monitise plc 
annual report 2013
an n ual report  2013 a global leader in  mobile money
1moniar13coverindd   36 9182013   100811 am read our full business review
from page 8
8
•	 revenue up 102 from fy 2012 
the fourth consecutive year in 
which revenue has doubled
•	 gross margin momentum 
maintained with gross margin 
increasing from 66 to 76 
yearonyear
•	 corporate activity during the 
financial year included the integration 
of clairmail inc now monitise 
americas inc the acquisitions 
and integrations of emerit 
solutions limited and mobile 
money n etwork limited along 
with the august and december 
capital raises
•	 n ew mobile commerce partnerships 
entered with visa europe and 
telefónica digital the global 
innovation arm of telefónica
highlights this year
1moniar13coverindd   37 9182013   100820 am annual report 2013 monitise plc 1
review of the year corporate governance financial statements financial statements corporate governance review of the year
mak ing mo ney tot all y mo bile 
across the gl o be
monitise is dedicated to being at the centre of 
the rapidlydeveloping mobile money opportunity
we’re already working with over 350 of the 
world’s leading businesses and financial institutions 
across global territories delivering mobile banking 
payments and commerce solutions
gross margin 
55
90
76
2013 2013 2013 2012 2012 2012
58
66
84
development
and integration
revenue £m
728
2013 2012 2011 2010 2009
361
153
75
37
102
yearonyear
 z strong revenue progression
registered customers m
24
sept 
2013
feb 
2013
sept 
2012
feb 
2012
 sept 
2011
20
17
6
45
41
yearonyear
 z reached 24 million
live transactions bn
30
sept 
2013
feb 
2013
sept 
2012
feb 
2012
 sept 
2011
20
16
05
01
88
yearonyear
 z scaling of our platform
  annualised
 z n ow above 70
  includes product licences
user
generated
t otal
read more in our financial review
on page 14
14
c o ntents
review o f the yea r
our highlights this year 1
an overview of monitise 2
our business model 4
chairman’s statement  6
business review 
» chief executive’s review 8
business review 
» financial review 14
risk management 16
corporate social responsibility 18
co rpo rate gove rnan ce
board of directors 20
corporate governance 22
report of the audit and risk committee 26
report of the nominations committee 28
directors’ remuneration report 30
directors’ report 33
finan cia l state ment s
independent auditors’ report 36
consolidated statement  
of comprehensive income 37
consolidated statement of financial position 38
company statement of financial position 39
consolidated statement of changes in equity 40
company statement of changes in equity 41
cash flow statements 42
notes to the consolidated financial statements 43
company information 77
o ur hi ghlights this year 
forwardlooking statements
t his report includes forwardlooking statements 
whilst these forwardlooking statements are made 
in good faith they are based upon the information 
available to monitise at the date of this report and 
upon current expectations projections market 
conditions and assumptions about future events 
t hese forwardlooking statements are subject 
to risks uncertainties and assumptions about 
the g roup and should be treated with an 
appropriate degree of caution
review of the year  o ur highlights this year 
2moniar13frontindd   1 9182013   100730 am review of the year  an overview of monitise monitise plc annual report 2013 2
a worldleading 
mobile money specialist
monitise has offices in the uk the us india and asia pacific and we are 
working with international partners to extend trusted and secure mobile 
money solutions in territories worldwide
we provide services to more than 350 financial institutions with 24 million 
registered users worldwide our strategic partnerships include visa inc 
visa europe rbs group telefónica digital and fis
our glo bal reach
monitise develops worldleading mobile money solutions 
designed with one clear purpose to help consumers bank 
anywhere pay anyone and buy anything from their mobiles
our proven technology and expertise mean we are trusted to develop 
and deliver mobile solutions for the world’s leading financial institutions 
payments companies retailers and mobile network operators
our platform technology providing massmarket banking payments and 
commerce capabilities and our unique network approach which delivers 
connections into an ecosystem of partners were developed and refined in 
some of the most heavily regulated financial services environments in the 
world and are specifically designed to embrace any device any operator 
and any network
as a result we’re responsible for the creation and ongoing development 
of an increasingly rich and diverse mix of mbanking mpayment and 
mcommerce solutions around the world 
what we d o
an overview of monitise
33m
customer logins 
at peak times
148m
daily customer 
transactions
3680
system transactions 
requests per second
at peak times
33m
2moniar13frontindd   2 9182013   100730 am review of the year  an overview of monitise annual report 2013 monitise plc 3
financial statements corporate governance review of the year
our core pro ducts 
our roadmap of services and mobile money products provides our customers and partners 
with pragmatic services for today with a clear lineofsight to the future importantly it enables 
them to focus on delivering compelling propositions to their end consumers
‘bank anywhere’ is a robust trusted standardscompliant mobile banking service 
it allows consumers to access their bank accounts and finances anywhere it is 
deployed in a simple and costeffective manner for banks and can be facilitated 
onpremise or hosted in the cloud examples of services include
monitise’s ‘pay anyone’ encompasses a range of services it enables smes 
to accept card payments anytime anywhere or allows consumers to pay 
bills and send money internationally examples of services include
consumers can enjoy convenient secure and fast mobile shopping on their 
smartphone with monitise ‘buy anything’ retailers media partners banks and 
mobile network operators can join the mobile commerce market with monitise 
examples of services include
balance enquiry
consumers can see 
the available balances 
for all their accounts from 
their smartphone or tablet
peertopeer 
consumers can send 
money to anyone’s 
mobile number without 
needing to know 
their account details
instant mobile 
c heckout
consumers register their 
details once within their 
mobile payments app 
and can then securely and 
conveniently shop using their 
smartphone consumers can 
quickly easily and intuitively 
discover products via product 
id qr code or image 
recognition technology and 
then purchase them instantly
r emote deposit 
c apture
our north american 
consumers can 
conveniently photograph 
and deposit cheques via 
their mobile banking app 
removing the need for 
paperladen and complex 
depositing in branch
bill pay
consumers can pay 
their bills and deposit 
cheques on the move  
when it suits them best 
c oupons and 
o ffers
increase sales 
conversion and create 
revenue opportunities by 
making intelligent use of 
coupons vouchers and 
offers retailers have the 
opportunity to position 
offers directly to an 
audience who are 
interested engaged 
and ready to buy
at m and  
branch locator
allows the consumer 
to easily find their nearest 
bank branch or cash 
machine inapp
mobile point 
of sale mpo s 
allows bank customers 
and smes to accept card 
payments anytime and 
anywhere via a bluetooth card 
reader by extending banks’ 
mobile capabilities into the 
card acceptance business 
monitise mpos generates 
a deeper engagement 
between banks and their 
business customers 
loyalty and 
r ewards
retailers financial 
institutions and mobile 
networks can integrate their 
existing loyalty and rewards 
system with the monitise 
mobile app to let consumers 
check and redeem reward 
points consumers can be 
informed of how many points 
are required to make a 
purchase and then complete 
the transaction directly in 
the mobile application 
alerts
bank consumers 
receive notifications 
with regard to movements 
on their accounts and are 
able to keep track of their 
accounts anytime with 
information sent straight 
to their phones
mobile phone 
t opup
bank customers can 
link a prepaid mobile 
phone account to their 
mobile banking account 
conveniently enabling 
them to topup their 
own or someone else’s 
airtime credit within the app 
mobile  
marketplace
allows users to 
browse products from 
retailers wholesalers 
and manufacturers by 
categories by retailer 
through product filters or 
through open searches 
enabling consumers to 
purchase wherever and 
whenever they choose
more information is available at wwwmonitisecomproducts
www
2moniar13frontindd   3 9182013   100731 am monitise plc annual report 2013 review of the year  o ur business model 4
o ur business model we are a technology business enabling our customers and partners to deploy mobile money 
services by which we mean mbanking mpayment and mcommerce which we brand bank 
anywhere pay anyone and buy anything
we help defend and extend the role of our customers within mobile money opening up new 
revenue streams enabling deeper engagement with their consumers and ensuring they stay 
competitive in this everevolving space
01
who we s ell to
we sell directly to businesses 
our customers and partners include
•  financial institutions and banks natwest royal bank of scotland 
lloyds five of the top 10 us banks
•  payment networks and financial processors 
visa inc visa europe fis
•  mobile and retail ecosystems telefónica digital blackberry 
pccw venda carphone warehouse
02
why they use us
we reduce the complexity cost and time 
to market in deploying mobile solutions
in addition we have created an industrylevel hub that connects into an 
ecosystem of partners including payment and commerce gateways 
this enables us to continually enrich our customers’ offering and help 
them generate new forms of revenue
monitise
financia l institutions r educe
pay ment net wo rks c o nnect
mo bile and retai l ecosyste ms generate
eu rop e in c
time to market
industrylevel hub into 
payment and commerce 
gateways
new revenue for 
our customers
complexitycost
we enable mobile money 
th rough our tech nology
2moniar13frontindd   4 9182013   100734 am review of the year  o ur business model annual report 2013 monitise plc 5
o ur revenue mo de l
depending on a customer’s individual 
requirements our solutions can be deployed 
onpremise or as a managed service from 
which we earn user generated revenue 
this can include product licences as well 
as subscription revenue which is typically 
based on a peruserperannum or 
peruserpermonth basis
with the expansion into payments and commerce we derive further 
user generated revenue in the form of transactionbased revenue 
where we earn a percentage or fixed commission on a given payment 
or commerce transaction we have helped facilitate lead generation 
commerce transaction fees are typically percentage based and 
can be much higher than typical payment fees both of which we 
share with our customers
in addition to user generated revenue we derive development 
and integration revenue this source of revenue is associated 
with the work undertaken in implementing and deploying a 
solution for a customer
a summary of our principal revenue categories and their evolution 
over time is provided below
our market po sitionin g
we are a global leader in mobile money with 
24 million registered users on our platform
we have doubled revenue for the past four years competition varies 
by region but the most common competitor globally is the inhouse 
it departments of our potential customers we believe we have more 
registered end users on our platform than any competitor and no 
competitor has the combination of our size and global breadth
03
24 million registered users
doubled revenue for the past four years
sold on a licenceperuserper
annum basis plus transaction
based percentage or fixed 
commission
developmentintegration 
revenue
hosted or onpremise 
software platform
review of the year corporate governance financial statements
 user generated
 developmentintegration
strategic
partnerships
breadth of
capabilities
platform technology 
and network
scale and
scalability
global
footprint
bankgrade
security
u nique selling points growing proportion of user generated revenue £m
£450m
h2 2013 h1 2013 h2 2012 h1 2012
£278m
£190m
£171m
£292m
£158m
£142m
£136m
£71m
£119m
£54m
£117m
65
h2 2013
35
51
h1 2013
49
37
h2 2012
63
h1 2012
31
69
  user generated includes 
product licences
2moniar13frontindd   5 9182013   100734 am monitise plc annual report 2013 review of the year  chairman’s statement 6
ch air man’s st ate ment 
duncan mc intyre
chairman
“ i am extremely proud 
of where the business 
is today as a group 
a global mobile money 
leader with services 
around the world”
h ighlights
•	 processed payments and transfers 
now worth more than 50bn on 
an annualised basis 150 higher 
than the 20bn a year ago
•	 our mobile money network 
joint venture buyout and emerit 
mpos acquisition enabled us to 
further evolve a portfolio of mobile 
money solutions relevant to the 
requirements of our customer 
and local market needs 
•	 the group has enhanced its 
bank anywhere pay anyone 
and buy anything product sets
•	 these results underscore the 
success of the group’s strategic 
focus to create a significant and 
scalable growing ecosystem of 
partners and clients leveraging 
monitise’s bankgrade platform 
technology around the world 
more information is available at
wwwmonitisecom
www
the strong results delivered again this year 
underscore the success of the group’s 
strategic focus to create a significant and 
scalable growing ecosystem of partners 
and clients leveraging monitise’s bankgrade 
platform technology around the world 
during fy 2013 which saw our revenue 
double for the fourth year in a row we raised 
£117 million net of fees ensuring that the 
group maintains its strong balance sheet
we continued to invest strategically in technology 
and infrastructure to scale our business and 
address mobile commerce opportunities as 
well as enhance the banking and payments 
service delivery capabilities on which our 
foundations are laid further to the acquisition 
of us mobile banking specialist clairmail inc 
in 2012 the mobile money network joint venture 
buyout and emerit mpos acquisition made 
during the 2013 financial year enabled us 
to further evolve a portfolio of mobile money 
solutions relevant to the requirements of 
our customer and local market needs 
during the year the group enhanced its bank 
anywhere pay anyone and buy anything product 
sets bank anywhere products comprise sms 
banking card management balance enquiries 
messaging alerts mobile image capture atm 
and branch locators transaction histories 
account transfers and more 
monitise’s pay anyone product capabilities 
feature mpos proximity payments mobile 
phone topup peertopeer payments travel 
money charity donations mobile stored value 
accounts and international remittances within 
weeks of the group launching its enhanced 
mpos proposition lloyds bank commercial 
banking had entered a partnership with 
monitise covering mobile card acceptance 
solutions for micromerchants startups and 
small business owners 
during the year we enhanced our buy anything 
product sets given the group’s focus on creating 
new mobile money opportunities for businesses 
looking to capitalise on accelerating global 
demand for banking payments and commerce 
capabilities these services include mobile 
wallets instant mobile checkout bank specific 
loyalty and offers bank crosssell and upsell 
and gift cards in the form of digital coupons 
and vouchers 
one constant which we have held strong to 
since launching our business is interoperability 
– we are not setting out to create new payment 
rails but rather to leverage existing and trusted 
payment infrastructures be they card or bank 
account based at monitise we see payments 
as a means to an end that should not be 
something the consumer has to think about 
h aving been with monitise for nine amazing 
years i am extremely proud of where the 
business is today as a group a global mobile 
money leader with services around the world 
while delivering mobile money capabilities is 
not a simple task we have always maintained 
an unwavering focus on making money totally 
mobile across the world through secure 
robust and compelling solutions and services 
that give our clients the ability to meet the 
needs of consumers both today and in 
the future
it has been a tremendous honour to lead 
monitise on its journey to becoming a leading 
global mobile money specialist i am delighted 
to be able to hand over the chair in october 
2013 to peter ayliffe a highcalibre executive 
with relevant and deep industry knowledge 
peter has been a highly valuable member of 
the board and i am delighted that he has 
agreed to succeed me as chairman and 
oversee the next stage in monitise’s journey 
2moniar13frontindd   6 9182013   100738 am review of the year  chairman’s statement annual report 2013 monitise plc 7
review of the year corporate governance financial statements
during the year we welcomed two new executives 
to our board monitise’s chief information officer 
mike keyworth who joined monitise in early 
2004 joined the board as executive director 
in october 2012 brad petzer joined as group 
chief financial officer and executive director 
in april 2013 following john brougham’s 
retirement brad joined monitise from telecity 
group plc europe’s industryleading provider 
of premium carrierneutral data centres 
a ftse 250 company where he held the 
position of group financial controller 
our board also welcomes victor dahir victor 
brings considerable skills and experience and 
will be a huge asset to our organisation i would 
like to take this opportunity to thank ellen richey 
for her invaluable contribution to the board during 
her time as a nonexecutive director
on behalf of the board i would like to thank 
our shareholders for their support i would also 
like to thank all our staff for their continued 
contribution and hard work over the past year
annual general meeting
the annual general meeting ‘agm’ of the 
company will be held on 17 october 2013 
at 1000 am at 26 southampton buildings 
h olborn gate london wc2a 1pb 
duncan mcintyre
monitise group chairman
2moniar13frontindd   7 9182013   100740 am monitise plc annual report 2013 8 review of the year  business review  chief executive’s review
b usiness review
chie f exe cutive’ s revie w
“ this was the year when mobile money 
became bigger than ever practically 
for consumers commercially for anyone 
doing business in this industry and 
strategically for us as a publicly listed 
and independent business”
h ighlights
•	 revenue rising 102 to £728m 
– the fourth year in which group 
revenue has doubled
•	 live transactions at 3bn on an 
annualised basis compared 
with 16bn a year ago registered 
endusers at 24m compared 
with 17m a year ago
•	 entering significant new 
partnerships and deepening 
existing relationships with among 
others telefónica digital and 
visa europe
•	 launching bbm money 
the group’s first massmarket 
service in indonesia
alastair lukies
chief executive o fficer
o verview
this was the year when mobile money became 
bigger than ever practically for consumers 
commercially for anyone doing business in 
this industry and strategically for us as a 
publicly listed and independent business 
monitise closed fy 2012 having recently 
completed the acquisition of clairmail inc 
the us mobile banking specialist since then 
during the 2013 financial year the group has 
successfully acquired and integrated two further 
businesses specialising in mobile commerce 
and payments reinforcing monitise’s position 
as a worldleading mobile money specialist
t he future is mobile
mobile is having a transformational impact on 
our lives personally professionally and socially 
the corporate and consumer appetite to be 
increasingly connected shows no sign of 
abating as the digital payments landscape 
gathers momentum faster than anyone 
previously anticipated mobile money is a 
particularly exciting part of the mobile evolution 
it is simplifying and speeding up the way we 
bank pay and buy opening infinitely more 
opportunities for people to manage their 
money around the clock at a time and place 
that suits them gartner notes that consumer 
spending on mobile technologies in 2012 
accounted for almost half of all technology 
spend adding up to £511 billion while idc 
predicts there will be one billion mobile banking 
users by 2017
mobile offers a level of engagement and repeat 
usage that a branch atm the web and many 
other channels simply can’t match this is 
exciting for those in the business of mobile 
commerce – the browsing buying and selling 
of products and services on mobiles there’s 
a growing audience of captive and connected 
consumers to engage with 
at monitise our role has always been anchored 
around our commercial strengths as an enabler 
with the vision legacy and capability to deliver 
global solutions for those wanting to deliver 
innovative and compelling bankgrade mobile 
banking payments and commerce services 
to their customers our proven flexible and 
secure platform technology has been created 
and refined for deployments ‘on premise’ hosted 
or via the cloud in some of the most heavily 
regulated financial services environments in the 
world via our platform technology the group 
simplifies the complexity of delivering secure 
mobile money services to embrace any device 
payment network or operator it is a secure 
configurable bankgrade platform spanning 
banked and unbanked markets monitise 
connects to financial institutions’ core banking 
systems either directly or via an atm switch 
such as vocalink in the uk or via a thirdparty 
processor company such as visa dps or fis 
in the americas 
following the group’s capital raise in 
december 2012 monitise’s platform technology 
was further expanded to incorporate mobile 
commerce features to help our clients retain 
customers defend their position and generate 
new revenue streams amid this monitise 
is processing more than three billion transactions 
on an annualised basis compared with 16 billion 
a year ago with the ongoing growth in our 
partner network and broadening connections 
to new services monitise has 24 million 
registered endusers compared with 17 million 
a year ago
2moniar13frontindd   8 9182013   100742 am annual report 2013 monitise plc 9
review of the year corporate governance financial statements
review of the year  business review  chief executive’s review
uk and eur o pe
the group extended its 
