companies act 2006 and 
• the information given in the directors’ report for the
financial year for which the parent company financial
statements are prepared is consistent with the parent
company financial statements 
matters on which we are required to report by exception 
we have nothing to report in respect of the following matters
where the companies act 2006 requires us to report to you
if in our opinion 
• adequate accounting records have not been kept by the
parent company or returns adequate for our audit have
not been received from branches not visited by us or 
• the parent company financial statements and the part of
the directors’ remuneration report to be audited are not
in agreement with the accounting records and returns or 
• certain disclosures of directors’ remuneration specified by
law are not made or 
• we have not received all the information and explanations
we require for our audit 
other matter 
we have reported separately on the group financial
statements of porvair plc for the year ended
30 november 2012 
christopher maw senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
cambridge
25 january 2013
independent auditors’ report to the members of porvair plc 70  porvair plc annual report  accounts 2012
company registered number 1661935
                                                                                                                                                                                                                                                            2012 2011
as at 30 november                                                                                                                                                                                                       note              £’000 £’000
fixed assets
tangible assets 4 17 34 
investments 5 58271 61694 
58288 61728 
current assets
debtors amounts falling due after more than one year 6 258 173 
debtors amounts falling due within one year 6 116 196 
374 369 
cash at bank and in hand 7 1412 –
1786 369 
creditors amounts falling due within one year 8 11677 13494
net current liabilities 9891 13125
total assets less current liabilities 48397 48603 
creditors amounts falling due after more than one year 8 10288 9482
net assets 38109 39121 
capital and reserves
called up share capital 11 852 851 
share premium account 12 34511 34471 
exchange reserves 12 839 808
proﬁt and loss account 12 3585 4607 
total shareholders funds 38109 39121 
the financial statements on pages 70 to 76 were approved by the board of directors on 25 january 2013 and were signed
on its behalf by
b d w stocks 
c p tyler
porvair plc – parent company balance sheet under uk gaap 71  porvair plc annual report  accounts 2012
our business governance group
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as permitted by section 408 of the companies act 2006 no profit and loss account is presented for the holding company 
the loss for the financial year is £379000 2011 £631000
parent company – reconciliation of movements in shareholders’ funds
                                                                                                                                                                                                                                                            2012 2011
for the year ended 30 november                                                                                                                                                                                  note              £’000 £’000
loss for the financial year 379 631
dividends 1023 976
1402 1607
exchange differences 12 31 324
net proceeds from issue of ordinary share capital 41 457
share based payments 12 380 280 
net decrease in shareholders funds 1012 546
opening shareholders’ funds 39121 39667
closing shareholders funds 38109 39121
company loss for the financial year 72  porvair plc annual report  accounts 2012
1 summary of signiﬁcant accounting policies
these financial statements have been prepared on a going concern basis under the historical cost convention and in
accordance with the companies act 2006 and applicable uk accounting standards a summary of the more important
accounting policies is set out below which have been applied on a consistent basis with the previous year except
where noted
tangible fixed assets
tangible fixed assets are capitalised at cost and are depreciated by equal annual amounts over their estimated useful lives
annual depreciation rates are 10 to 3333 straight line for plant machinery and equipment
fixed asset investments
investments held as fixed assets are stated at cost less provision for permanent diminution in value
impairment of assets
assets are regularly reviewed to confirm their carrying values where the expected realisable value is lower than the book
value the excess of book value is charged to the profit and loss account during the period 
patents and trademarks
all expenditure on the registration renewal and maintenance of patents and trademarks is expensed as incurred
foreign exchange
monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at
the end of the financial year
exchange differences arising on retranslation of nonmonetary assets and liabilities are recognised directly to the exchange
reserve all other foreign exchange differences are taken to the profit and loss account in the year in which they arise
deferred taxation
the charge for tax is based on the profit for the year and takes into account tax deferred or accelerated because of timing
differences between the treatment of certain items for accounting and tax purposes full provision is made for deferred tax
resulting from timing differences between profits computed for tax purposes and profits stated in the financial statements to
the extent that there is an obligation to pay more tax in the future as a result of the reversal of those timing differences
deferred tax assets are recognised to the extent that they are expected to be recoverable and are measured on a non
discounted basis based on tax rates and laws enacted or substantively enacted at the balance sheet date
pensions
pension costs for defined benefit and defined contribution schemes are charged to the profit and loss account as incurred
the company participates in the group’s defined benefit pension scheme which is closed to new members the porvair plc
pension and death benefit plan the company includes only the cost of its contributions to the scheme in its profit and loss
account for the year because the structure of the scheme is such that it does not enable any individual group company to
identify its shares of the assets and liabilities of the scheme
share based payments
the company has applied the requirements of frs 20 share based payments in accordance with the transitional
provisions frs 20 has been applied to all grants of equity instruments after 7 november 2002 that were unvested as of
1 january 2005
where the parent company has granted rights over its equity instruments to the employees of subsidiary companies there is
a corresponding increase recognised in the investment in subsidiary undertakings in those years
the company issues equity settled share based payments to certain employees equity settled share based payments are
measured at fair value at the date of grant the fair value determined at the grant date of the equity settled share based
payments is expensed on a straight line basis over the vesting period based on the company’s estimate of shares that will
eventually vest the charge is then credited back to reserves
at each balance sheet date the company revises its estimates of the number of share options that are expected to vest
it recognises the impact of the revisions to original estimates if any in the profit and loss account or if relating to a subsidiary
undertaking in investment in subsidiary undertakings with a corresponding adjustment to equity
fair value is measured by use of a blackscholes model the expected life used in the model has been adjusted based on
management’s best estimate for the effects of nontransferability exercise restrictions and behavioural considerations
operating leases
rentals payable under operating leases are charged to the profit and loss account on a straightline basis over the term of the
relevant lease
borrowing costs
all borrowing costs are typically recognised in profit or loss in the period in which they are incurred borrowing costs incurred
in the arrangement of new facilities are capitalised and subsequently recognised in the profit and loss account over the period
of the borrowings
related party transactions
the company has taken advantage of the exemption available to parent companies under frs 8 related party disclosures
not to disclose transactions and balances with wholly owned subsidiaries
notes to the financial statements 73  porvair plc annual report  accounts 2012
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2 loss on ordinary activities before taxation
                                                                                                                                                                                                                                                            2012 2011
loss on ordinary activities before taxation is stated after charging                                                                                       £’000 £’000
staff costs
wages and salaries 1145 1063 
social security costs 93 110 
other pension costs 94 69 
share based payments 341 258 
1673 1500 
average monthly number of employees – administrative 7 7 
directors share based payments are shown in note 30 of the group’s financial statements
services provided by the companys auditors and network firms
during the year the company obtained the following services from the companys auditors at costs as detailed below
fees payable to company auditors for audit of parent company ﬁnancial statements 12 13
tax services – compliance 15 21
tax services – advisory 13 13
40 47
in addition to the above services the companys auditors acted as auditors to the porvair plc pension and death benefit
plan the appointment of auditors to the group’s pension plan and the fees paid in respect of those audits are agreed by the
trustees who act independently from the management of the company the aggregate fees paid to the companys auditors
for the audit services to the pension plan during the year were £13000 2011 £13000
3 directors’ emoluments
detailed disclosures of directors’ individual remuneration and share options are given in the report of the remuneration
committee on pages 27 to 31
4 tangible ﬁxed assets
                                                                                                                                                                                                                                                                    plant
                                                                                                                                                                                                                                                                    machinery and