partnerships and customer 
reach including a further 
strengthening of the 
partnership with visa europe 
via a new threeyear 
commercial agreement
the strategic and commercial merits of our 
platform technology have been recognised 
by a broadening array of businesses keen to 
increase their own exposure to mobile money 
solutions amid longstanding relationships 
with visa inc and visa europe rbs and fis 
monitise now works with more than 350 banks 
and financial institutions and an increasing 
array of partners positioning themselves to 
adopt new mobile banking payments and 
commerce services 
during the year the group also entered into 
a new fiveyear partnership as the preferred 
mobile money technology partner with telefónica 
digital to develop and manage new and existing 
mobile payment and commerce services for 
their customers this marked our second major 
deal for our buy anything mobile commerce 
initiative following our threeyear contract with 
visa europe announced in march 2013 
the telefónica partnership leverages our 
extensive experience in delivering bankgrade 
secure mobile applications our proven and deep 
understanding of international payment schemes 
and strong mobile commerce capabilities 
r bs grou p
awardwinning functionality
•	 monitise’s innovative platform 
technology has given rbs the 
edge in mobile banking the apps 
developed were the first of their 
kind from a high street bank in the 
uk and monitise has continued 
this approach working with rbs 
on the introduction of ‘pay your 
contacts’ and ‘get cash’ the 
app including the new ‘pay your 
contacts’ feature was downloaded 
by 17 million consumers in the 
two weeks following its launch
•	 27 average customer mobile 
log ins a month
•	 nearing 1 billon log ins since 
launch in may 2011
2moniar13frontindd   9 9182013   100743 am monitise plc annual report 2013 10 review of the year  business review  chief executive’s review
b usiness review
chie f exe cutive’ s revie w contin ued
uk and europe
the group extended its partnerships and 
customer reach including a further strengthening 
of the partnership with visa europe via a new 
threeyear commercial agreement spanning 
the development and deployment of new 
mobile money payments and commerce 
solutions for europe’s leading financial 
institutions monitise has been working with 
visa europe since february 2011 to deploy 
mobile services to its more than 3000 
member banks and financial institutions 
across 37 countries
the visa personal payments system monitise 
helped develop now has 30 live and committed 
issuers across europe with rbs and natwest 
the first banks in the uk to launch the service 
via their mobile banking app in march 2013
rbs technology services and monitise 
created new mobile banking innovations 
during the year apps were delivered for the 
windows operating system and enhanced 
with an inapp sales functionality enabling 
users to sign up for and open a savings or 
cash isa account from within the app itself 
in december 2012 monitise acquired control 
of mobile money network a joint venture with 
best buy europe and carphone warehouse 
founder charles dunstone and announced 
the acquisition of mobile payments acceptance 
business emerit solutions both of which have 
been successfully integrated into the group 
these commercial initiatives reflect monitise’s 
focus on building hightraffic platforms onto 
which the group via its partnerships is 
increasingly layering mobilepayment and 
mobilecommerce functionality
as well as the telefónica digital partnership 
monitise announced its first direct mpos deal 
with lloyds bank commercial banking to 
develop a suite of mobile card acceptance 
solutions for micromerchants startups and 
small business owners the new partnership 
came within weeks of monitise launching the 
group’s enhanced mpos proposition 
during the second half we entered into a 
threeyear partnership with clydesdale bank plc 
to develop and deploy mobile banking services 
for clydesdale and yorkshire bank customers 
more details will be released in due course 
monitise has an exciting pipeline of direct sales 
and partner opportunities in europe the group 
has been selected and is progressing discussions 
with two commercial banks in continental europe 
regarding the implementation of mpos services 
and looks forward to updating the market in 
due course 
americas
monitise which has been operating in north 
america since 2007 has a strong and growing 
presence in the market given its direct customer 
relationships and partnerships with both visa inc 
and fis one of the world’s largest global providers 
dedicated to banking and payments technologies 
the group’s growing business in the americas 
has more than 11 million registered direct 
end users
the group’s platform technology and bank 
anywhere pay anyone and buy anything 
product sets provide us financial institutions’ 
customers with a full range of whitelabelled 
enterprisewide mobile money services 
including account management services 
bill payments p2p remote deposit capture 
and the ability to manage their debit prepaid 
and healthcare cards 
during the year the group continued to 
strengthen its partnerships and new commercial 
opportunities from its two bay area offices near 
the headquarters of visa inc in foster city 
and in san rafael
with visa inc monitise worked on a number 
of initiatives to support its mobile strategies 
these included
 z functionality enhancements to the visa dps 
mobile card management services that 
launched last year these have been 
designed to enable visa’s bank partners 
to use monitise’s mobile technology in 
a cost and timeeffective way
 z collaboration on visa paywave visa’s 
contactless payments application and
 z supporting visa’s product development 
of vme by creating the mobile wallet for 
smartphones that extends vme’s ecommerce 
acceptance to mobile devices
the acquisition of the clairmail mobile banking 
and payments business was completed on 
26 june 2012 just prior to the end of fy 2012 
the business which at the time was a large 
thirdparty provider of mobile banking solutions 
in the us was acquired to further strengthen 
monitise’s presence in north america and 
complement its existing routes to market and 
sales distribution channels via visa inc and fis 
monitise has rebranded the legacy clairmail 
product line in the us via its platform capabilities 
and product sets these have been designed 
to deliver onpremise bank anywhere capabilities 
in the mobile space and to enable pay anyone 
and buy anything services delivered through 
the cloud
the benefits to financial institutions of launching 
new mobile banking services developed by 
the group were underscored during the period 
by the rapid adoption rates seen for banks and 
credit unions desert schools federal credit 
union reached 30 mobile banking adoption 
in 90 days and found early adopters of its 
“ the benefits to financial institutions of launching 
new mobile banking services developed by the 
group were underscored during the period by 
the rapid adoption rates seen for banks and 
credit unions”
2moniar13frontindd   10 9182013   100743 am annual report 2013 monitise plc 11
review of the year corporate governance financial statements
review of the year  business review  chief executive’s review
webster bank 
and  american 
savin gs bank
skyrocketing customer 
engagement 
•	 webster chose monitise to 
upgrade its mobile capabilities 
to include mobile banking and 
payments functionalities the 
featurerich mobile solution was 
launched in december 2012 and 
within three months webster had 
experienced a fourfold growth 
in mobile enrolment
•	 american savings bank adopted 
monitise’s bank anywhere solution 
including remote deposit capture 
earlier in 2013 customer adoption 
of the service has been phenomenal 
with asb’s twoyear adoption 
goals surpassed within the first 
two and a half months
•	 webster customers are on average 
loggingin to their application 
28 times a month
•	 40 increase in mobile 
deposits in march for american 
savings bank
americas
monitise has a strong 
and growing presence in the 
market given its direct customer 
relationships and partnerships 
with both visa inc and fis
mobile banking solution were two times more 
profitable than traditional banking members 
via its relationship with monitise h awaiibased 
american savings bank became the first 
h awaiian bank to deploy mobile remote 
deposit capture
beyond the strategic partnerships with visa inc 
and fis monitise’s customers include leading 
us banks with partnerships spanning fifth 
third bank us bank sallie mae pnc bank 
and frost national bank among others
shortly before the year end monitise 
announced a new partnership with blackhawk 
network a leading prepaid payments network 
to make mobile gift card purchasing available to 
consumers through certain banks and financial 
institutions in and beyond the united states 
the two companies are working to integrate 
blackhawk’s extensive network into monitise’s 
mobile banking ecosystem making it easier 
for consumers to purchase blackhawk gift 
cards from popular retail brands via mobile 
easier consumer access to blackhawk’s 
network of content providers is expected to 
increase engagement with popular retailers 
and create new opportunities for customers 
to purchase directly from their participating 
financial institution’s mobile banking platform 
when launched monitise and blackhawk 
will generate a percentagebased fee for 
each gift card sold
monitise continues to see strong demand from 
us banks to leverage the banking payments 
and commerce capabilities of the group with 
a strong pipeline of further services planned 
for 2014 
2moniar13frontindd   11 9182013   100744 am monitise plc annual report 2013 12 review of the year  business review  chief executive’s review
india
movida is now working with 
two of the top three banks in 
india that combined make up 
more than half of all credit card 
transactions in india and one third 
of all debit card transactions 
b usiness review
chie f exe cutive’ s revie w contin ued
india 
monitise’s strategic focus in india the second
largest mobile market in the world with around 
900 million mobile subscriptions is underpinned 
by the group’s belief that the proliferation of mobile 
services creates a unique opportunity to provide 
financial services via mobile 
the group’s commercial interests in india are 
centred around movida a 5050 joint venture 
between monitise and visa inc that works with 
financial institutions to provide mobile payments 
services to consumers across india the business 
uses the underlying capabilities of visa and 
monitise to deliver a fast reliable secure and 
simple service using proven technologies 
and networks 
with almost 350 million debit and credit cards 
outstanding in india according to datamonitor 
card ownership is not holding back card 
transactions but rather the lack of opportunity 
to use cards at pos or online movida is making 
it possible to pay with cards by connecting to 
utilities and ticketing agencies and using the 
customer’s registered card details to make 
the payment via mobile 
shortly after the year end icici bank india’s 
largest private sector bank entered an agreement 
with movida to deploy the joint venture’s mobile 
payments service for its customer base the 
service will enable icici bank payment card 
holders to pay bills recharge prepaid airtime and 
buy cinema tickets from any mobile phone and 
is designed to operate across all mobile networks 
using any visa or nonvisa branded payment 
account movida has also been working with 
h dfc bank india’s secondlargest private bank 
since february 2012 h dfc customers have 
access to mobile payments services via movida
movida is now working with two of the top three 
banks in india that combined make up more than 
half of all credit card transactions in india and one 
third of all debit card transactions negotiations 
continue with other indian businesses interested 
in launching mobile money services via movida
bbm money 
a pioneering approach
•	 monitise has transformed the 
blackberry messenger service 
in indonesia from a social network 
into a payments network customers 
have the ability to make realtime 
payments to their bbm contacts 
buy mobile airtime credit transfer 
money to bank accounts and now 
pay a wide range of bills as well as 
make cardless cash withdrawals 
via atms
•	 60000 registrations on bbm 
money within the first 90 days
•	 first in the world to integrate 
mobile money with a social 
messaging platform
2moniar13frontindd   12 9182013   100745 am annual report 2013 monitise plc 13
review of the year corporate governance financial statements
review of the year  business review  chief executive’s review
asia pacific 
monitise asia pacific is a joint venture between 
monitise and first eastern first eastern is a 
leading h ong kongbased investment group 
pioneering in the field of direct investments in 
china and across asia pacific the joint venture 
works with strong local partners to extend the 
group’s trusted and secure mobile banking 
payment and commerce services in the region
a highlight during the year was the launch of 
the world’s first mobile payments bbm money 
service for blackberry messenger a rollout 
that began in february following regulatory 
approval from bank indonesia the country’s 
central bank bbm money takes advantage of 
blackberry’s significant share of the smartphone 
installed base in indonesia – and the use of 
bbm as a marketplace in indonesia where 
‘bbm groups’ are used to trade goods 
bbm money allows blackberry users in indonesia 
to send and receive money seamlessly within a 
blackberry messenger chat conversation as well 
as topup any mobile phone prepaid airtime 
consumers can load their bbm money account 
through any of the atms across indonesia and 
return money to their bank accounts from within 
the bbm money app within three months of 
launch the service had attracted more than 
60000 registered users 
a second phase of the service went live post 
yearend in august incorporating enhanced 
capabilities including a wide range of bill 
payments cardless cash withdrawals via atms 
and access via wifi the bill payment feature 
will enable bbm money users to easily and 
conveniently pay a wide range of bills including 
utilities credit cards postpaid mobile internet 
and cable tv which is particularly important 
in a market where utilities and businesses 
are moving more into prepaid services
the new service was the result of collaboration 
between blackberry monitise asia pacific 
and astra group the largest conglomerate 
in indonesia and permatabank one of the 
top 10 financial institutions in indonesia 
in h ong kong monitise asia pacific is also 
working with local partners pccwh kt mobile 
and jetco the major atm switch serving 
the majority of banks in h ong kong to launch 
new mobile payments services that have been 
developed during the year bank of china 
h ong kong will be the lead partner bank 
the initial service which allows the mobile 
operator’s customers to top up their mobile 
airtime and data sim cards will go live once 
regulatory approval has been secured it is 
based on monitise’s proven technology platform 
and will also represent the group’s first chinese 
language mobile app
board appointments
as announced peter ayliffe who has led 
visa europe as president and chief executive 
for seven and a half years and has served 
as a nonexecutive director on the board 
of monitise since november 2011 has been 
appointed nonexecutive chairman of 
monitise group peter will commence his 
new role with monitise on 1 october 2013 
following his retirement from visa europe 
h e succeeds duncan mcintyre who is 
stepping down on 1 october duncan will 
continue as a special advisor to the group
at visa europe peter is responsible for visa’s 
european business in 37 countries accounting 
for about 30 of the worldwide expenditure 
on visa cards peter has overseen the creation 
of a european owned and controlled visa 
business and under his leadership the number 
of transactions processed by the worldclass 
european system has grown from 42 billion 
to 14 billion per annum 
prior to visa europe peter spent more than 
30 years in retail banking h e was a main board 
director at lloyds tsb during this time peter 
was a nonexecutive director on the visa europe 
board and a director on the visa international 
board peter has been on the board of investors 
in people uk and is currently president of 
the chartered management institute and a 
nonexecutive director of the uk’s thirdlargest 
building society the coventry 
in the view of the board peter will provide expert 
and independent leadership for the board
as also announced victor dahir joins 
the board as nonexecutive director with 
immediate effect replacing ellen richey 
as the visa inc appointed director who 
has served for 11 months on the monitise 
board visa rotates its appointments to 
other companies’ boards from time to time 
victor has more than 40 years of finance and 
accounting experience h e spent more than 
20 years with visa including roles at both visa 
international and visa usa and was also chief 
financial officer of inovant llc a subsidiary of 
visa prior to joining visa in 1984 he served as 
senior vice president and chief financial officer 
of redwood bank in san francisco for six years 
a director of moneygram international inc since 
may 2010 victor is a licensed certified public 
accountant in california
summary 
with a year of robust revenue growth rising gross 
margin and closing with a strong balance sheet 
our 2013 performance reinforces our leadership 
position as a proven and trusted technology and 
services enabler at the heart of the mobile money 
ecosystem we are excited about our prospects 
to benefit from the acceleration in mobile money 
globally as more companies look to embed 
mobile into their corporate strategies we are 
backed by a fully funded balance sheet as 
we move towards profitability with multiple 
opportunities in all geographies from both direct 
customers and our growing partner network
alastair lukies
monitise group chief executive officer
“ with a year of robust revenue growth rising gross 
margin and closing with a strong balance sheet 
our 2013 performance reinforces our leadership 
position as a proven and trusted technology 
and services enabler at the heart of the mobile 
money ecosystem”
2moniar13frontindd   13 9182013   100745 am monitise plc annual report 2013 14 review of the year  business review  financial review
b usiness review
fin an cial revie w
“ in line with our strategy we continue 
to invest to create value from the 
growing opportunities in the 
mobile money market”
h ighlights
•	 revenue more than doubled 
for the fourth consecutive year 
rising to £728m from £36 1m 
an increase of 102
•	 gross margin increased to 76 
from 66 in fy 2012
•	 user generated gross margin hit 
an all time high of 90 compared to 
84 a year ago owing to a number 
of significant product licence deals
•	 post yearend acquired 100 of 
the share capital of grapple mobile 
limited a leading european mobile 
innovation and design agency
brad petzer
chief financial o fficer
r evenue 
revenue in fy 2013 grew by 102 to £728 million 
from £361 million in fy 2012 on an organic 
basis assuming clairmail inc had been owned 
for the full 12 months in fy 2012 revenue grew 
by 50 
revenue growth was driven by higher 
yearonyear growth in user generated revenue 
both on a reported and organic basis up 247 
and 119 respectively user generated revenue 
continued to grow as a proportion of total revenue 
up from 35 of the total in fy 2012 to 60 in 
fy 2013 
total user generated revenue in fy 2013 was 
£434 million and included a strong contribution 
of £137 million from product licence revenue 
the product licence revenue was attributable 
in large part to the group’s recent visa europe 
and telefónica digital wins a product licence 
is a sale where the customer has the ability to 
exploit the licensed functionality upon delivery 
and includes both certain termbased and 
perpetual licences as our product offering 
extends from bank anywhere into pay anyone 
and buy anything and as our direct sales are 
augmented by partnership sales we are seeing 
more product licencebased deals being signed 
and this will likely continue into fy 2014 and 
beyond product licencebased deals include 
subsequent subscription andor transaction 
based revenue as well as development and 
integration revenue 
development and integration revenue increased 
by 25 on a reported basis and 2 on an 
organic basis
gross margin 
gross margin increased to 76 fy 2012 66 
driven by the improving mix in user generated 
revenue user generated margin has reached 
90 from 84 in fy 2012 owing in part to 
strong product licence revenue as discussed 
above development and integration margin 
was 55 in fy 2013 compared to 58 in 
fy 2012 
we expect gross margin for the group 
in fy 2014 to be maintained above 70
ebitda 
the group ebitda loss was £193 million in 
fy 2013 compared to £104 million in fy 2012
in line with our strategy we continue to invest 
to create value from the growing opportunities 
in the mobile money market the operating 
costs of £745 million fy 2012 £344 million 
reflect the enlarged cost base of the group 
following the clairmail inc acquisition and 
continued investment in scaling the group’s 
service delivery capabilities and monitise’s 
platform technology these latter investments 
underscore the progress made in further 
advancing the productisation of our platform 
o ther movements
depreciation amortisation 
and impairments
depreciation was £33 million in the period 
fy 2012 £14 million amortisation of £1 18 million 
fy 2012 £18 million includes amortisation 
of acquired intangible assets largely relating 
to the clairmail inc acquisition of £66 million 
and capitalised development costs of £39 million 
a £10 million impairment was recorded relating 
to previously capitalised development spend
2moniar13frontindd   14 9182013   100746 am annual report 2013 monitise plc 15
review of the year financial statements corporate governance
review of the year  business review  financial review
exceptionals 
£42 million of exceptional costs were recorded 
in the year principally reflecting £19 million of 
litigation and other corporate costs predominantly 
linked to intellectual property claims in the us 
and £16 million of restructuring and property 
costs relating in part to restructuring costs 
following the clairmail acquisition 
in addition exceptional losses of £14 million 
were incurred in the period relating to the 
acquisition of mobile money network limited 
in the prior year the group recorded a oneoff 
profit of £10 1 million in respect to the acquisition 
of monitise americas llc which was the joint 
venture previously held with fis 
sharebased payments 
the sharebased payment charge of £53 million 
in the period fy 2012 £27 million includes 
sharebased remuneration components relating 
to the acquisition of clairmail inc and group 
employee share options grants
loss before tax
group loss before tax was £511 million 
compared to a loss in fy 2012 of £169 million
t ax
the £03 million tax charge for the year fy 2012 
£05 million credit reflects overseas tax payable 
and the utilisation of deferred tax assets offset 
by the unwinding of deferred tax liabilities relating 
to acquisitions
attributable loss 
the reported loss for fy 2013 was £513 million 
fy 2012 £164 million on an adjusted basis 
excluding sharebased payments exceptional 
items impairments and acquisitionrelated 
amortisation attributable loss was £328 million 
fy 2012 £182 million the increased loss was 
largely driven by the acquisition of clairmail inc 
at the end of fy 2012 and increased 
platform investment 
loss per share
the basic and diluted loss per share was 38p 
fy 2012 21p details can be found in note 22 
on an adjusted basis excluding sharebased 
payments exceptional items impairments and 
acquisitionrelated amortisation basic and diluted 
loss per share was 24p compared to 24p in 
fy 2012 the consistent adjusted loss per share 
was driven by the increased share count following 
the capital raise and ma activity more than 
compensating for the increase in attributable 
loss for the year
c ash flow and funds 
free cash outflow excluding exceptionals 
funding and acquired cash was £359 million 
compared to £282 million in fy 2012 this 
was balanced by a net £1173 million fy 2012 
£243 million equity fundraise in the year driving 
an increase in cash and shortterm investments 
of £672 million in the year compared to an 
outflow of £26 million in fy 2012 
joint venture funding comprising investments 
and loans totalled £40 million in the year down 
from £69 million in fy 2012 capital spending 
increased from £108 million to £142 million 
due to the enlargement of the group following 
the acquisition of clairmail inc in june 2012 
and also by increasing investments to take 
advantage of the mobile payment and mobile 
commerce markets 
capital spending included £51 million fy 2012 
£32 million of tangible asset purchases and 
£91 million fy 2012 £76 million of intangible 
purchases and capitalisation 
the group ended the year with a strong 
balance sheet holding £856 million of net 
funds at 30 june 2013 compared to £99 million 
in fy 2012
segmental information
since the acquisition of clairmail inc 
in june 2012 the group has transitioned 
to operating as a single operating segment 
worldwide the monitise plc board of directors 
considers revenue cost of sales operating 
costs exceptional costs and a measure of 
adjusted ebitda of the group as a whole when 
assessing the performance of the business 
and making decisions about the allocation 
of resources accordingly the group had 
one reportable operating segment for the 
year ended 30 june 2013 the operating 
segment derives revenues from delivering 
mobile banking payments and commerce 
networks worldwide 
post balance sheet events
the group acquired 100 of the issued share 
capital of grapple mobile limited a leading 
european mobile innovation and design agency 
on 4 september 2013 initial consideration 
is predominantly satisfied by the issue of 
28640748 ordinary shares in addition 
contingent consideration of up to £229 million 
based on the share price of 5375p at 
4 september 2013 may be payable in shares 
dependent on achievement of earnout targets
brad petzer
monitise group chief financial officer
shift to user generated revenue
fy 2013
60
fy 2012
35
 user generated
 developmentintegration
 user generated includes product licences
2moniar13frontindd   15 9182013   100747 am monitise plc annual report 2013 review of the year  risk management 16
r isk man age ment the board has overall 
responsibility for managing risk 
risks are formally identified and 
recorded in a risk register which 
is reviewed by the board at each 
meeting risks are prioritised 
according to likelihood and 
impact and the register 
records mitigating controls 
to reduce risk
the audit and risk committee comprising 
nonexecutive directors continually monitors 
and promotes the highest standards of integrity 
financial reporting risk management and internal 
control they are supported by the svp – risk 
governance and business optimisation who 
reports to the committee and leads the internal 
audit function any weaknesses in controls to 
mitigate risk are reported to the committee 
and corrective action taken
the executive directors are closely involved 
in the daytoday control of the business and 
oversee a wide range of controls including 
financial operational and compliance controls 
together with risk management the group 
executive committee ‘exco’ comprising the 
chief executive officer chief financial officer 
the chief commercial officer the chief 
information officer the president americas 
and the president emea meets regularly 
to make executive decisions 
the internal audit function sets its plan so 
as to align with key risk areas there are also 
other assurance processes embedded in the 
business all new sales opportunities are subject 
to technical and contractual review by senior 
members of our legal financial commercial 
and technology teams there are strict internal 
controls over all development of our products 
and services
in order to assist with the mitigation of risks 
the group continues to recruit individuals 
who are expert in our markets technology 
and support disciplines the group has 
a delegation of authorities that clearly sets 
out the approval required for key activities 
including those restricted to the board 
and exco
board
audit and r isk
committee
assurance
processes
•	 executive	oversight	of	risk	and	internal	controls
•	 sets	strategic	objectives
•	 receives	risk	register
•	 receives	and	reviews	key	outputs	from	audit	and	risk	committee
•	 reviews	the	group’s	financial	controls	and	other	internal	control	systems
•	 reviews	risk	management	processes
•	 reviews	the	outputs	and	effectiveness	of	the	internal	audit	function
•	 reviews	progress	on	implementing	control	improvements
•	 embedded	assurance	processes	to	ensure	risk	is	mitigated
•	 internal	audit
•	 external	audit
2moniar13frontindd   16 9182013   100747 am review of the year  risk management annual report 2013 monitise plc 17
review of the year corporate governance financial statements
01
t he group is reliant on a number 
of key partner relationships with 
banks payment processors and 
mobile operators for provision 
of the	group’s	services	to	
the marketplace
a key element of the group’s strategy is to continue to build and 
maintain strong relationships with all key partners including engagement 
at senior level this is facilitated through the engagement of both the 
monitise board and senior external advisors account management 
plans are implemented for all key partners
as part of the group’s continuing strategy of diversification and 
expansion following the acquisition of clairmail inc last year the group 
has continued to extend its reach by entering into several new strategic 
alliances which have widened our network of partners and facilitated the 
expansion of our services
r isk mitigating controls
str ate gic
impact
the loss of a contract with these partners 
could have a significant impact on the 
group’s financial performance
the operations of the group and implementation of the group’s strategy involve a number of risks 
and uncertainties the principal of which are described in the table below controls to reduce risk are 
designed to manage rather than eliminate risk and can only provide reasonable and not absolute 
assurance against material misstatement or loss
t he risk that the group fails to 
keep pace with changes in the 
marketplace in which it operates 
t his is characterised by rapid 
technological change frequent 
introductions of new services 
and products and evolving 
industry standards
monitise continues to enhance its current products and develop new 
products in response to changes in technology industry standards or 
customer preferences
significant focus is given to ensuring that we monitor technological 
advances we continue to develop our platform capabilities as well 
as adding to our offering with selective acquisitions
new services have been rolled out during the year including 
the introduction of our mpos capability
product becomes less attractive to end 
users leading to loss of market share
t here is a risk that existing 
competitors or a new entrant 
to the market could pose a 
competitive threat
regular reviews of competitor activity are undertaken to ensure 
that we maintain our leading position in mobile money markets
loss of market share and failure to grow 
in line with our business plan
02
op erationa l and financia l
t here is a risk that executive 
directors and senior management 
may leave the group t hese 
individuals	have	significant	
experience within the group and 
the wider it or communications 
sectors	and	may	be	difficult	
to replace
we continue to bring in new executives throughout the business 
to enhance our breadth and depth of talent across all regions executive 
remuneration plans incorporating longterm incentives help to mitigate 
this risk focus is placed on succession planning to ensure strength in 
depth to cover all key functional areas as practical to ensure that no one 
individual is irreplaceable
loss of market and business 
development skills leading to inability 
to grow in line with our business plan
t here is a risk that technical staff 
with specialist skills in product 
development and management 
may leave the group
the group has a training and development programme which aims 
to provide staff with personal and professional progression together 
with competitive remuneration packages
loss of technical skills leading to 
difficulties in continuing to develop 
and manage our product
t he risk that our product does 
not operate satisfactorily due 
to software or other issues
software is rigorously tested by our technology teams before going live 
this includes sophisticated checks to ensure end user data security 
the operation of the product is subject to ongoing monitoring to ensure 
it operates optimally
damage to reputation
t he risk that data centres hosting 
our product platform fail
we use multiple hosting centres and continually review our disaster 
recovery planning
product becomes unavailable to 
end users damage to reputation
given the rapid escalation of 
activity there is a risk that we may 
fail	to	have	sufficient	resources	to	
grow our technological capability 
whilst maintaining excellent 
support to existing customers
focus on key deliverables is led from board level we have 
implemented a regional structure underpinned by global technical 
and  support functions during the year we introduced a new 
committee the group executive committee comprising the 
executive directors and regional presidents
we believe these changes will help the business continue to grow whilst 
remaining totally focused on customer service
failure to achieve expansion of services
dissatisfied customers leading 
to loss of business
t he risk that we may not have 
sufficient	funds	to	finance	
future growth 
the group operates a robust budgeting process a rolling forecast 
is also maintained and progress against budget is monitored 
regularly together with detailed trend analysis of revenue flows 
and consumer uptake
failure to achieve our growth plans
2moniar13frontindd   17 9182013   100747 am monitise plc annual report 2013 review of the year  corporate social responsibility 18
corpor ate so ci al responsibility
through the development and implementation of its digital banking transaction and commerce 
services the group is committed to ensuring that this ‘digital economy’ is equally applicable to 
all citizens the group is working actively with government regulators consumer organisations 
and other relevant stakeholders to ensure its products and services are relevant to disadvantaged 
and financially excluded people and communities
health and safety
the group’s health and safety policy is to 
maintain a safe and healthy working environment 
and to ensure the health safety and welfare of 
all its employees its customers and the general 
public there were no significant accidents in 
the workplace during the year
employees
the group seeks to operate as a responsible 
employer and has adopted standards to promote 
corporate values designed to help employees in 
their conduct and business relationships policies 
in place include equal opportunities and diversity 
health and safety and antibribery and corruption
it is the group’s policy to conduct business in an 
honest open and ethical manner a zero tolerance 
approach is taken to bribery and corruption 
harassment bullying and discrimination
monitise is committed to providing equal 
opportunities throughout the group 
recruitment selection training promotion 
or any other aspect relating to a person’s 
employment with the group are made regardless 
of gender sexual orientation disability marital 
status age race colour ethnic origin nationality 
religion or political beliefs
the group recognises that its success 
to date and continued future growth are 
dependent on the loyalty and commitment 
of its employees to this end the group 
has in place competitive reward and benefit 
programmes appropriate training and personal 
development programmes and ways to 
encourage and recognise outstanding 
performance the group has a continuous 
approach to developing high performance 
teams and enables staff to participate directly 
in the success of the group through a variety 
of employee share option schemes 
t he environment
due to the nature of its business the 
direct environmental impact of the group 
is relatively low with the main impacts arising 
from business related travel and power 
consumption in its various locations
the group operates out of five main 
offices located in london and cardiff in 
the uk san rafael and foster city in the us 
and h ong kong there is consequently an 
amount of business related travel the group 
has commenced measuring this impact and 
seeks wherever possible to minimise this through 
the use of alternative technologies 
during the course of the year londonbased 
employees moved into new offices this move 
provided the opportunity to ensure the energy 
efficiency of the new premises improve recycling 
facilities and waste disposal and put in place 
policies to minimise power consumption and 
paper usage
internal communications have been enhanced 
providing more detailed information and 
understanding for staff on the progress and 
development of the group staff engagement has 
been increased through the establishment of staff 
social committees run by the staff for the staff
society and communities
through the development and implementation 
of its digital banking transaction and commerce 
services the group is committed to ensuring 
that this ‘digital economy’ is equally applicable 
to all citizens the group is working actively 
with government regulators consumer 
organisations and other relevant stakeholders 
to ensure its products and services are 
relevant to disadvantaged and financially 
excluded people and communities
the group is developing programmes to work 
with and support national and local charities 
designed to help disadvantaged citizens within 
the communities where the group operates 
and to support the careers of young people 
in the technology sector
during the year the group made charitable 
donations of £24400 2012 £37000 to 
a variety of charities the group made no 
political donations during the year 2012 £nil
t he group is committed to
•	 maintaining the highest levels 
of business ethics throughout 
its operations
•	 conducting its business in a 
socially responsible manner
•	 ensuring a safe and fully inclusive 
environment for all employees
•	 minimising the overall impact of 
its operations on the environment
2moniar13frontindd   18 9182013   100748 am corporate governance and financial statements annual report 2013 monitise plc 19
review of the year corporate governance financial statements
corporate governance
and financial statements
c o ntents
co rpo rate gove rnan ce
board of directors 20
corporate governance 22
report of the audit and risk committee 26
report of the nominations committee 28
directors’ remuneration report 30
directors’ report 33
finan cia l state ment s
independent auditors’ report 36
consolidated statement  
of comprehensive income 37
consolidated statement of financial position 38
company statement of financial position 39
consolidated statement of changes in equity 40
company statement of changes in equity 41
cash flow statements 42
notes to the consolidated financial statements 43
company information 77 
2moniar13frontindd   19 9182013   100749 am monitise plc annual report 2013 20 corporate governance  board of directors
b o ard of dire ctors alastair lukies 39
ceo and cofounder r ole
nameage
experience alastair has a proven track record of turning 
visions and concepts into real businesses 
h e founded monitise in 2003 three years 
later monitise was recognised as a 
‘technology pioneer’ by the world economic 
forum and in june 2007 alastair led the 
company’s demerger from morse plc and 
listing on the lse’s aim market
h e was named entrepreneur of the year 
at the 2011 growing business awards 
prior to conceiving financing and successfully 
building monitise alastair was a cofounder 
of epolitixcom the portal for westminster 
whitehall and the devolved institutions
our business is managed by our board of 
directors ‘the board’ biographical details of the 
directors as at september 2013 are as follows
ellen richey  64 peter ayliffe 60
n onexecutive director n onexecutive director 
peter has been president and chief executive 
officer of visa europe since march 2006 
responsible for visa’s european business in 
37 countries accounting for some 30 of the 
worldwide expenditure on visa cards prior to 
visa europe peter spent over 30 years in retail 
banking h e was a main board director with 
responsibility for retail banking at lloyds tsb 
one of the uk’s leading banks during this time 
peter was a director on the visa europe board 
and a director on the visa international board 
h e is currently president of the chartered 
management institute and also on the board 
of  the coventry building society
peter takes over as chairman of monitise from 
1 october 2013 
ellen is chief enterprise risk officer at visa inc 
prior to joining visa inc in 2007 ellen served 
in senior enterprise risk management roles 
at washington mutual inc and providian 
financial corporation earlier in her career 
ellen was a partner in the san francisco 
law firm farella brown  martel where she 
specialised in corporate real estate and 
financial institution matters
lee is chief commercial officer and deputy 
chief executive officer at monitise lee joined 
monitise in 2006 as general counsel with 
responsibilities spanning legal h r business 
and corporate development
prior to joining monitise lee was legal director 
at morse plc responsible for the legal compliance 
and ma functions h e has extensive international 
experience gained within the technology and 
financial services sectors at executive level
lee cameron 42
chief	commercial	officer	and	deputy	ceo
after a long career with ibm in the usa 
france and the uk david joined the plessey 
company and ran their telecoms division in 
1987 he joined the board of british telecom 
where he stayed for four years leaving to set 
up energis to compete with bt and mercury 
for the past 12 years david has chaired 
a number of startup companies in telecoms 
software and other industry sectors
david sits on the monitise audit and risk 
committee as well as the remuneration 
committee and nominations committee
david dey 75
senior independent n onexecutive director
2moniar13frontindd   20 9182013   100757 am annual report 2013 monitise plc 21
financial statements corporate governance review of the year
corporate governance  board of directors
brad petzer 40
chief	financial	officer
brad joined monitise as chief financial officer in 
2013 h e previously worked at telecitygroup plc 
a ftse 250 company where he was the 
group financial controller at telecity brad 
supported the business through its main 
market listing on lse and was responsible 
for the group’s reporting planning policies 
risk and control
prior to telecity brad held senior finance 
roles at create services an online credit 
card provider and part of lloyds banking 
group and other technology companies 
brad is a qualified chartered accountant
sushovan h ussain 49
independent n onexecutive director
sushovan a qualified accountant served as 
president and previously chief financial officer 
of autonomy from june 2001 until may 2012 
and brings with him a wealth of listed company 
experience as well as a strong track record in 
growing a technology business prior to joining 
autonomy sushovan worked for lasmo one 
of the world’s largest independent oil and gas 
exploration companies where he held a number 
of senior international financial positions including 
a focus on acquisitions and divestments
sushovan sits on monitise’s 
remuneration committee
duncan is chairman of monitise h e has 
substantial experience of developing and 
growing businesses as chief executive 
officer he built morse from a small private 
company into a substantial plc
duncan is currently chairman of technetix 
group limited and profero limited and 
nonexecutive director of cpp plc h e also 
has a number of other nascent technology 
business interests
duncan chairs the monitise 
nominations committee
duncan mcintyre 54
chairman and n onexecutive director
colin has 30 years’ experience in the 
telecommunications and electronics industries 
h e was deputy chairman of h utchison 3g 
and was technical director of orange for 
10 years prior to joining the monitise board 
in 2007 he was a board director of morse plc
colin chairs the monitise remuneration 
committee and sits on the audit and risk 
committee and nominations committee
tim a qualified lawyer and accountant 
is an independent nonexecutive director of 
resolution limited and nonexecutive director 
of macquarie bank international limited where 
he chairs the audit committee and access 
bank uk limited where he chairs the credit 
committee h e is also chairman of the national 