                                                                                                                                                                                                                                                                    equipment
                                                                                                                                                                                                                                                                    £’000
cost
at 1 december 2011 171 
additions 1 
at 30 november 2012 172
depreciation
at 1 december 2011 137
charge for year 18
at 30 november 2012 155
net book value
at 30 november 2012 17
at 30 november 2011 34 
there were no capital commitments authorised and contracted for in the company at 30 november 2012 2011 £nil 74  porvair plc annual report  accounts 2012
5 fixed asset investments
                                                                                                                                                                             2012                                                               2011
                                                                                                                                                
                                                                                                                                              investment in         loans to                          investment in          loans to
                                                                                                                                                     subsidiary      subsidiary                              subsidiary        subsidiary
                                                                                                                                                undertakings undertakings               total   undertakings   undertakings total
                                                                                                                                                             £’000              £’000              £’000              £’000              £’000 £’000
cost
at 1 december 48104 29664 77768 47977 32481 80458 
additions in the year ––– 105 – 105 
repayments – 3309 3309 – 2731 2731
capital contributions arising from frs 20
share based payments charge 39 – 39 22 – 22
exchange differences – 153 153 – 86 86
at 30 november 48143 26202 74345 48104 29664 77768 
provisions
at 1 december 2598 13476 16074 2598 13476 16074
at 30 november 2598 13476 16074 2598 13476 16074
net book value
at 30 november 45545 12726 58271 45506 16188 61694 
at 1 december 45506 16188 61694 45379 19005 64384 
the addition in 2011 relates to an investment in seal analytical shanghai company limited of £105000
the capital contributions arising from frs 20 charges represents the company granting rights over its equity instruments to
the employees of subsidiary undertakings this results in a corresponding increase in investments in subsidiary undertakings
details of the principal subsidiary undertakings are given in note 31 of the group financial statements
the directors believe that the carrying value of the investments is supported by their underlying net assets
6 debtors
2012 2011
note £’000 £’000
amounts falling due within one year
corporation tax recoverable 70 174 
prepayments 46 22 
116 196 
amounts falling due after more than one year
deferred taxation 10 258 173 
258 173 
7 cash at bank and in hand
2012 2011
£’000 £’000
restricted cash 1412 –
cash and cash equivalents 1412 –
cash and cash equivalents includes a restricted balance of £1412000 us2263000 held as a guarantee by a uk bank
against the advance payment bond in relation to the posco contract and will be released no later than 31 august 2015
2011 £nil
notes to the financial statements continued 75  porvair plc annual report  accounts 2012
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8 creditors
2012 2011
note £’000 £’000
amounts falling due within one year
bank overdraft and other loans 9 10383 12551 
trade creditors 122 55 
taxation and social security 35 62 
accruals and deferred income 1137 826 
11677 13494 
amounts falling due after more than one year
bank loans 9 10145 9331 
retirement obligations 143 151 
10288 9482 
9 bank overdraft and other loans
2012 2011
£’000 £’000
secured multicurrency revolving credit facility of us15 million 2011 us15 million 
maturing in december 2013 with interest at 270 2011 270 above us dollar libor 8395 6492 
secured ﬁve year amortising debt facility of £275 million 2011 £375 million 
expiring in december 2013 with interest at 270 2011 270 above libor 2750 3704 
bank overdraft offset against cash balances in other group companies under a 
group banking offset arrangement 9383 11686 
20528 21882 
2012 2011
£’000 £’000
bank and other loans of the company are repayable as follows
within one year 10383 12551 
one to two years 10145 1000 
two to ﬁve years – 8331 
20528 21882 
the loans are shown net of issue costs of £nil 2011 £135000 which are being amortised over the life of the loan
arrangements the term and multicurrency revolving credit facilities expire in december 2013
at 30 november 2012 the company had a £10 million unused facility 2011 £30 million unused facility and an unutilised
£25 million 2011 £25 million overdraft facility
on 25 january 2013 the group signed a new five year banking facility agreement providing a us20 million revolving credit
facility a £25 million amortising term loan and a £25 million overdraft
the carrying values of bank borrowings approximate to their fair value
the multicurrency facility and amortising debt facility are secured by fixed and floating charges against the assets of the
company and its subsidiaries 76  porvair plc annual report  accounts 2012
10  provisions for liabilities and charges
under frs 19 the company provides for deferred tax on a full provision basis deferred tax assets in the accounts have been
recognised as follows
2012 2011
assets £’000 £’000
accelerated capital allowances 4 1 
short term timing differences 254 172 
258 173 
there were no unrecognised deferred tax amounts at 30 november 2012 2011 £nil
during the year as a result of the change in uk corporation tax rates which will be effective from 1 april 2013 deferred tax
balances have been remeasured deferred tax relating to timing differences which are expected to reverse prior to 1 april
2013 is measured at 24 and deferred tax relating to timing differences expected to reverse after 1 april 2013 is measured at
the tax rate of 23 as these are the rates that will apply on reversal a further reduction has been proposed to reduce the rate
to 21 from 1 april 2014 although this has not yet been substantively enacted
the deferred tax asset in the table above has been included in debtors amounts falling due after more than one year note 6
11  called up share capital
2012 2011
£’000 £’000
allotted and fully paid
42612572 ordinary shares of 2 pence each 2011 42560872 852 851 
details of shares issued and share options are disclosed in note 22 of the group financial statements
12  reserves
                                                                                                                                                                                                                                   share                       profit and
                                                                                                                                                                                                                               premium        exchange loss
                                                                                                                                                                                                                               account          reserves account
                                                                                                                                                                                                                                   £’000              £’000 £’000
at 1 december 2011 34471 808 4607 
premium on shares issued 40 – –
deﬁcit for the year – – 1402
exchange differences –31 –
share based payments – – 380 
at 30 november 2012 34511 839 3585 
the distributable reserves comprise the net amounts of the exchange reserve and the profit and loss account
13  contingent liabilities
on 21 november 2011 the company entered into an advanced payment bond totalling us2263000 relating to monies
received on a contract in advance the bond requires this amount to be repaid in the event delivery is not made within certain
parameters the advanced payment bond is released 30 days after despatch and in any event no later than august 2015
the companys restricted cash is held as a security for this bond
14  financial commitments
at 30 november 2012 the company had annual commitments under noncancellable operating leases expiring as follows
                                                                                                                                                                                                                     2012                                      2011
                                                                                                                                                                                             
                                                                                                                                                                                                    land and                               land and
                                                                                                                                                                                                      buildings              other         buildings other
                                                                                                                                                                                                           £’000              £’000              £’000 £’000
commitments under noncancellable operating leases expiring
later than one year and less than ﬁve years 48 – 48 2 
notes to the financial statements continued accounts accounts information
shareholder information
registrar services
our shareholder register is managed and administered by capita registrars capita should be able to help you with most
questions you have in relation to your holding in porvair plc shares
capita can be contacted at
capita registrars
the registry
34 beckenham road
beckenham
kent br3 4tu
wwwcapitaregistrarscom
telephone 0871 664 0300 calls cost 10p a minute plus network extras lines are open 830am530pm monfri 
from outside the uk 44 0 20 8639 3399 email ssdcapitaregistrarscom