charity coeliac uk 
tim chairs the monitise audit and risk committee 
and sits on the remuneration committee
t im wade 53 colin t ucker 68
independent n onexecutive director independent n onexecutive director
with more than 20 years’ experience at some 
of the leading financial institutions in the uk 
mike has earned himself an impressive reputation 
as an exceptional it executive mike has helped 
grow companies from the ground up as well as 
managing significant global change programmes 
h e joined monitise in early 2004 as the 
delivery director for our flagship uk launch 
was invited to take up the post of chief 
information officer in october 2005 and 
joined the main board in 2012
mike keyworth 52
chief	information	officer
2moniar13frontindd   21 9182013   100806 am monitise plc annual report 2013 corporate governance  corporate governance 22 corporate governance
corporate governan ce corporate governan ce co mplian ce statement
the group seeks to comply with the provisions and principles of good corporate governance and 
code of best practice as set out in the uk corporate governance code the ‘code’ in so far as it 
is practicable for a group of its size and structure as the group is quoted on the aim market of the 
london stock exchange it is not required to comply with the principles of corporate governance 
as set out in the code
board and committees composition
the board currently consists of four executive directors and seven nonexecutive directors the membership of the board and committees are set 
out in the table below
   board audit and risk remuneration  nominations 
executive directors
a lukies chief executive officer member – – –
l cameron chief commercial officer member – – –
m keyworth
1
chief information officer member – – –
b petzer
2
chief financial officer member – – –
nonexecutive directors
d mcintyre nonexecutive director chairman – – chairman
p ayliffe nonexecutive director member – – –
e richey
3
nonexecutive director member – – –
independent nonexecutive directors
d dey nonexecutive director member member member member
s hussain nonexecutive director member – member –
c tucker nonexecutive director member member chairman member
t wade nonexecutive director member chairman member –
1
 m keyworth was appointed to the board as an executive director on 11 october 2012
2
 b petzer was appointed to the board as an executive director on 1 april 2013
3
 e richey was appointed to the board as a nonexecutive director on 11 october 2012 
r esponsibilities across our 
governance framework
monitise’s commitment to best practice in 
corporate governance is key to maximising 
the shareholder value that can be generated 
over the long term our corporate governance 
structure is founded on this basis and accordingly 
responsibilities are allocated between our 
board its committees executive committee 
and other managers and functional heads 
see figure 1 
fig 1
monitise plc board
responsible for the overall management and strategy of our organisation and our business
audit and r isk 
committee
r emuneration  
committee
nominations 
committee
executive committee
daytoday management of our business and operations and responsibility for monitoring detailed 
performance of all aspects of our business
1moniar13middleindd   22 9182013   100717 am corporate governance  corporate governance annual report 2013 monitise plc 23
review of the year corporate governance financial statements
it is the group’s policy to ensure that the 
number of executive directors does not exceed 
the number of independent nonexecutive 
directors the board ensures that there is 
a nonexecutive director appointed as the 
senior independent director this position 
is currently held by david dey 
the composition of the board is regularly 
reviewed to ensure that it is of an appropriate 
size scale and balance as the group continues 
to expand during the year two executive 
directors and one nonexecutive director have 
been appointed there is a process for the 
appointment of new directors run by the 
nominations committee involving preparing 
a description of the role and capabilities 
required for any particular board appointment 
and identifying and nominating for approval 
by the board candidates to fill board vacancies 
as they arise
 z ellen richey was appointed pursuant to the 
subscription agreement entered into between 
the company and visa international service 
association replacing elizabeth buse
 z brad petzer joined as the chief financial officer 
of the group following john brougham’s 
retirement in october 2012 
 z mike keyworth has been with the group 
since 2004 and took up the position of 
chief information officer in 2005 and 
was appointed to the board in 2012 
information regarding nonexecutive directors’ 
emoluments has been disclosed further in the 
directors’ remuneration report on page 30
1moniar13middleindd   23 9182013   100717 am monitise plc annual report 2013 corporate governance  corporate governance 24
na
brad petzer
2
na na na na na na
corporate governan ce continued
fig 2
fig 3
boar d meet ings a nd att endance
29 august
2012
11 o ctober
2012
12 november
2012
2 december
2012
5 february
2013
19 march
2013
30 april
2013
6 june
2013
1
 m keyworth was appointed as a director on 11 october 2012
2
 b petzer was appointed as a director on 1 april 2013
3
 j brougham resigned from the board effective 11 october 2012
4
 b mcbride resigned from the board effective from 1 november 2012
5
 e buse resigned from the board effective from 11 october 2012
6
 e richey was appointed to the board as a nonexecutive director on 11 october 2012
board leadership
chairman and chief executive o fficer
clarity of the responsibilities of and 
constructive working relationship amongst 
our directors are at the heart of achieving the 
board’s maximum potential most important 
in this are the responsibilities of and clarity 
between the roles of the chairman and the 
chief executive officer as recommended 
by the uk code there is a clear division 
of responsibilities between these roles 
see figure 2
board effectiveness
board meetings and attendance
the full board convenes at least six times a 
year further meetings and conference calls 
are held as and when necessary these 
meetings together with any committee 
meetings are generally held at the company’s 
offices in london once a year the board 
meets for a full day strategy meeting at a 
different location
attendance by individual directors at the main 
meetings of the board see figure 3
chief executive o fficer ceo 
the ceo is primarily responsible for all executive 
management matters affecting monitise and 
is principally responsible for running the 
group’s business
chairman
the chairman is primarily responsible for the 
leadership of the board and ensuring that the 
board plays a full and constructive part in the 
development and determination of the group’s 
strategy and overall objectives
 senior independent director sid
the sid provides a sounding board for the 
chairman and serves as an intermediary for 
the other directors as necessary
company secretary
the company secretary attends all the board and 
committee meetings and reports to the chairman 
he keeps the board and its committees fully 
informed and aware of governance matters
monitise plc board
alastair lukies
lee cameron
mike keyworth
1
john brougham
3
sushovan hussain
na
na
na na
na
na
na
na
na
na
na na brian mcbride
4
duncan mcintyre
elizabeth buse
5
na na na na na na na
na na ellen richey
6
tim wade
peter ayliffe
colin tucker
david dey
na
1moniar13middleindd   24 9182013   100717 am corporate governance  corporate governance annual report 2013 monitise plc 25
review of the year corporate governance financial statements
matters reserved for the board
the principal matters reserved for the 
board include
 z setting the group strategy
 z approving the annual operating and capital 
expenditure budgets and material changes 
to them
 z reviewing the group structure and 
capital requirements
 z supervising the group’s operations 
and financial performance
 z approving major acquisitions
 z ensuring a satisfactory dialogue takes place 
with the shareholders
 z approving appointments to the board
 z approving the annual and interim 
financial statements and
 z appointment and removal 
of company secretary
r otation of directors
each director is required to retire by rotation 
at the annual general meeting held in the 
third calendar year following the year in which 
they were elected or last reelected by the 
company each director other than the 
chairman and any director holding an 
executive office is required to stand down 
at the annual general meeting following the 
ninth anniversary of the date on which they 
were elected by the company a director 
who retires at any annual general meeting 
shall be eligible for reelection unless the 
directors otherwise determine not later than 
the date of the notice of such meeting
conflicts of interest
where there is a conflict of interest the 
relevant director is required to declare this 
conflict of interest and where appropriate 
abstain from voting on any resolutions 
connected with it
r elationship with shareholders
monitise has a designated investor relations team 
which acts as the primary point of contact with 
the investment community and is responsible 
for maintaining monitise’s ongoing relations 
with investors and shareholders
the company’s website wwwmonitisecom 
is regularly updated to keep the shareholders 
fully informed 
1moniar13middleindd   25 9182013   100718 am monitise plc annual report 2013 corporate governance  report of the audit and risk committee 26
r eport of the a udit and r isk committee
au dit and r isk co mmit t ee – ch airman ’s mess age 
the committee’s main focus is to ensure that monitise’s internal 
controls including financial controls and risk management systems 
continue to evolve and mature as the company continues along 
its high growth path finance and risk functions benefited from 
significant new hires during the year 
ar c composition
the audit and risk committee is chaired by 
tim wade and its members are david dey 
and colin tucker see figure 1 the 
biographies of the members are provided 
on pages 20 and 21
meeting and attendance fy 2013
the details of the attendance at audit and risk 
committee meetings during the year are given 
below see figure 2 the committee’s terms 
of reference are available for public inspection 
at the company’s registered office these terms 
of reference set out the committee’s responsibility 
for promoting the highest standards of integrity 
financial reporting risk management and internal 
controls the meetings of the committee 
are normally also attended by the chairman 
the chief executive officer chief financial 
officer chief commercial officer chief 
information officer the svp – risk 
governance and business optimisation 
and the external auditors 
r ole and responsibility of the 
audit and r isk committee
 z overseeing the involvement of the group’s 
external auditors in planning and review 
of the group’s financial statements
 z recommending the appointment and fees 
of the external auditors to the board
 z reviewing and monitoring the external auditor 
independence and objectivity and the 
effectiveness of the external audit process 
 z reviewing the group’s financial controls 
and other internal control systems
 z reviewing risk management processes
 z reviewing the outputs and effectiveness 
of the internal audit function
 z reviewing progress on implementing 
control improvements and
 z reviewing its terms of reference and 
its effectiveness from time to time 
and recommending to the board 
any changes required
t im wade
independent nonexecutive director
fig 2
au dit and r isk co mmit t ee att endance
29 august
2012
21 december
2012
5 february
2013
30 april
2013
tim wade
david dey
colin tucker
introduction 
t he audit and r isk 
committee is appointed 
by the board and is formed 
of nonexecutive directors 
of the company it assists 
the board in its oversight 
and monitoring of financial 
reporting risk management 
and internal controls
fig 1
t im wade chairman
david dey member
colin t ucker member
audit and r isk committee
1moniar13middleindd   26 9182013   100720 am corporate governance  report of the audit and risk committee annual report 2013 monitise plc 27
review of the year corporate governance financial statements
internal control and risk management
the board has overall responsibility for managing 
risk risks are formally identified and recorded 
in a risk register which is reviewed by the board 
at each meeting this process is designed to 
manage rather than eliminate risk and can only 
provide reasonable and not absolute assurance 
against material misstatement or loss it is 
based principally on reviewing reports from 
management and considering whether 
significant risks are identified evaluated 
managed and controlled and ensuring that 
significant risks are properly managed
the executive directors are closely involved 
in the daytoday control of the business and 
operate a wide range of controls including 
financial operational and compliance controls 
together with other risk management tools 
the group executive committee ‘exco’ 
comprising the chief executive officer the 
chief financial officer the chief commercial 
officer the chief information officer the 
president americas and the president 
emea meets regularly to make executive 
decisions more details on principal risks 
identified can be found in the principal risks 
and uncertainties section on pages 16 and 17
the board considers that the group’s 
management and financial controls enable 
timely and effective monitoring and control 
of the group’s operations and consider them 
appropriate for a company with securities 
admitted to aim 
the group’s accounting policies are considered 
by the directors to be appropriate in accordance 
with applicable accounting standards and 
appropriate to the group’s business the 
directors comply with rule 21 of the aim rules 
regarding dealings in the company’s shares 
and to this end the group has adopted 
an appropriate share dealing code 
the committee continues to monitor and 
review the effectiveness of the group’s 
internal control and risk management systems
internal audit function
internal audit provides an independent and 
objective assurance activity designed to add 
value and improve the group’s control systems 
and operations it provides a systematic and 
disciplined approach to the evaluation 
and improvement of the effectiveness of the 
risk management control and governance 
processes implemented by management
the function has recently been enhanced and 
is now headed by the svp – risk governance 
and business optimisation who reports to the 
cfo and audit and risk committee the svp 
– risk governance and business optimisation 
attends all audit and risk committee meetings 
and will meet the committee members at least 
once a year without executive management 
being present
external auditor
the audit and risk committee is responsible for 
recommending to the board the appointment of 
the external auditor the committee considers the 
independence and objectivity of the auditors with 
regard to the way in which they conduct their audit 
duties the committee looks to ensure that the 
auditors’ independence is not compromised by 
their undertaking of nonaudit work nonaudittax 
advisory services will always be benchmarked by 
management to ensure value for money auditor 
objectivity and independence of advice
t im wade
chairman of the audit and risk committee
4 september 2013 
activities during the year
during the year the committee undertook the following activities at its meetings
areafunction activity
financial statements and accounting policies z reviewed the group’s draft financial statements preliminary and interim results prior to the board 
approval and reviewed the external auditor’s detailed reports thereon and
 z reviewed the appropriateness of the group’s accounting policies
internal control and risk management z reviewed the group’s system of internal controls and its effectiveness reporting to the board on 
the results of the review and receiving regular updates on key risk areas of financial control and
 z monitored the process for formally identifying evaluating and managing any significant risks 
and opportunities within the business
external auditors
 z reviewed the external auditor’s plan for the audit of the group’s financial statements
 z reviewed the effectiveness independence and objectivity of the external auditor and
 z reviewedapproved the external auditor’s engagement letter together with their audit and nonaudit fees
internal audit function
 z reviewed the internal audit function’s work programme and internal audit reports
1moniar13middleindd   27 9182013   100720 am monitise plc annual report 2013 corporate governance  report of the n ominations committee 28
r eport of the n ominations committee
no minat io ns co mmit t ee – ch airman ’s mess age 
the committee’s principal objective is to ensure that the board is 
made up of highcalibre individuals with diverse skills knowledge 
and experience to effectively guide monitise along its high growth 
path leadership and succession planning are other key areas 
that the committee works towards
committee composition
the nominations committee is chaired 
by duncan mcintyre and its members are 
david dey and colin tucker see figure 1 
the biographies of the members are 
provided on pages 20 and 21 
meeting and attendance fy 2013
the details of the attendance at nominations 
committee meetings during the year are given 
below see figure 2 the committee meets 
as required to initiate the selection process 
of and make recommendations to the board 
with regard to the appointment of new directors 
the committee’s terms of reference are available 
for public inspection at the company’s 
registered office
r ole and responsibility of the 
nominations committee
 z considering the size structure and 
composition of the board of the company
 z reviewing senior management succession 
plans retirements and appointments of 
additional and replacement directors 
 z approving changes to the boards of the 
various subsidiary companies in the group
 z making appropriate recommendations 
so as to maintain an appropriate balance 
of skills and experience on the board and
 z considering gender diversity across 
and at different levels of the group
duncan mcintyre
chairman and nonexecutive director
fig 2
no minat io ns co mmit t ee att endance
2 o ctober
2012
5 november
2012
21 december
2012
29 january
2013
duncan mcintyre
david dey
colin tucker
introduction 
t he nominations committee 
is appointed by the board 
and its remit includes the 
structure size and 
composition of the board 
as a whole the overall 
leadership needs of the 
organisation consideration 
of succession planning for 
directors and the search 
for and selection of 
suitable candidates for the 
appointment of replacement 
or additional directors
fig 1
duncan mcintyre chairman
david dey member
colin t ucker member
nominations committee
1moniar13middleindd   28 9182013   100721 am corporate governance  report of the n ominations committee annual report 2013 monitise plc 29
review of the year corporate governance financial statements
appointment of new directors
during the year the committee met and made 
recommendations to the board regarding the 
appointment of ellen richey as a nonexecutive 
director and of mike keyworth and brad petzer 
as executive directors 
as part of the process for recruiting our new 
chief financial officer the committee appointed 
a specialist recruitment consultancy firm to 
assist the board to find a suitable candidate 
suitable candidates were put forward and 
brad petzer was selected as the best fit for 
the position
biographies of all directors are included 
on pages 20 and 21
appointment of new chairman
as part of the process of selecting a 
new chairman the committee appointed 
a specialist recruitment consultancy both 
potential internal and external appointees 
were considered and post yearend 
peter ayliffe who has served as a 
nonexecutive director on the board 
of monitise since november 2011 has 
been appointed nonexecutive chairman 
this takes effect from 1 october 2013 
following his retirement from visa europe 
he succeeds duncan mcintyre who is stepping 
down after more than nine years with monitise
diversity policy
diversity within our board is essential in 
maximising its effectiveness as it enriches 
debates business planning and problem 
solving the committee aims to recruit the 
best talent available based on merit and 
assessed against objective criteria of skills 
knowledge independence and experience 
its primary objective is to ensure that monitise 
maintains the strongest possible leadership 
board and committee evaluation
critical to the success of the board and 
its committees in achieving their aims is 
the effectiveness with which they operate 
the board carries out an evaluation of its 
performance periodically each director 
completes a questionnaire covering board 
and committee procedures and effectiveness 
the chairman reviews the contribution of 
each director individually following the review 
of the report appropriate actions are taken
r eelection to the board
the effectiveness and commitment of the 
nonexecutive directors has been reviewed 
the committee is satisfied with the time 
commitment of each nonexecutive director 
during the year and confident that each of them 
will be in a position to discharge their duties to 
the company in the coming year as detailed 
in the notice of the annual general meeting 
the new executive directors and colin tucker 
will stand for reelection this year
duncan mcintyre
chairman 
4 september 2013
ellen r ichey mike k eyworth brad petzer
appo int ment o f new dir ectors
1moniar13middleindd   29 9182013   100725 am monitise plc annual report 2013 corporate governance  d irectors’ remuneration report 30
d ire ctors’ remuneration report r emu ner at io n co mmit t ee – ch airman ’s mess age 
the remuneration committee is responsible for setting the individual 
remuneration of the executive directors within the framework of the 
remuneration policy of the company as outlined earlier in this report 
this has been another year of significant momentum for monitise
the remuneration committee considers that the remuneration of 
the executives for the year appropriately reflects the group’s strong 
growth and excellent performance over the year
 
committee composition
the remuneration committee is chaired by 
colin tucker and its members are sushovan 
hussain david dey and tim wade see 
figure 1 the biographies of the members 
are provided on pages 20 and 21 