in addition capita offers a range of other services to shareholders including a share dealing service and a share portal to manage
your holdings
share dealing service
a share dealing service is available to existing shareholders to buy or sell the company’s shares via capita share dealing services
online and telephone dealing facilities provide an easy to access and simple to use service
for further information on this service or to buy or sell shares please contact
wwwcapitadealcom – online dealing
0870 458 4577 – telephone dealing
please note that the directors of the company are not seeking to encourage shareholders to either buy or sell their shares
shareholders in any doubt as to what action to take are recommended to seek financial advice from an independent financial
adviser authorised by the financial services and markets act 2000
77  porvair plc annual report  accounts 2012
our business governance group
accounts
company
accounts
other
information financial calendar 2013
30 november 2012
financial year end 2012
28 january 2013
full year 2012 results
16 april 2013
agminterim management statement
01 may 2013
exdividend date
03 may 2013
record date for dividend
31 may 2013
half year 2013 period end
07 june 2013
payment date for dividend
24 june 2013
half year 2013 results announcement
31 july 2013
exdividend date
02 august 2013
record date for dividend
07 september 2013
payment date for dividend
october 2013
interim management statement
30 november 2013
financial year end 2013
28 january 2014
full year 2013 results
78  porvair plc annual report  accounts 2012 accounts accounts information
79  porvair plc annual report  accounts 2012
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company secretary 
and registered office
chris tyler
porvair plc
7 regis place
bergen way
king’s lynn pe30 2jn
telephone 44 01553 765500
fax 44 01553 765599
wwwporvaircom
company registration number
1661935
independent auditors
pricewaterhousecoopers llp
chartered accountants and statutory auditors
abacus house
castle park
cambridge cb3 0an
principal bankers
barclays bank plc
barclays commercial bank
po box 885
mortlock house
station road
histon
cambridge cb24 9de
registrars and transfer office
capita registrars
the registry
34 beckenham road
beckenham
kent br3 4tu
solicitors
travers smith llp
10 snow hill
london ec1a 2al
stockbrokers
peel hunt llp
moor house
120 london wall
london ec2y 5et
contact details and advisers 80  porvair plc annual report  accounts 2012
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telephone 44 01553 765500
fax 44 01553 765599
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Summary:
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“porvair’s strategic direction and operating
objectives have remained consistent for several
years in the five years since 2007  revenue has
grown by 68 11 cagr”
overview
porvair continued to make progress towards
its financial and strategic objectives in 2012
thereby enhancing its prospects for 2013
revenues grew to £765 million and profit
before tax increased to £63 million these are
record results for the group cash generated
from operations increased to £92 million 
and net debt reduced to £39 million after
spending £33 million on acquisitions the
metals filtration division increased revenues by
8 to £280 million 2011 £259 million the
microfiltration division increased revenues by
15 to £485 million 2011 £422 million
porvair’s strategic direction and operating
objectives have remained consistent for several
years in the five years since 2007 revenue has
grown by 68 11 cagr over £35 million
has been generated in cash from operations
and in 2012 the group’s after tax operating
profit return on operating capital was 30
progress made against the group’s strategic
objectives in 2012 include
metals filtration
• delivery of further revenue and margin
growth as the benefits of new product
development and production streamlining
show through
• trials of the next generation of filter products
which were successful with initial trial 
orders received
• expansion of capabilities in the plant 
in china
• a small technology acquisition pell was 
fully integrated
microfiltration
• 20 growth in aviation driven by long term
supply contracts for both new build and
aftermarket
• first shipments of the posco contract
further shipments are expected in 2013 
• an £113 million contract with the uk 
government for nuclear remediation signed
in january 2013
• strong underlying growth in the division’s 
us operation
• 13 growth at seal analytical helped 
by two small acquisitions both now fully
integrated
porvair’s activities and strategy
porvair specialises in filtration and related
environmental technology the group has two
divisions the microfiltration division principally
serves aviation environmental laboratory and
energy markets the metals filtration division
serves global aluminium nafta iron foundry
and superalloy markets these are niche
markets which have clear structural drivers 
of growth over 80 of sales are from
consumable products for which replacement
sales recur at regular intervals
the group manufactures in the uk us
germany and china
porvair’s strategy for growth and the creation
of sustainable shareholder value is to
develop filtration and environmental technology
positions in markets where typically
• specialist design or engineering skills win
business
• regulation or quality accreditation
requirements mandate product use
• consumable products which protect more
costly downstream components are often