meeting and attendance fy 2013
the details of the attendance at remuneration 
committee meetings during the year are given 
overleaf see figure 2 the committee’s 
terms of reference are available for public 
inspection at the company’s registered office 
r ole and responsibility of the 
r emuneration committee
the remuneration committee has specific 
responsibility for advising the group’s board 
on the remuneration and other benefits of 
executive directors overseeing remuneration 
and benefits of other senior executives an 
overall policy in respect of remuneration of all 
other employees of the group and establishing 
the group’s policy with respect to employee 
share option schemes
advisors to the 
r emuneration committee
the remuneration committee is authorised 
if it wishes to seek independent specialist 
services to provide information and advice on 
remuneration during the year the remuneration 
committee continued its review of executive 
remuneration and utilised the services of 
new bridge street a leading firm of executive 
remuneration consultants 
activities during the year 
during the year the committee undertook the 
following activities at its meetings
 z review of executive remuneration strategy 
and policy 
 z approval of bonuses for the executive directors 
 z review of proposals for and grant of share 
options under the monitise performance 
share plan scheme
 z review of the various share option schemes 
 z granting options to employees under the 
company’s sharesave scheme and
 z approval of the valuation report for options 
vested in the year
during the year the committee granted 
awards to executive directors vesting over 
a fiveyear period with a performance target 
measure on significant share price growth 
as part of ensuring longterm incentivisation 
of the executive directors
r emuneration policy
the executive remuneration policy is to ensure 
that the remuneration of executive directors 
and senior executives properly reflects their 
duties and responsibilities and is sufficient to 
recruit retain and motivate high–quality executive 
talent whilst aligning the interests of senior 
executives as closely as possible with the 
interests of shareholders the remuneration 
of the executive directors has been structured 
to provide a significant performance–related 
element linked to the achievement of stretching 
performance targets
executive remuneration was reviewed during 
the year in conjunction with the review agreement 
and planning of the group’s ongoing growth 
strategy by the board 
the committee intends to keep the 
remuneration policy under review to ensure 
that the remuneration is aligned with the 
overall strategic objectives of the group 
colin t ucker
independent nonexecutive director
introduction 
t he company discloses 
the following information 
on directors’ remuneration 
mindful of r ule 19 of the 
aim r ules and the fact 
that as the company is 
quoted on the alternative 
investment market ‘aim’ 
it is not required to comply 
with the main market uk 
listing r ules or those 
aspects of the companies 
act applicable to listed 
companies regarding 
the disclosure of 
directors’ remuneration
fig 1
colin t ucker chairman
sushovan hussain member
david dey member
t im wade member
r emuneration committee
1moniar13middleindd   30 9182013   100727 am corporate governance  d irectors’ remuneration report annual report 2013 monitise plc 31
review of the year corporate governance financial statements
executive directors’ remuneration
in the year under review executive director’s total remuneration packages comprised 
 z fixed pay including base salary pension contribution health insurance life assurance permanent health insurance and 
 z variable pay comprising bonus opportunity and participation in the group’s sharebased longterm incentive plans 
non–executive directors
the non–executive directors have a written letter of appointment with monitise the non–executive directors are appointed for an initial term of one 
year and may be reappointed annually thereafter 
the appointment letters for the non–executive directors are made available for public inspection at the company’s registered office 
the remuneration of the executive and non–executive directors is as follows
directors’ emoluments
salary 
and fees 
£’000
bonus 
£’000
benefits 
in kind 
£’000
pension 
£’000
year to 
30 june 
2013 
£’000
year to 
30 june 
2012 
£’000
executive directors
a lukies 300 300 1 15 616 570
l cameron 230 230 1 12 473 454
m keyworth
1
159 159 2 8 328 –
b petzer
2
45 32 – 2 79 –
j brougham
3
64 – – – 64 300
nonexecutive directors
d mcintyre
4
233 – 1 – 234 151
p ayliffe – – – – – –
e richey
5
– – – – – –
e buse
6
– – – – – –
independent nonexecutive directors
d dey 50 – – – 50 50
s hussain 50 – – – 50 50
c tucker 50 – – – 50 50
t wade 50 – – – 50 50
b mcbride
7
17 – – – 17 42
t otal remuneration 1248 721 5 37 2011 1717
1
 m keyworth was appointed to the board as an executive director on 11 october 2012 
2
 b petzer was appointed to the board as an executive director on 1 april 2013 
3
 j brougham resigned from the board effective from 11 october 2012 
4
 d mcintyre provided significant support during fy 2013 following j brougham’s retirement 
5
 e richey was appointed to the board as a non–executive director on 11 october 2012 
6
 e buse resigned as a non–executive director effective from 11 october 2012  
7
 b mcbride resigned as a non–executive director effective from 1 november 2012
during the year certain share options vested see note 23 no directors exercised share options during the year
fig 2
r emu ner at io n co mmit t ee att endance
29 august
2012
2 o ctober
2012
25 o ctober
2012
21 december
2012
5 february
2013
19 march
2013
6 june
2013
25 june
2013
colin tucker
david dey
tim wade
1
na na na
sushovan hussain
1
 tim wade was appointed to the remuneration committee on 5 february 2013 
2
 brian mcbride resigned effective from 1 november 2012
na
brian mcbride
2
na na na na na
1moniar13middleindd   31 9182013   100727 am monitise plc annual report 2013 corporate governance  d irectors’ remuneration report 32
share incentives
the committee believes that longterm 
share awards should form a key part of the 
remuneration policy and provide a direct 
means of aligning reward with both the 
longterm performance of the group and 
the interests of the shareholders
under the share incentive schemes the 
remuneration committee may grant to 
directors and employees awards over 
shares in the company
legacy plans
monitise has the following three legacy plans 
and the committee does not intend to grant 
further awards to employees under any of 
these plans more details are included in 
note 23 of the financial statements
 z enterprise management incentive plan
 z monitise rollover plan and
 z clairmail 2004 share option plan the group 
assumed the preexisting options granted 
to clairmail inc as part of the acquisition 
agreement these options have been 
converted into options over monitise plc 
shares awards that are capable of exercise 
under this plan remain outstanding for 
certain participants
current plans
 z performance share plan
 z approved share option plan
 z unapproved share option plan
 z deferred annual bonus plan
 z sharesave scheme and
 z employee stock purchase plan us scheme
d ire ctors’ remuneration report continued
the following directors held options to subscribe for ordinary shares in the company at the year end
director date of grant
market 
value 
at date 
of grant
options 
held at
1 july 
2012
granted 
exercised 
in the year
options
held at
30 june
2013
exercise 
price earliest exercise date expiry date
performance share plan
a lukies october 2008 61p 6000000 – 6000000 10p october 2009–
october 2013
october 2018
march 2010 163p 2000000 – 2000000 10p march 2013 march 2020
september 2010 230p 3000000 – 3000000 10p september 2013 september 2020
september 2011 365p 2000000 – 2000000 10p september 2014 september 2021
september 2012 375p – 2000000 2000000 3275p september 2015 september 2022
december 2012 3375p – 12000000 12000000 10p december 2015–
december 2017
december 2022
l cameron october 2008 61p 300000 – 300000 10p october 2009–
october 2013
october 2018
september 2009 123p 638268 – 638268 10p september 2012 september 2019
march 2010 163p 1000000 – 1000000 10p march 2013 march 2020
september 2010 230p 2000000 – 2000000 10p september 2013 september 2020
september 2011 365p 1500000 – 1500000 10p september 2014 september 2021
september 2012 375p – 1000000 1000000 3275p september 2015 september 2022
december 2012 3375p – 4000000 4000000 10p december 2015–
december 2017
december 2022
m keyworth october 2008 61p 200000 – 200000 10p october 2009–
october 2013
october 2018
september 2009 123p 612316 – 612316 10p september 2012 september 2019
march 2010 163p 1000000 – 1000000 10p march 2013 march 2020
september 2010 230p 1500000 – 1500000 10p september 2013 september 2020
september 2011 365p 1500000 – 1500000 10p september 2014 september 2021
september 2012 375p – 1000000 1000000 3275p september 2015 september 2022
december 2012 3375p – 4000000 4000000 10p december 2015–
december 2017
december 2022
sharesave scheme
a lukies october 2011 340p 31690 – 31690 284p december 2014 june 2015
l cameron october 2011 340p 31690 – 31690 284p december 2014 june 2015
m keyworth october 2011 340p 31690 – 31690 284p december 2014 june 2015
refer to note 23 to the financial statements for further information on the performance conditions of the share schemes
the market price of the company’s ordinary shares at 28 june 2013 was 345p as at 30 june 2012 330p and the range of market prices during 
the year was 255p to 4325p 2012 255p to 400p
colin t ucker
chairman of the remuneration committee
4 september 2013
1moniar13middleindd   32 9182013   100727 am corporate governance  d irectors’ report annual report 2013 monitise plc 33
review of the year corporate governance financial statements
d ire ctors’ report principal activities
the principal activity of the group is as a 
technology and services company delivering 
mobile banking payments and commerce 
solutions worldwide with the proven technology 
and expertise to enable financial institutions 
payments companies retailers and mobile 
networks and other service providers to offer 
a wide range of services to their customers in 
developed and hybrid markets monitise provides 
services to more than 350 financial institutions 
has 24 million registered users worldwide 
and has strategic partnerships with visa inc 
visa europe rbs group telefónica digital 
and fis to develop and deliver mobile 
money services
the group is headquartered in the uk with 
operations internationally with offices in the uk 
the us india and asia monitise is working with 
international partners to extend trusted and 
secure mbanking mpayment and mcommerce 
solutions in territories worldwide its current 
principal activities are in the uk and us with 
joint ventures to address the asia pacific and 
india markets the principal activity of the 
company is as a holding company
business review and future developments
this annual report and accounts has been prepared to provide shareholders with a fair and 
balanced review of monitise’s business and the outlook for the future development of the group 
as well as the principal risks and uncertainties which could affect the group’s performance 
the table below identifies where to find specific information related to the business review
content section page
a detailed review of the group’s 
business and future developments
chairman’s statement 6
chief executive’s review 8
financial review 14
principal risks principal risks and uncertainties 16
environmental matters employee 
information and social and 
community issues
corporate and social responsibility report 18
corporate governance corporate governance report 22
r esults and dividends
details of the results are set out in the consolidated statement of comprehensive income 
on page 37 the directors do not recommend the payment of a dividend 2012 £nil
directors and directors’ interests
the directors who served during the year and up to the date of signing the financial statements 
unless otherwise stated were as follows
executive directors nonexecutive directors
independent 
nonexecutive directors
a lukies d mcintyre d dey
l cameron p ayliffe s hussain
m keyworth
1
e buse
4
b mcbride
6
j brougham
2
e richey
5
c tucker
b petzer
3
t wade
1
 m keyworth was appointed to the board as an executive director on 1 1 october 2012
2  
j brougham resigned from the board effective from 1 1 october 2012
3
  b petzer was appointed to the board as an executive director on 1 april 2013
4
   e buse resigned from the board effective from 1 1 october 2012
5
   e richey was appointed to the board as a nonexecutive director on 1 1 october 2012
6
   b mcbride resigned from the board effective from 1 november 2012
the directors present their report and the audited consolidated financial statements 
of the group for the year ended 30 june 2013 
this directors’ report contains certain statutory regulatory and other information 
and incorporates some sections by reference included earlier in this document
1moniar13middleindd   33 9182013   100727 am monitise plc annual report 2013 corporate governance  d irectors’ report 34
directors and directors’ interests continued
the directors who held office at the end of the financial year had the following interests in the 
£001 ordinary shares of the company according to the register of directors’ interests
30 june 2013
number of shares
30 june 2012
number of shares
a lukies 2593062 2593062
l cameron 554306 554306
m keyworth 636877 na
b petzer 17587 na
d mcintyre
1
23976146 24580614
p ayliffe — —
d dey 656888 656888
s hussain 368400 368400
e richey — na
c tucker 363635 363635
t wade
2
100000 100000
1
 d mcintyre’s beneficial interest in 2013 no longer includes shares held in trust for his children 
2
 included in t wade’s beneficial interest are 100000 2012 100000 ordinary shares held by his spouse
directors’ beneficial interests in the share options of the company are given in the directors’ 
remuneration report on pages 30 to 32
directors’ indemnity and liability insurance
during the year the company has maintained liability insurance in respect of its directors further 
subject to the provisions of the companies act 2006 the company’s articles of association 
provide that the directors are entitled to be indemnified against certain liabilities incurred in the 
execution or discharge of his or her duties
substantial shareholdings
as at 4 september 2013 the company had been notified of the following interests of 3 or more 
of its issued ordinary share capital
shareholders 
number of 
ordinary shares
omega advisors inc 99 155362132
norges bank 89 140000000
visa europe ltd 74 115750000
visa inc 69 107393000
norwest ventures 40 62222836
political and charitable donations 
during the year the group made charitable 
donations of £24400 2012 £37000 to 
a variety of charities the group made 
no political donations 2012 £nil 
r esearch and development
the group undertakes research and 
development activities relating to the products 
and services it provides disclosures regarding 
the expenditure and capitalisation of development 
costs in the year have been made in notes 6 
and 10 to the financial statements respectively
principal risks and uncertainties 
the group through its operations is exposed 
to a number of risks further information is 
provided in the principal risks and 
uncertainties report on page 16
key performance indicators 
key performance indicators are used to measure 
and control both financial and operational 
performance revenues operating margins 
costs and cash are trended to ensure plans are 
on track and corrective actions are taken where 
necessary operational service performance is 
also monitored and tracked as is progress in 
product development and deployment through 
measurement against agreed milestones in 
addition further key performance indicators 
include the number of countries in which the 
platform is being deployed the number of 
customers integrated under each of these 
platforms and the number of end users
key performance indicators are discussed within 
the chief executive’s review and financial review 
on pages 8 to 13 and 14 to 15 
d ire ctors’ report continued
1moniar13middleindd   34 9182013   100727 am corporate governance  d irectors’ report annual report 2013 monitise plc 35
review of the year corporate governance financial statements
financial instruments 
the group’s financial instruments primarily 
comprise cash balances loans trade 
receivables and payables arising from its 
operations the group has begun to enter 
into derivative transactions such as forward 
foreign exchange contracts during the year due 
to changes in the size and nature of its activities 
the group’s policy and yearend position 
regarding financial instruments has been fully 
disclosed in note 3 to the financial statements 
the significant ongoing changes in the group 
and international business are likely to result 
in an increasing focus on foreign exchange 
management in future periods
supplier payment policy 
the group agrees appropriate terms and 
conditions individually with its suppliers it seeks 
to abide by these agreed terms provided that 
the supplier has also complied with them the 
company had 76 creditor days at 30 june 2013 
2012 75 creditor days
annual g eneral meeting
the annual general meeting will be held at 
26 southampton buildings holborn gate 
london wc2a 1pb on 17 october 2013 
at 1000 am
g oing concern 
the directors confirm that they have a reasonable 
expectation that the group will have adequate 
resources to continue in operational existence 
for the foreseeable future and accordingly they 
continue to adopt the going concern basis 
in preparing the financial statements
post balance sheet event
grapple mobile limited was acquired after the 
balance sheet date please refer to note 31 in 
the financial statements
statement of directors’ responsibilities
the directors are responsible for preparing the annual 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 and parent company financial statements in 
accordance with international financial reporting standards ‘ifrss’ as adopted by the european 
union 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
 z select suitable accounting policies and then apply them consistently
 z make judgements and accounting estimates that are reasonable and prudent
 z state whether applicable ifrss as adopted by the european union have been followed 
subject to any material departures disclosed and explained in the financial statements and
 z 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 comply with the companies act 2006 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
independent auditors
the auditors pricewaterhousecoopers llp have indicated their willingness to continue in office 
and a resolution that they be reappointed will be proposed at the annual general meeting
disclosure of information to auditors
for each of the persons who were directors at the date the directors’ report was approved 
the following applies
a  so far as the directors are aware there is no relevant audit information of which 
the company’s auditors are unaware and
b  the directors have taken all the steps that they ought to have taken as directors in order 
to make themselves aware of any relevant audit information and to establish that the 
company’s auditors are aware of that information
 
approved by the board and signed on behalf of the board
t om s purgeon
company secretary
4 september 2013
1moniar13middleindd   35 9182013   100727 am monitise plc annual report 2013 36 financial statements  independent auditors’ report
independent aud itors’ report to the membe rs o f mon it ise plc
we have audited the group and parent company financial statements the ‘financial statements’ of monitise plc for the year ended 30 june 2013 
which comprise the consolidated statement of comprehensive income the consolidated statement of financial position the company statement 
of financial position the consolidated statement of changes in equity the company statement of changes in equity the group and company 
cash flow statements and the related notes the financial reporting framework that has been applied in their preparation is applicable law and 
international financial reporting standards ‘ifrs’ as adopted by the european union and as regards the parent company financial statements 
as applied in accordance with the provisions of the companies act 2006
respective responsibilities of directors and auditors
as explained more fully in the directors’ responsibilities statement set out on page 35 the directors are responsible for the preparation of the 
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 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 and 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 
 z the financial statements give a true and fair view of the state of the group’s and of the parent company’s affairs as at 30 june 2013 
and of the group’s loss and group’s and parent company’s cash flows for the year then ended
 z the group financial statements have been properly prepared in accordance with ifrss as adopted by the european union 
 z the parent company financial statements have been properly prepared in accordance with ifrss as adopted by the european union 
and as applied in accordance with the provisions of the companies act 2006 and
 z the financial statements have been prepared in accordance with the requirements of the companies act 2006 
opinion on other matter prescribed by the companies act 2006
in our opinion the information given in the directors’ report for the financial year for which the financial statements are prepared is consistent with 
the 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 
 z 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 
 z the parent company financial statements are not in agreement with the accounting records and returns or 
 z certain disclosures of directors’ remuneration specified by law are not made or
 z we have not received all the information and explanations we require for our audit
nigel reynolds senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
london
4 september 2013
1moniar13backindd   36 9182013   100703 am annual report 2013 monitise plc 37
review of the year
financial statements  c onsolidated statement of comprehensive income
c orporate governance financial statements
consol idated statement of comprehens ive in come fo r the ye ar ended 30 june 2013
note
2013 
£’000
2012
£’000
revenue 5 72796  36087 
cost of sales 17588 12132
gross profit 55208  23955 
operating costs before depreciation amortisation impairments and sharebased payments
1
 74513 34367
ebitda
2
 19305 10412
depreciation amortisation and impairments
1
 16147 3271
operating loss before sharebased payments and exceptional items 35452 13683
sharebased payments
1
23 5333 2707
exceptional lossgain on acquisition of subsidiary
1
29 1444 10095 
other exceptional items
1
6 4210 4995
operating loss 6 46439 11290
finance income 8 390  512 
finance expense 8 563 100
share of posttax loss of joint ventures 12 4440 6034
loss before income tax 51052 16912
income tax 25 251 527 
loss for the year attributable to the owners of the parent 51303 16385
other comprehensive income that may be reclassified subsequently to profit or loss
currency translation differences on consolidation 2468  364 
total comprehensive expense for the year attributable to owners of the parent 48835 16021
loss per share attributable to owners of the parent during the year expressed in pence per share
– basic and diluted 22 38 21
1
  total operating costs after depreciation amortisation impairments sharebased payments and exceptional expenses including oneoff costs of £222000 
2012 £135000 included in exceptional lossgain on acquisition of subsidiary are £100425000 2012 £45475000
2
 ebitda is defined as operating loss before exceptional items depreciation amortisation impairments and sharebased payments charge
the company has elected to take the exemption under section 408 of the companies act 2006 to not present the parent company statement 
of comprehensive income see note 27 
the notes on pages 43 to 76 are an integral part of these consolidated financial statements 
1moniar13backindd   37 9182013   100704 am monitise plc annual report 2013 38 financial statements  c onsolidated statement of financial position
note
2013 
£’000
2012
£’000
assets
noncurrent assets
property plant and equipment 9 8049  5621 
intangible assets 10 192648  169588 
investments in joint ventures 12 –  36 
other receivables 13 –  1479 
deferred tax assets 19 44  2578 
 200741  179302 
current assets
trade and other receivables 13 17363  14908 
cash and cash equivalents 14 86770  19566 
 104133  34474 
total assets 304874  213776 
liabilities
current liabilities
trade and other payables 16 36942 31548
provisions 17 1858 832
financial liabilities 18 936 9690
 39736 42070
noncurrent liabilities
investments in joint ventures 12 498 – 
other payables 16 2333 4719
provisions 17 6308 7013
financial liabilities 18 880 – 
deferred tax liabilities 19 14170 14822
total liabilities 63925 68624
net assets 240949  145152 
equity
capital and reserves attributable to owners of the parent
ordinary shares 21 15630  10170 
ordinary shares to be issued 21 –  15615 
share premium 21 216594  101336 
foreign exchange translation reserve 21 2723  255 
other reserves 21 130747  94309 
accumulated losses 124745 76533
total equity 240949  145152 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
these financial statements on pages 37 to 42 were approved and authorised for issue by the board of directors on 4 september 2013 
and were signed on its behalf by
alastair lukies brad petzer
chief executive officer chief financial officer
 
company number 06011822
the notes on pages 43 to 76 are an integral part of these consolidated financial statements
consol idated statement of f inan cial pos it ion as at 30 june 2013
1moniar13backindd   38 9182013   100704 am annual report 2013 monitise plc 39
review of the year
financial statements  c ompany statement of financial position
c orporate governance financial statements
note
2013 
£’000
2012
£’000
assets
noncurrent assets
investment in subsidiaries 11 160251  139186 
current assets
trade and other receivables 13 174258  98341 
cash and cash equivalents 14 41451  2239 
 215709  100580 
total assets 375960  239766 
liabilities
current liabilities
trade and other payables 16 1922 4069
financial liabilities 18 662 – 
 2584 4069
noncurrent liabilities
other payables 16 85 85
total liabilities 2669 4154
net assets 373291  235612 
equity
ordinary shares 21 15630  10170 
ordinary shares to be issued 21 –  15615 
share premium 21 216594  101336 
other reserves 21 152384  117937 
accumulated losses 11317 9446
total equity 373291  235612 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
these financial statements on pages 37 to 42 were approved and authorised for issue by the board of directors and were signed on 4 september 2013 
on its behalf by
alastair lukies brad petzer
chief executive officer chief financial officer
 
company number 06011822
the notes on pages 43 to 76 are an integral part of these financial statements
company statement of f inan cial pos it ion as at 30 june 2013
1moniar13backindd   39 9182013   100704 am monitise plc annual report 2013 40 financial statements  c onsolidated statement of changes in equity
  note
ordinary
shares 
£’000
ordinary
shares to be
issued 
£’000
share
premium
£’000
merger
reserve
£’000
reverse 
acquisition 
reserve
£’000
sharebased
payment
reserve
£’000
accumulated
losses
£’000
foreign 
exchange 
translation 
£’000
total
£’000
balance at 1 july 2011 7031 –  76687  32952  25321 2182  60635 109 32787 
loss for the year – – – – – –  16385 –  16385
other comprehensive income – – – – – – –  364  364 
total comprehensive income – – – – – –  16385 364  16021
issue of ordinary shares 
net of expenses 2129 3033 –  23700  76220 – – – –  102953 
shares to be issued 
on acquisition 2129 –  15615 – – –  6179 – –  21794 
recognition of 
sharebased payments 23 – – – – –  2584 – –  2584 
exercise of share options 21 106 –  949 – –  487 487 –  1055 
balance at 30 june 2012 10170  15615  101336  109172  25321 10458  76533 255  145152 
balance at 1 july 2012 10170  15615  101336  109172  25321 10458  76533 255  145152 
loss for the year – – – – – –  51303 –  51303
other comprehensive income – – – – – – –  2468  2468 
total comprehensive income – – – – – –  51303 2468  48835
issue of ordinary shares 
net of expenses 2129 4754 –  113323  17600 – – – –  135677 
issue of ordinary shares 
relating to prior year 
business combinations 2129 473  15615 –  15142 – – – – – 
recognition of warrants 21 – – – – – –  1965 –  1965 
recognition of 
sharebased payments 23 – – – – –  4822 – –  4822 
exercise of share options 21 233 –  1935 – –  1126 1126 –  2168 
balance at 30 june 2013 15630 –  216594  141914  25321 14154  124745 2723  240949 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
the notes on pages 43 to 76 are an integral part of these consolidated financial statements
consol idated statement of changes in equ ity fo r the ye ar ended 30 june 2013
1moniar13backindd   40 9182013   100704 am annual report 2013 monitise plc 41
review of the year
financial statements  c ompany statement of changes in equity
c orporate governance financial statements
company statement of changes in equ ity fo r the ye ar ended 30 june 2013
  note
ordinary
shares 
£’000
ordinary
shares to be
issued 
£’000
share
premium
£’000
merger
reserve
£’000
reverse 
acquisition 
reserve
£’000
sharebased
payment
reserve
£’000
accumulated
losses
£’000
foreign 
exchange 
translation 
£’000
total
£’000
balance at 1 july 2011 7031 –  76687  32952 –  1473  4091 –  114052 
loss for the year and total 
comprehensive income 27 – – – – – –  6826 –  6826
issue of ordinary shares 
net of expenses 2129 3033 –  23700  76220 – – – –  102953 
ordinary shares to be 
issued on acquisition 2129 –  15615 – – –  6179 – –  21794 
sharebased payments 23 – – – – –  1177  1407 –  2584 
exercise of share options 21 106 –  949 – –  64 64 –  1055 
balance at 30 june 2012 10170  15615  101336  109172 –  8765  9446 –  235612 
balance at 1 july 2012 10170  15615  101336  109172 –  8765  9446 –  235612 
loss for the year and total 
comprehensive income 27 – – – – – –  6953 –  6953
issue of ordinary shares 
net of expenses 2129 4754 –  113323  17600 – – – –  135677 
issue of ordinary shares 
relating to prior year 
business combinations 2129 473  15615 –  15142 – – – – – 
recognition of warrants 21 – – – – – –  1965 –  1965 
sharebased payments 23 – – – – –  1972  2850 –  4822 
exercise of share options 21 233 –  1935 – –  267 267 –  2168 
balance at 30 june 2013 15630 –  216594  141914 –  10470  11317 –  373291 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
the notes on pages 43 to 76 are an integral part of these financial statements
1moniar13backindd   41 9182013   100704 am monitise plc annual report 2013 42 financial statements  c ash flow statements
group company
note
2013
£’000
2012
£’000
2013
£’000
2012
£’000
cash flows used in operating activities
cash used in operations 26 17063 10391 1139 2899
exceptional expenses 6733 1214 – – 
net income tax paid 462 – – – 
net cash used in operating activities 24258 11605 1139 2899
cash flows used in investing activities
cash acquired on acquisition of subsidiary net of cash consideration paid 749 1556 – – 
investments in joint ventures 2590 2654 – – 
loan to joint venture parties and subsidiaries 1400 4267 79228 39521
payment of deferred consideration –  500 – – 
interest paid 339 10 – – 
interest received 237  385  144  540 
purchase of property plant and equipment 5071 3155 – – 
purchase and capitalisation of intangible assets 9087 7647 – – 
investment in shortterm investments –  10000 –  10000 
net cash used in investing activities 17501 6292 79084 28981
cash flows from financing activities
proceeds from issuance of ordinary shares net of expenses  117267 24335  117267  24335 
share options exercised 2168  1055  2168  1055 
proceeds from longterm borrowings 139 – – – 
repayments of longterm borrowings 10376 – – – 
repayments of finance lease liabilities 191 – – – 
net cash generated from financing activities 109007  25390  119435  25390 
net increasedecrease in cash and cash equivalents 67248  7493  39212  6490
cash and cash equivalents at beginning of the year 19566  12167  2239  8735 
effect of exchange rate fluctuations on cash held 44 94 –  6
cash and cash equivalents at end of the year 14 86770  19566  41451  2239 
the notes on pages 43 to 76 are an integral part of these financial statements
cash flow statements fo r the ye ar ended 30 june 2013
1moniar13backindd   42 9182013   100705 am annual report 2013 monitise plc 43
review of the year
financial statements  n otes to the consolidated financial statements
c orporate governance financial statements
1 general information
monitise plc ‘the company’ and its subsidiaries together ‘the group’ is a technology group delivering mobile banking payments and commerce networks 
worldwide the group is headquartered in the uk operates ventures in the uk us asia pacific and india and continues to expand internationally 
the company is a public limited company incorporated and domiciled in england and wales whose shares are publicly traded on the alternative 
investment market ‘aim’ of the london stock exchange 
2 summary of significant accounting policies
the principal accounting policies applied in the preparation of these consolidated financial statements are set out below the policies have been 
applied consistently unless otherwise stated they are the same as those used in preparing the consolidated financial statements at 30 june 2012 
21 basis of preparation
the consolidated financial statements of monitise plc have been prepared on a going concern basis in accordance with international financial 
reporting standards ‘ifrs’ as adopted by the european union ‘ifrs as adopted by the eu’ ifric interpretations and the companies act 2006 
applicable to companies reporting under ifrs the consolidated financial statements have been prepared under the historical cost convention 
as modified where applicable by the revaluation of financial assets and financial liabilities at fair value through profit or loss
the preparation of financial statements in conformity with ifrs requires the use of certain critical accounting estimates it also requires management 
to exercise its judgement in the process of applying the group’s accounting policies see note 4
211 new standards and interpretations
a   the following amendment to standards is mandatory for the first time for the financial year beginning 1 july 2012 but is not currently relevant 
for the group or has had no material impact
effective date
amendment to ias 1 “presentation of financial statements” 1 july 2012
b   the following new standards amendments to standards and interpretations are mandatory for the first time for the financial year beginning 
1 july 2013
effective date 
ifrs 13 “fair value measurements” 1 january 2013
ias 19 “employee benefits” revised 2011 1 january 2013
annual improvements 2011 – amendments excluding those to ias 1 1 january 2013
ifrs 1 “firsttime adoption of ifrs” amendments 2012 1 january 2013
ifrs 7 “financial instruments disclosures” amendments 2011 1 january 2013
amendment to ias 12 “income taxes” 1 july 2013
   the directors do not anticipate that the adoption of any of the above standards amendments or interpretations will have a material impact 
on the group’s financial statements on initial application
c   the following new standards amendments to standards and interpretations have been issued but are not effective for the financial year 
beginning 1 july 2012 or 1 july 2013 and have not been early adopted
effective date 
subject to eu endorsement
ifrs 10 “consolidated financial statements” 1 january 2014
ifrs 11 “joint arrangements” 1 january 2014
ifrs 12 “disclosure of interests in other entities” 1 january 2014
transition guidance amendments to ifrs 10 ifrs 11 and ifrs 12 1 january 2014
ias 27 “separate financial statements” revised 2011 1 january 2014
amendment to ias 36 “impairment of assets” on recoverable amount disclosures 1 january 2014
amendment to ias 39 “financial instruments recognition and measurement” on novation of derivatives and hedge accounting 1 january 2014
ifric 21 “levies” 1 january 2014
ias 28 “investments in associates and joint ventures” revised 2011 1 january 2014
ias 32 “financial instruments presentation” amendments 2011 1 january 2014
investment entities amendments to ifrs 10 ifrs 12 and ias 27 1 january 2014
ifrs 9 “financial instruments” 1 january 2015
due to the change in accounting policy in the prior year the directors do not believe that the adoption of ifrs 11 “joint arrangements” will 
have a material impact on the presentation of the group’s results the group is currently assessing the impact of the other standards listed 
above on its results financial position and cash flows
the group continues to monitor the potential impact of other new standards and interpretations which may be endorsed by the european 
union and require adoption by the group in future accounting periods
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013
1moniar13backindd   43 9182013   100705 am monitise plc annual report 2013 44 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
2 summary of significant accounting policies continued
22 consolidation
the financial information consolidates the results of monitise plc and the entities controlled by the company and includes the group’s share of the 
postacquisition results and net assets of its joint ventures for the periods covered by the financial information 
a subsidiaries
subsidiaries are all entities including special purpose entities over whose financial and operating policies the group has the power to govern 
generally accompanying a shareholding of more than one half of the voting rights the existence and effect of the potential voting rights that are 
currently exercisable or convertible are considered when assessing whether the group controls another entity subsidiaries are fully consolidated 
from the date on which control is transferred to the group they are deconsolidated from the date that control ceases 
the acquisition method of accounting is used to account for business combinations by the group the consideration transferred for the acquisition 
of a subsidiary comprises the fair values of the assets transferred the liabilities incurred and the equity interests issued by the group the consideration 
transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement acquisitionrelated costs are expensed 
as incurred identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair 
values at the acquisition date on an acquisitionbyacquisition basis the group recognises any noncontrolling interest in the acquiree either at fair 
value or at the noncontrolling interest’s proportionate share of the acquiree’s net assets
the excess of the consideration transferred the amount of any noncontrolling interest in the acquiree and the acquisition date fair value of any previous 
equity interest in the acquiree over the fair value of the group’s share of the identifiable net assets acquired is recorded as goodwill if this is less than 
the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase the difference is recognised directly in the statement 
of comprehensive income gains on acquisitions may arise where the acquisition date fair value of any previous equity interest in the acquiree 
exceeds the book value of that interest
intercompany transactions balances and unrealised gains on transactions between group companies are eliminated accounting policies of subsidiaries 
have been changed where necessary to ensure consistency with the policies adopted by the group
b joint venture arrangements
joint ventures are all entities over which the group exercises joint control investments in joint ventures are accounted for using the equity method 
of accounting and are initially recognised at cost the group’s investment in joint ventures includes goodwill identified on acquisition net of any 
accumulated impairment loss the group’s share of its joint ventures’ postacquisition profits or losses is recognised in the statement of comprehensive 
income and its share of postacquisition movements in reserves is recognised in equity the cumulative postacquisition movements are adjusted 
against the carrying amount of the investment when the group’s share of losses in a joint venture equals or exceeds its interest in the joint venture 
including any other unsecured receivables the group does not recognise further losses unless it has incurred obligations or made payments on 
behalf of the joint venture any net joint venture liability is recognised in noncurrent liabilities on the statement of financial position
unrealised gains on transactions between the group and its joint ventures are eliminated to the extent of the group’s interest in the joint ventures 
unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred
accounting policies of joint ventures have been changed where necessary to ensure consistency with the policies adopted by the group
23 revenue
revenue comprises the fair value of the consideration received or receivable for the sale of goods and services provided within the group’s 
ordinary activities net of discounts and sales taxes it comprises subscription and transaction revenues product licences and development 
and integration services 
subscription and transaction revenue relates to revenue generated from all types of enduser activity and may take various forms including per user fees 
click fees commissions and revenue share and includes associated managed services this revenue is recognised as the services are performed
product licences are sales where the customer has the ability to exploit the licensed functionality upon delivery and include both certain termbased 
and perpetual licences these licence revenues are recognised as a sale of a good once all of the below recognition criteria have been met
 z the group has transferred to the buyer the significant risks and rewards of ownership of the licence
 z the group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold
 z the amount of revenue can be measured reliably
 z it is probable that the economic benefits associated with the transaction will flow to the group and
 z the costs incurred or to be incurred in respect of the transaction can be measured reliably
1moniar13backindd   44 9182013   100705 am annual report 2013 monitise plc 45
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
2 summary of significant accounting policies continued
23 revenue continued
revenue relating to development and integration services contracted on a time and materials basis is recognised as the services are performed 
revenue relating to development and integration services identified as a service contract is recognised on a straight line basis development and 
integration service revenue delivered under a fixed price contract is recognised on a percentageofcompletion basis based on the extent of work 
completed as a percentage of overall estimated project cost when the outcome of a contract can be estimated reliably determining whether a contract’s 
outcome can be estimated reliably requires management to exercise judgement and estimates are continually reviewed as determined by events 
or circumstances provision is made as soon as a loss is foreseen
typically a number of the above elements may be sold together as a bundled contract revenue is recognised separately for each component if it 
is considered to represent a separable good or service and a fair value can be reliably established the group may derive fair value for its services 
based on a reliable cost estimate plus an appropriate marketbased margin where a product licence is included within a bundled arrangement 
the residual value of the contract is ascribed to the product licence after a fair value has been allocated to all other components
amounts which meet the group revenue recognition policy which have not yet been invoiced are accounted for as accrued income whereas 
amounts invoiced which have not met the group’s revenue recognition criteria are deferred and are accounted for as deferred income until such 
time as the revenue can be recognised management makes an assessment of the certainty of any accrued revenue amounts in determining how 
much revenue to recognise
24 segmental reporting
an operating segment is a component of the group that engages in business activities from which it may earn revenues and incur expenses 
including revenues and expenses that relate to transactions with any of the group’s other components at 30 june 2013 the group has one 
operating segment the operating segment’s operating results are reviewed regularly by the board of directors in order to make decisions about 
resources to be allocated to the segment and to assess its performance
25 property plant and equipment
property plant and equipment is stated at historical cost less depreciation historical cost includes expenditure that is directly attributable to the 
acquisition or creation of the items 
subsequent costs are included in the asset’s carrying amount or recognised as a separate asset as appropriate only when it is probable that 