replaced as part of a maintenance routine
• products once designed into a specification
have long lifecycles
focus on selected markets which have 
good long term growth prospects and are
fundamentally cash generative aviation
energy  industrial environmental laboratory
supplies and aluminium filtration
invest consistently in new product
development 
expand geographically where appropriate 
in our chosen markets
use surplus cash to acquire complementary
businesses that meet group financial and
commercial criteria
generate sufficient cash to sustain a
progressive dividend policy and maintain 
an appropriately funded balance sheet
ben stocks
group chief executive
chief executive’s report
07  porvair plc annual report  accounts 2012
summary performance
• consistent strategic direction 
• strong financial performance
– revenue up 12
– profit before tax up 40 
• 30 return on operating
capital
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financial highlights 2012
2012 2011
£m £m growth 
revenue 765 681 12
proﬁt before tax 63 45 40
cash generated from 
operations 92 81 13
net debt 39 51 24
07  porvair plc annual report  accounts 2012
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08  porvair plc annual report  accounts 2012
operating review
divisional performance – metals filtration
revenues increased by 8 and operating
profits grew 63 cash generated from
operations was £48 million 2011 £17 million
these are record results for metals filtration
the division’s improved performance is driven
by both margin and market share growth
chiefly from three patented products
introduced in recent years selee csx™ 
for aluminium filtration selee sa™ for nico
alloy filtration and selee ic™ for the filtration
of gray and ductile iron all three are fully
accepted by our customer base to whom they
offer either a better environmental solution or
better filtration efficiency or both these are
steadily being introduced to new customers
and are winning market share as a result
these new products contribute better margins
to the business and enable manufacturing to
be streamlined in the usa they also enable
the division to work on input costs and
operating efficiencies where steady incremental
improvements have been made since 2010
the division ran at high levels of production
efficiency and customer service during 2012
after a highly cash generative year with
operating profit conversion to cash of 200
we expect to make several investments in the
division in 2013 as noted at the half year we
have started a new cycle of investment in
facilities plant and people in china part of a
settled strategy for the division that will pursue
opportunities in certain niche markets in asia
we will also be investing in the next generation
of new products to be made in the usa 
pell industries was acquired during the year
this was a small acquisition that has been 
fully integrated with no additional overhead
the pell process is novel and results in
products with longer lifecycles than
competitive materials we have started to
incorporate this knowhow into our wider
product range and are seeing sales
opportunities as a result
the division had a strong first half of 2012 
with robust demand from most end markets
notably aluminium production superalloys for
turbine blades and a strong us car and light
truck market sales rates settled marginally
lower in the third quarter and have been
steady at these levels since the board
expects demand to remain at these lower
levels throughout 2013 with the impact
mitigated by business development 
opportunities these are in two areas margin
improvement through work on the introduction
of innovative raw materials that offer product
improvements and range extensions and
market share gains from an entirely new
design of filter for which initial trial orders 
have been received we will continue to refine
and test these development opportunities
throughout 2013
divisional performance – microfiltration
revenue from microfiltration grew by 15 
and operating profits grew by 19 these are
record results for the microfiltration division
there are two principal businesses in this
division the porvair filtration group “pfg”
and seal analytical “seal”
pfg had another good year revenue growth
was 17 stripping out the first shipment of
the posco contract underlying revenue
growth was 5
the posco contract announced at the end
of 2011 is a us10 million contract to
design and build a char filtration system for 
a coal to substitute natural gas installation
being built by posco at gwangyang south
korea the design and build phase has gone
according to plan and first deliveries were
made in november 2012 further deliveries will
be made during 2013 the financial impact of
the contract will be spread over several years
metals filtration
divisional highlights 2012
• record results 
• £48 million operating 
cash generated 
• steady market share gains
from patented products
• pell acquisition – promising
knowhow
• further new products being
refined and tested
• continuous improvement 
in plant efficiencies
annual sales 
£280m
metals filtration annual sales 
grew to £280 million
revenue growth 
8
metals filtration revenue up 8 
financial highlights 2012
2012 2011
£m £m growth 
revenue 280 259 8
operating proﬁt 24 15 63
financial highlights 2012
2012 2011
£m £m growth 
revenue 485 422 15
operating proﬁt 67 56 19 our business governance group
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09  porvair plc annual report  accounts 2012
driving market growth aviation
20
aerospace revenue grew by 20 long term supply