future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably the carrying amount 
of the replaced item is derecognised all other repairs and maintenance are charged to the statement of comprehensive income during the financial 
period in which they are incurred
depreciation on assets is calculated using the straight line method to allocate their costs over the lower of their estimated useful lives or term of lease 
as follows
estimated useful lives
office equipment 3–5 years
computer equipment 3–5 years
leasehold improvements lower of 10–15 years or the term of the lease
the assets’ residual values and useful lives are reviewed and adjusted if appropriate at each period end reporting date an asset’s carrying amount 
is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount
gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within the statement 
of comprehensive income
26 goodwill
goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the 
identifiable assets liabilities and contingent liabilities of the entity recognised at the date of acquisition
goodwill is initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment losses it is held in the 
currency of the acquired entity and revalued at the closing rate at the reporting date goodwill on acquisition of subsidiaries is included in intangible 
assets goodwill on acquisition of joint ventures is included in the carrying amount of those investments
goodwill is not subject to amortisation but is tested at least annually for impairment see note 28 on disposal of a subsidiary or a jointly controlled 
entity the attributable amount of goodwill is included in the determination of the profit or loss recognised in the statement of comprehensive income 
on disposal
1moniar13backindd   45 9182013   100705 am monitise plc annual report 2013 46 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
2 summary of significant accounting policies continued
27 other intangible assets
expenditure incurred in the development of software products and their related intellectual property rights is capitalised as an intangible asset only 
when technical feasibility has been demonstrated adequate technical financial and other resources exist to complete the development which the 
group intends to complete and use future economic benefits expected to arise are deemed probable and the costs can be reliably measured 
research costs and development costs not meeting these criteria are expensed in the statement of comprehensive income as incurred capitalised 
development costs are amortised as a charge to the statement of comprehensive income within amortisation on a straight line basis over their 
useful economic lives estimated on average at three years capitalised development costs for assets which are not yet in use are tested for 
impairment annually separately acquired licences have a finite useful life and are carried at cost less accumulated amortisation
contractual customer relationships technologyrelated intangible assets and software licences purchased or acquired in a business combination 
are recognised at fair value at the acquisition date these assets have finite useful lives and are carried at cost less accumulated amortisation 
amortisation on the assets is calculated using the straight line method over their estimated useful lives as follows
estimated useful lives
purchased software licences 1–5 years
intellectual property rights 7 years
customer contracts 7–8 years
acquired licences 7 years
acquired technology 4–6 years
capitalised development costs 3–4 years
28 impairment of nonfinancial assets
assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment assets that are subject to amortisation 
are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable an impairment 
loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount the recoverable amount is the higher of 
an asset’s fair value less costs to sell and value in use for the purposes of assessing impairment assets are grouped at the lowest levels for which 
there are separately identifiable cash flows cashgenerating units goodwill is allocated to cashgenerating units or groups of cashgenerating units 
for the purpose of impairment reviews see note 10 nonfinancial assets other than goodwill that suffered impairment are reviewed for possible 
reversal of the impairment at each reporting date
29 financial instruments
financial assets
the group classifies its financial assets as loans and receivables and cash the classification depends on the purpose for which the financial assets 
were acquired management determines the classification of its financial assets at initial recognition
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 maturities greater than 12 months after the end of reporting period date these are classified as noncurrent assets 
the group’s financial assets are disclosed in notes 13 14 and 20 impairment testing of trade receivables is described in note 13
financial liabilities
the group has two categories of financial liabilities which are financial liabilities measured at amortised cost using the effective interest method 
and financial liabilities at fair value through profit or loss designated on initial recognition both categories are classified as noncurrent when payments 
fall due greater than 12 months after the end of the reporting period financial liabilities are described in further detail in notes 16 18 and 20
derivative financial instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured 
to their fair value at each reporting date the method of recognising the resulting gain or loss depends on whether the derivative is designated as a 
hedging instrument and if so the nature of the item being hedged the group does not currently designate any derivatives as hedging instruments 
gains and losses on derivative instruments that are not designated as hedge instruments are recognised immediately in the statement of comprehensive 
income within finance expense
fair value estimation for financial liabilities
the fair value of financial instruments that are not traded in an active market is determined by using valuation techniques the group’s financial liabilities 
at fair value primarily comprise contingent consideration payable on acquisitions the group uses a variety of methods to determine the fair value 
including pricing models which reflect the specific instrument management uses judgement to select a variety of methods and make assumptions 
that are based on market conditions existing at the end of the reporting period as well as internal information regarding a variety of probable outcomes
the fair value of forward foreign exchange contracts is determined using market rates at the reporting date
1moniar13backindd   46 9182013   100705 am annual report 2013 monitise plc 47
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
2 summary of significant accounting policies continued
210 trade receivables
trade receivables are initially recognised at fair value and subsequently held at amortised cost using the effective interest rate method trade receivables 
with standard payment terms of between 30 to 45 days are recognised and carried at the lower of their original invoiced and recoverable amount 
where the time value of money is material receivables are carried at amortised cost provision is made when there is objective evidence that the 
group will not be able to recover balances in full the amount of the provision being the difference between the asset’s carrying amount and the 
present value of estimated future cash flows discounted at the original effective interest rate balances are written off when the probability of 
recovery is assessed as being remote
211 cash and cash equivalents
cash and cash equivalents includes cash in hand deposits held on call with banks other shortterm highly liquid investments with original 
maturities of three months or less and bank overdrafts 
212 shortterm investments
shortterm investments include cash held on longterm deposits with original maturities of greater than three months
213 share capital
ordinary shares are classified as equity
share premium recognised on the issue of share capital is stated as the excess consideration received over the nominal value of shares issued 
net of any costs directly attributable to the issue
214 shares to be issued
deferred consideration for business combinations in the form of a fixed number of shares is recorded in equity as shares to be issued at fair value 
at the acquisition date shares due to be issued in business combinations that are not issued at the reporting date are also recorded at fair value 
as shares to be issued
215 merger reserve
the merger reserve is used where more than 90 of the shares in a subsidiary are acquired and the consideration includes the issue of new shares 
by the company thereby attracting merger relief under the companies act 2006 
216 trade payables
trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
217 borrowings
borrowings are recognised initially at fair value net of transaction costs incurred borrowings are subsequently stated at amortised cost any difference 
between the proceeds net of transaction costs and the redemption value is recognised in the statement of comprehensive income over the period 
of the borrowings using the effective interest method
borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months 
after the reporting date
218 current and deferred income tax
the current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of reporting period date in the 
countries where the company’s subsidiaries operate and generate taxable income 
deferred income tax is recognised in full using the liability method on temporary differences arising between the tax bases of assets and liabilities 
and their carrying amounts in the consolidated financial statements however the deferred income tax is not accounted for if it arises from initial 
recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting 
nor taxable profit or loss deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the end 
of reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled 
deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available in the short term against which 
the temporary differences can be utilised
deferred income tax is provided on temporary differences arising on investments in subsidiaries and interests in joint ventures except where the 
timing of the reversal of the temporary difference is controlled by the group and it is probable that the temporary difference will not reverse in the 
foreseeable future 
deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities 
and when the deferred income tax assets and liabilities relate to income tax levied by the same taxation authority on either the taxable entity or 
different taxable entities where there is an intention to settle the balances on a net basis
1moniar13backindd   47 9182013   100705 am monitise plc annual report 2013 48 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
2 summary of significant accounting policies continued
219 employee benefits
a pension obligations
the group operates defined contribution plans 
the group pays contributions to privately administered pension insurance plans on a contractual basis the group has no further payment obligations 
once the contributions have been paid the contributions are recognised as an employee benefit expense when they are due prepaid contributions 
are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available
b sharebased compensation
the group operates a number of equitysettled sharebased compensation plans the fair value of the employee services received in exchange 
for the grant of the options is recognised as an expense the total amount to be expensed over the vesting period is determined by reference 
to the fair value of the options granted excluding the impact of any nonmarket vesting conditions for example service period and sales growth 
targets nonmarket vesting conditions are included in assumptions about the number of options that are expected to vest at each reporting date 
the entity 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 statement of comprehensive income with a corresponding adjustment to equity the proceeds received net of any directly attributable transaction 
costs are credited to share capital nominal value and share premium when the options are exercised and the overall charge for those options is 
transferred from the sharebased payment reserve to accumulated losses
the grant by the company of options over its equity instruments to the employees of subsidiary undertakings in the group is treated as a capital 
contribution the fair value of employee services received measured by reference to the grant date fair value is recognised over the vesting period 
as an increase in investments in subsidiary undertakings with a corresponding credit to equity
220 leases
leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases payments 
made under operating leases net of any incentives received from the lessor are charged to the statement of comprehensive income on a straight 
line basis over the period of the lease assets held under finance leases which transfer to the group substantially all the risks and benefits incidental 
to ownership of the leased item are capitalised at the inception of the lease with a corresponding liability being recognised for the lower of the fair 
value of the leased asset and the present value of the minimum lease payments lease payments are apportioned between the reduction of the 
lease liability and finance charges in the statement of comprehensive income so as to achieve a constant rate of interest on the remaining balance 
of the liability assets held under finance leases are depreciated over the shorter of the estimated useful life of the asset and the lease term
221 foreign currency translation
a functional and presentation currency
items included in the financial statements of each of the group’s entities are measured using the currency of the primary economic environment 
in which the entity operates the ‘functional currency’ the consolidated financial statements are presented in ‘thousands of pounds’ £’000 
which is the company’s functional and the group’s presentation currency
b transactions and balances
foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions foreign 
exchange gains and losses resulting from the settlement of such transactions and from the translation at the year end rates of monetary assets and 
liabilities denominated in foreign currencies are recognised in the statement of comprehensive income foreign exchange gains and losses on borrowings 
investments and cash and cash equivalents are presented in the statement of comprehensive income within finance expense all other foreign 
exchange gains and losses are presented within operating results
c group companies and joint ventures
the results and financial position of all subsidiaries none of which have the currency of a hyperinflationary economy that have a functional currency 
different from the presentation currency are translated into the presentation currency as follows
i assets and liabilities for each statement of financial position presented are translated at the closing rate at the reporting date
ii  income and expenses for each statement of comprehensive income are translated at average exchange rates unless this average is not 
a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates in which case income and expenses 
are translated at the rate on the dates of the transactions and 
iii all resulting exchange differences are recognised as a separate component of equity within the foreign exchange translation reserve
on consolidation exchange differences arising from the translation of the net investment in foreign operations and of borrowings and other currency 
instruments designated as hedges of such investments are taken to other comprehensive income when a foreign operation is partially disposed of or 
sold exchange differences that were recorded in equity are recognised in the statement of comprehensive income as part of the gain or loss on sale 
1moniar13backindd   48 9182013   100705 am annual report 2013 monitise plc 49
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
2 summary of significant accounting policies continued
222 investments
investments held by the company in its subsidiary undertakings are stated at cost less provision for any impairment in value
223 government grants
government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be met usually 
on submission of a valid claim for payment government grants are of a revenue nature and are credited to deferred income on receipt they are then 
deducted from the expenditure to which they relate over time
224 provisions
provisions are recognised when the group has a present obligation legal or constructive as a result of a past event it is probable that the group 
will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation
the amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting 
period taking into account the risks and uncertainties surrounding the obligation when a provision is measured using the cash flows estimated 
to settle the present obligation its carrying amount is the present value of those cash flows when the effect of the time value of money is material
225 exceptional items
these are items which in management’s judgement need to be disclosed by virtue of their size or nature in order for the user to obtain a proper 
understanding of the financial information
226 nongaap financial measures 
the group uses alternative nongenerally accepted accounting practice ‘nongaap’ financial measures which are not defined within ifrs the 
directors use these measures in order to assess the underlying operational performance of the group and as such these measures are important 
and should be considered alongside the ifrs measures ebitda is stated before exceptional items impairments and sharebased payment charges 
a reconciliation of adjusted loss and adjusted loss per share are set out in note 30
3 financial risk management
31 financial risk factors
the group’s activities expose it to a variety of financial risks arising from its use of financial instruments credit risk liquidity risk and market risk
this note describes the group’s objectives policies and processes for managing those risks and the methods used to measure them further 
quantitative information in respect of these risks is presented throughout these financial statements the group continues to expand its operations 
in multiple geographies including operations already in place in the us and joint ventures in india and asia pacific which will have an increasing 
impact on the group’s financial risk factors so far there have been no substantive changes in the group’s exposure to financial instrument risks 
its objectives policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise 
stated in this note
the principal financial instruments held by the group from which financial instrument risks arise are as follows
 z trade and other receivables
 z cash at bank and in shortterm investments
 z trade and other payables 
 z finance leases
 z forward exchange contracts and
 z loans
the board has overall responsibility for the determination of the group’s risk management objectives and policies and whilst retaining ultimate 
responsibility for them it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives 
and policies to the group’s finance function the board reviews regular finance reports from the chief financial officer through which it evaluates 
any risk exposures with a view to minimising any potential adverse effects on the group’s financial performance in the current year the group has 
begun to use derivative financial instruments to hedge foreign currency risk exposures as its activities expand transactions that are speculative in 
nature are expressly forbidden 
1moniar13backindd   49 9182013   100705 am monitise plc annual report 2013 50 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
3 financial risk management continued
31 financial risk factors continued
details regarding the policies that address financial risk are set out below
a credit risk
credit risk arises principally from the group’s trade receivables cash and cash equivalents and shortterm investments it is the risk that the 
counterparty fails to discharge its obligation in respect of the instruments 
trade receivables
the nature of the group’s operations means that all of its current key customers form part of established businesses in the banking and payments 
sector and mobile network operators sector the credit risks are minimised due to the nature of these customers and the concentration of sales 
to date within established economies the group continually reviews its credit risk policy taking particular account of future exposure to developing 
markets and associated changes in customers’ credit risk profiles 
the carrying amount in the statement of financial position net of any applicable provisions represents the amount exposed to credit risk and hence 
there is no difference between the carrying amount and the maximum credit risk exposure
cash and cash equivalents and shortterm investments
the board formulates the group’s treasury policy objectives and policies which are designed to manage the group’s risk and secure costeffective 
funding for the group’s operations these objectives include the requirement to minimise risk on investment funds but maintain flexibility the majority 
of funds are currently held in a mix of shortterm deposit accounts
b liquidity risk
liquidity risk arises from the group’s management of working capital it is the risk that the group will encounter difficulty in meeting its financial 
obligations as they fall due
the group’s policy is to ensure that it will always have sufficient cash within the group excluding the joint venture companies to allow it to meet 
its liabilities when they become due and to have such funds available for its operations management monitors rolling forecasts of the group’s liquidity 
reserve which comprises cash and cash equivalents note 14 on the basis of expected cash flow at the reporting date these projections indicate 
that the group expects to have sufficient liquid resources to meet its obligations under all reasonable expected circumstances for the forthcoming 
year the group continues to monitor its liquidity position through budgetary procedures and cash flow analysis the table below analyses the 
group’s financial liabilities into relevant maturity groupings based on the remaining period from the end of reporting period date to the contractual 