contracts for inerting filters and coolant systems are
driving growth
value creation in action
the group is a leading specialist in the design and manufacture 
of filtration components and assemblies for the aviation industry
its components are specified on most of the world’s passenger
airlines in fuel systems hydraulic systems and coolant systems
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information chief executive’s report continued
10  porvair plc annual report  accounts 2012
microfiltration
divisional highlights 2012
• record results 
• pfg up 17 
underlying growth 5 
• seal analytical up 13
acquisitions fully integrated
• aviation up 20 with broad
spread of filtration
applications
• posco first shipments
• £113 million uk government
nuclear remediation contract
• pfg inc strong underlying
growth
annual sales 
£485m
microfiltration annual sales grew
to £485 million
revenue growth 
15
microfiltration revenue up15
demand from elsewhere in the energy sector
has been robust in 2012 and the pipeline of
projects is encouraging early in 2013 an
£113 million contract was signed with the 
uk government for the supply of nuclear
remediation filtration equipment the financial
impact of this work will be spread over three
years from 2013
aerospace revenues grew 20 in the year
porvair’s aviation filters are specified on almost
all commercial airframes around one third of
our sales are to the commercial widebodied
sector boeing and airbus with the remainder
split between commercial narrow body
regional business and rotary airframes and
engines our filters are used roughly equally for
new build and aftermarket purposes long
term supply contracts for inerting and coolant
filters both previously announced continue to
drive growth porvair was specified onto the
airbus neo programme in 2012 and expects
to see sales growth from the airbus a350 later
in 2013
sales of bioscience filters also grew steadily  
a series of improvements have been made in
the group’s bioscience filtration capabilities in
recent years and these are showing positive
results a patent has now been awarded for
the chromatrap™ range which remains
modest in scale but continues its promising
commercial development
underlying revenues at pfg inc based in the
usa grew strongly this operation is steadily
increasing its engineering and manufacturing
capabilities and the results are evident we see
further opportunities in the us in 2013
growth in energy aviation bioscience and the
us was partially offset by loss of revenue from
the closure of a small uk plant in 2011 and in
flat or declining sales into certain eu and
general industrial end markets
revenues at seal grew 13 helped by two
acquisitions as reported at the interim stage
weakness in several western european
markets was offset by an improvement in 
us demand the board’s view is that water
quality testing is a well defined niche market
that will grow as water quality standards
improve across the world seal is a market
leading supplier of equipment and
consumables for the detection of inorganic
contamination in water
the two acquisitions in the year have
improved seal’s consumables and service
capabilities a line of block digesters and
related consumables are now being
manufactured in seal’s us operation having
been moved from australia following the
acquisition of the block digester business 
from aim lab automation technologies pty
limited  sales in the year were well ahead 
of expectation the business of pulse
instrumentation “pulse” was acquired and
relocated from canada to seal’s us operation
pulse supplies a broad range of consumables
for environmental laboratories and brings with
it some interesting production knowhow and
access to a wider installed base
following previous product launches in 2010
and 2011 seal introduced a third new
platform in 2012 the quaatro 39 to follow
this in december 2012 seal acquired the
design and manufacturing rights to a range of
discrete water analysers which combined with
seal’s existing knowhow will greatly improve
the speed and scope of product development
in the discrete analyser segment this is also
being transferred to seal’s us base as part of
our strategy to broaden seal’s capabilities in
the water analysis market
earnings per share financing 
and dividends
basic earnings per share were 101 pence
2011 73 pence an increase of 38
cash generated from operations was 
£92 million 2011 £81 million after interest
and tax net cash generated from operating
activities was £74 million 2011 £64 million
at 30 november 2012 net debt was £39
million 2011 £51 million after spending 
£33 million in cash on acquisitions during 
the year
the directors recommend an improved final
dividend of 16 pence per share 2011 14
pence making the full year dividend 26
pence per share 2011 24 pence
ben stocks
group chief executive
25 january 2013 our business governance group
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11  porvair plc annual report  accounts 2012
driving market growth energy and industrial process
us10m
the first shipments were made under the us10 million
contract to supply a gasification filtration system being
built by posco in south korea
value creation in action
the group provides filtration solutions for energy and industrial
process applications its filters are to be found in many of the
harshest and most critical industrial environments applications 
are as diverse as the cleanup of streams of high temperature 
gas to the containment of waste nuclear material
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