maturity date the amounts disclosed in the table are the contractual undiscounted cash flows
30 june 2013
less than 
1 year
£’000
between 
1 and 2 
years
£’000
between 
2 and 5 
years
£’000
over 
5 years
£’000
trade and other payables 21875  842  85 – 
financial liabilities at fair value through profit or loss 682 – – – 
finance leases 366  366  680 – 
30 june 2012
less than 
1 year
£’000
between 
1 and 2 
years
£’000
between 
2 and 5 
years
£’000
over 
5 years
£’000
trade and other payables 20283 – 85 –
loans 9690 – – –
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
c market risk
market risk arises from the group’s use of interestbearing and foreign currency financial instruments there is the risk that the fair value or future 
cash flows of a financial instrument will fluctuate because of changes in interest rates interest rate risk or foreign exchange rates currency risk
i interest rate risk
the group invests its surplus cash in a spread of fixed rate term bank deposits to minimise risk and maximise flexibility in doing so it limits its exposure 
to fluctuations in interest rates that are inherent in such a market overall risk is not regarded as significant and the effect of a one percentage point 
decrease in the average interest rate during the year would have resulted in an increase in posttax loss for the year of £247000 2012 increase 
of £327000 and a decrease in equity of £247000 2012 decrease of £327000
1moniar13backindd   50 9182013   100706 am annual report 2013 monitise plc 51
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
3 financial risk management continued
31 financial risk factors continued
c market risk continued
ii foreign exchange risk
the group currently operates internationally primarily through its subsidiaries in the us and has material us dollar denominated contracts and 
a material euro denominated contract operated from the uk the group also has joint ventures in asia pacific and india as a result although 
the group’s main exposure to foreign exchange risk has historically arisen from the us dollar there is an increasing exposure to the euro and 
other currencies as the group continues to expand regionally the level of risk is reviewed regularly throughout the year foreign exchange risk 
arises from future commercial transactions recognised assets and liabilities and net investments
in order to reduce the foreign exchange risk arising the group’s policy is to allow the joint ventures to settle liabilities denominated in their functional 
currency currently primarily us dollar with the funds obtained from the joint venture partners in that currency the group typically holds funds in 
us dollar deposits to meet its anticipated shortterm funding requirements for the us subsidiaries given the current scale and natural hedging of 
the group’s overseas operations as stated above overall foreign currency risk remains low but is expected to increase over the following periods 
the group currently considers derivative forward exchange contracts where appropriate to hedge foreign currency risk on certain forecast and 
recognised assets and liabilities
a 3 appreciation in the average 2013 us dollar exchange rate would have decreased the group’s loss after tax by £182000 2012 increase 
of £264000 at 30 june 2013 the effect on retained earnings of a 3 appreciation in the closing us dollar exchange rate would be an increase 
of £78000 2012 decrease of £181000 the effect on the foreign exchange reserve of a 3 appreciation in the closing us dollar exchange rate 
would be an increase of £6811000 2012 £nil
32 capital risk management
the group’s objective when managing capital is to safeguard the group’s ability to continue as a going concern in order to provide future returns for 
shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital the group seeks to maintain 
at this stage of its development sufficient funding drawn primarily from equity to enable the group to meet its working and strategic needs the group 
may issue new shares or realise value from its existing investments and other assets as deemed necessary 
the group centrally manages borrowings investment of surplus funds and financial risks the objective of holding financial investments is to provide 
efficient cash and tax management and effective funding for the group 
4 critical accounting estimates and judgements
the preparation of the financial statements requires the group to make estimates judgements and assumptions that affect the reported amounts 
of assets liabilities revenues and expenses and related disclosure of contingent assets and liabilities the directors base their estimates on historical 
experience and various other assumptions that they believe are reasonable under the circumstances the results of which form the basis for making 
judgements about the carrying value of assets and liabilities that are not readily apparent from other sources actual results may differ from these 
estimates under different assumptions or conditions
in the process of applying the group’s accounting policies management has made a number of judgements and estimations of which the following 
are deemed to have the most significant effect on amounts recognised in the financial statements
41 revenue recognition
revenue for development and integration services is recognised when the right to consideration is earned as each project progresses provisions 
against accrued income are made as and when management becomes aware of objective evidence that the amount of time worked will not be 
recoverable in full
the group sometimes enters into agreements with customers where a product licence is bundled with services revenue is recognised separately 
for each component if it is considered to represent a separable good or service and a fair value can be reliably established this consideration 
requires an element of judgement
42 sharebased payments
judgement and estimation are required in determining the fair value of shares at the date of award the fair value is estimated using valuation techniques 
which take into account the awards’ term the risk free interest rate and the expected volatility of the market price of the company’s shares judgement and 
estimation is also required to assess the number of options expected to vest details of sharebased payments and the assumptions applied are disclosed 
in note 23
43 going concern 
the directors have prepared projections of the group’s anticipated future results based on their best estimate of likely future developments within 
the business including events subsequent to the year end see note 31 and therefore believe that the assumption that the group is a going concern 
is valid the financial information has therefore been prepared on the ‘going concern’ basis
1moniar13backindd   51 9182013   100706 am monitise plc annual report 2013 52 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
44 development costs
the group has capitalised internally generated intangible assets as required in accordance with ias 38 management has assessed expected 
contribution to be generated from these assets and deemed that no adjustment is required to the carrying value of the assets except where 
disclosed in note 10 the recoverable amount of the assets has been determined based on value in use calculations which require the use of 
estimates and judgements management reviews the assets for impairment on a regular basis and deem that no impairment is required except 
where disclosed in note 10
45 impairment of assets
ifrs requires management to undertake an annual test for impairment of assets with indefinite lives including goodwill and for assets with finite 
lives to test for impairment if events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable
impairment testing is an area involving management judgement requiring assessment as to whether the carrying value of assets can be supported 
by the fair value less costs to sell or net present value of future cash flows derived from such assets using cash flow projections which have been 
discounted at an appropriate rate in calculating the net present value of the future cash flows certain assumptions are required to be made in 
respect of highly uncertain matters including management’s expectations of growth and discount rates changing the assumptions selected by 
management could significantly affect the group’s impairment evaluation and hence results the group’s review includes the key assumptions 
related to sensitivity in the cash flow projections further details are provided in note 10
46 deferred tax 
deferred tax assets and liabilities require management judgement in determining the amounts to be recognised in particular judgement is used when 
assessing the extent to which deferred tax assets should be recognised with consideration given to the timing and level of future taxable income
47 provisional acquisition accounting and goodwill
where the group undertakes business combinations the cost of acquisition is allocated to identifiable net assets and contingent liabilities acquired 
and assumed by reference to their estimated fair values at the time of acquisition the remaining amount is recorded as goodwill identifiable net 
assets are valued using external valuation providers and involve an element of judgement related to projected results fair values that are stated as 
provisional are not finalised at the reporting date final fair values may be determined that are materially different from the provisional values stated
48 fair value estimation for financial instruments
the fair value of financial instruments that are not traded in an active market for example overthecounter derivatives and contingent consideration 
liabilities is estimated using valuation techniques management uses judgement to select a variety of methods and make assumptions that are 
based on market conditions existing at the end of the reporting period as well as internal information regarding a variety of probable outcomes 
holding trade receivables and payables at their amortised cost less impairment provision is deemed to approximate their fair values
49 provisions
management uses judgement to estimate the consideration required to settle the present obligation at the end of the reporting period taking into 
account the risks and uncertainties surrounding the obligation as set out further in note 17
5 segmental information
reportable segment 
monitise’s operating segment is reported based on how the group is structured and the financial information provided to the chief operating 
decisionmaker the board of directors is the group’s chief operating decisionmaker management has determined the operating segment 
based on the information reviewed by the board of directors for the purposes of allocating resources and assessing performance 
since the acquisition of monitise americas inc in june 2012 the group has transitioned to operating as a single operating segment worldwide 
the monitise plc board of directors considers revenue cost of sales operating costs exceptional costs and a measure of adjusted ebitda of 
the group as a whole when assessing the performance of the business and making decisions about the allocation of resources in addition the 
board reviews revenue split by products and geographies to assist with the allocation of resources accordingly the group had one reportable 
operating segment for the year ended 30 june 2013 the operating segment derives revenues from delivering mobile banking payments and 
commerce networks worldwide 
the results from continuing operations in the format as provided to the board have not been reproduced below and can be found in the statement 
of comprehensive income on page 37 there are no differences in the measurement of the reportable segment’s results and the group’s results in 
both the current and prior year
1moniar13backindd   52 9182013   100706 am annual report 2013 monitise plc 53
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
5 segmental information continued
entitywide disclosures
in presenting information on the basis of geography revenue is based on the location of the customers noncurrent assets are based on the 
geographical location of those assets
geographical disclosures
revenues noncurrent assets
 
2013
£’000
2012
£’000
2013
£’000
2012
£’000
united kingdom and europe 37506  23415 46328 23609 
united states of america  30024  9480 154413 155693 
india 2184  2163 – – 
rest of world  3082  1029 – – 
total  72796  36087  200741  179302 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
products and services
revenues
 
2013
£’000
2012
£’000
product licences 13744 – 
subscription and transaction revenue 29649  12495 
user generated revenue 43393  12495 
development and integration services 29403  23592 
total  72796  36087 
the group has disclosed an additional group of products and services in the year ended 30 june 2013 product licences are sales where the customer has 
the ability to exploit the licensed functionality upon delivery and include both certain termbased and perpetual licences see note 23 for further information
revenues derived from single customers whose revenues are 10 or greater than overall group revenues are given below
revenues
 
2013
£’000
2012
£’000
external customer a 12059  8233 
external customer b 10822  12300 
external customer c 14262  5647 
6 operating loss
this is stated after chargingcrediting
group
2013
£’000
2012
£’000
employee benefit expense note 24 55042  28788 
depreciation note 9 3326  1425 
amortisation note 10 11848  1846 
impairment of capitalised development note 10 973 –
research and development expensed as incurred 28006 14609 
net foreign currency differences  638 124
operating lease payments 3279  2945 
other exceptional items comprise
2013
£’000
2012
£’000
acquisitionrelated expenses note 29 642  4878 
restructuring and property 1633 – 
litigation and other corporate costs 1935  117 
4210 4995 
1moniar13backindd   53 9182013   100706 am monitise plc annual report 2013 54 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
6 operating loss continued
litigation and other corporate costs primarily comprise legal costs and the recognition of provisions relating to litigation as more fully described 
in note 17 these are classed as exceptional due to their size and nonoperating nature
oneoff restructuring and property expenses are classed as exceptional as they largely relate to integration of new acquisitions and wider group 
restructuring and relocation
nonrecurring acquisitionrelated expenses relate to the acquisitions described in note 29
7 auditors’ remuneration
group
2013
£’000
2012
£’000
audit of company 39  45 
audit of subsidiaries 162  102 
total audit 201  147 
auditrelated assurance services 25  17 
tax compliance services  88  52 
tax advisory services 157  95 
services relating to taxation 245  147 
other nonaudit services  10  150 
total nonaudit services 280  314 
total fees 481  461 
8 finance income and expense
group
2013
£’000
2012
£’000
finance income
interest income on shortterm deposits and loans to related parties 390  512 
finance costs
interest payable on overdrafts and loans 511 10
interest payable on finance leases 84 – 
fair value losses on financial instruments 22 – 
unwind of discount on financial instruments and provisions 54 – 
net foreign exchange gainslosses on financing activities 108  90
 173 412 
1moniar13backindd   54 9182013   100706 am annual report 2013 monitise plc 55
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
9 property plant and equipment
group
office
equipment
£’000
computer
equipment
£’000
leasehold
 improvements
£’000
total
£’000
cost
as at 1 july 2011 59  3221 –  3280 
additions 60  3250  654  3964 
acquisition note 29 84  171 –  255 
as at 30 june 2012 203  6642  654  7499 
accumulated depreciation
as at 1 july 2011 19  434 –  453 
charge 25  1382  18  1425 
as at 30 june 2012 44  1816  18  1878 
net book value
as at 1 july 2011 40  2787 –  2827 
as at 30 june 2012 159  4826  636  5621 
cost
as at 1 july 2012 203  6642  654  7499 
additions 456  2674  2547  5677 
acquisition note 29 22  49 –  71 
exchange differences 4  14  2  20 
disposals 14 523 9 546
as at 30 june 2013 671  8856  3194  12721 
accumulated depreciation
as at 1 july 2012 44  1816  18  1878 
charge 236  2733  357  3326 
exchange differences 3  10  1  14 
disposals 14 523 9 546
as at 30 june 2013 269  4036  367  4672 
net book value
as at 1 july 2012 159  4826  636  5621 
as at 30 june 2013 402  4820  2827  8049 
the company does not have any property plant or equipment
property plant and equipment includes the following amounts where the group is a lessee under a finance lease
computer
equipment
£’000
leasehold 
improvements
£’000
total
£’000
costcapitalised finance leases 280  1022  1302 
accumulated depreciation 47 87 134
net book value as at 30 june 2013 233  935  1168 
the group leases various leasehold improvements and computer equipment under noncancellable finance lease arrangements see note 18 
the lease terms are between three and five years and ownership of the assets does not lie with the group
1moniar13backindd   55 9182013   100706 am monitise plc annual report 2013 56 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
10 intangible assets
group
goodwill
£’000
customer
contracts
£’000
intellectual 
property 
rights 
£’000
acquired
technology 
£’000
purchased 
and acquired
 software
licences
£’000
capitalised 
development 
costs
£’000
total
£’000
cost
as at 1 july 2011 495  1194  222 –  1744  5078  8733 
additions – – – –  2145  7185  9330 
acquisitions note 29 117281  25771 –  11920  104 –  155076 
exchange differences 392 – – – – –  392 
as at 30 june 2012 118168  26965  222  11920  3993  12263  173531 
accumulated amortisation
as at 1 july 2011 –  314  151 –  801  831  2097 
charge –  423  32 –  383  1008  1846 
as at 30 june 2012 –  737  183 –  1184  1839  3943 
net book value
as at 1 july 2011 495  880  71 –  943  4247  6636 
as at 30 june 2012 118168  26228  39  11920  2809  10424  169588 
cost
as at 1 july 2012 118168  26965  222  11920  3993  12263  173531 
additions – – – –  2288  6586  8874 
acquisitions note 29 16638 – –  6422  264 –  23324 
exchange differences 2857  701 –  283 –  33  3874 
disposals – – – –  356 –  356
as at 30 june 2013 137663  27666  222  18625  6189  18882  209247 
accumulated amortisation
as at 1 july 2012 –  737  183 –  1184  1839  3943 
charge –  3441  32  3004  1475  3896  11848 
exchange differences –  112 –  76 –  3  191 
impairment – – – – –  973  973 
disposals – – – –  356 –  356
as at 30 june 2013 –  4290  215  3080  2303  6711  16599 
net book value
as at 1 july 2012 118168  26228  39  11920  2809  10424  169588 
as at 30 june 2013 137663  23376  7  15545  3886  12171  192648 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
the company does not have any intangible assets
during 201213 as a result of the continued productisation of the monitise platforms the group assessed the recoverable amount of certain previously 
capitalised development costs following this review the carrying amount of development costs relating to a superseded product was reduced from 
£973000 to £nil the impairment loss was recognised in the depreciation amortisation and impairments line within the statement of comprehensive 
income see note 6 
1moniar13backindd   56 9182013   100707 am annual report 2013 monitise plc 57
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
10 intangible assets continued
impairment tests for goodwill
the group annually tests goodwill for impairment or more frequently if there are indications that goodwill might be impaired
goodwill acquired in a business combination is allocated at acquisition to the cashgenerating unit ‘cgu’ that is expected to benefit from that 
business combination monitise has two cashgenerating units at 30 june 2013 being the monitise enterprise platform cgu ‘mep’ and the 
monitise vantage platform cgu ‘mvp’ these cgus are based on product offerings 
the carrying amounts of goodwill at 30 june 2013 are allocated to cgus and groups of cgus as follows
2013
£’000
mep cgu 495 
mvp cgu – 
group of mep and mvp cgus 120530
unallocated at 30 june 2013 16638 
 137663 
unallocated goodwill acquired during 201213 relates to the acquisitions of mobile money network limited £15092000 and emerit solutions ltd 
£1546000 as detailed in note 29 this goodwill is provisional pending the finalisation of the valuation of acquired assets and liabilities the final 
amount may be materially different from the provisional amount stated goodwill has therefore not yet been allocated to cashgenerating units 
goodwill of £495000 relating to the acquisition of monitise europe limited has been reallocated in the current year to the monitise enterprise platform cgu 
monitise europe was a separate cgu for ias 36 impairment purposes until the reassessment of the group’s cgus following the acquisition of 
monitise americas inc
in order to determine whether impairments are required the group estimates the recoverable amount of the cgu or group of cgus the calculation 
is based on projecting future cash flows and a discount factor is applied to obtain a ‘value in use’ which is the recoverable amount
key assumptions
the value in use calculation includes estimates about the future financial performance of the cgu or group of cgus the cash flow projections cover 
five years based on management approved financial budgets and reflect management’s expectations of the mediumterm operating performance 
of the cgu or group of cgus and its growth prospects cash flows beyond the fiveyear period are extrapolated using the estimated growth rates 
stated below
the key assumptions in the value in use calculations are the revenue growth rates which directly influence the forecasted operating cash flows 
as well as the discount rate applied in determining the key assumptions management have taken into account the current economic climate 
and the resulting impact on expected growth and discount rates as applicable to the group’s business and industry average annual revenue 
growth rates used reflect past experience and are considered conservative the discount rate applied represents a pretax rate that reflects 
the group’s weighted average cost of capital 
key assumptions used for the value in use calculations in 201213 are as follows
mep cgu
group of
mep and
mvp cgus
longterm growth rate 230 210
discount rate 1141 1167
mediumterm revenue growth rate 2548 2541
sensitivity analysis
there are no reasonably possible changes in the key assumptions that would cause the carrying amount of the mep cgu and the group of mep 
and mvp cgus to exceed their recoverable amounts 
based on the result of the value in use calculations undertaken the directors conclude that the recoverable amount of goodwill in the mep cgu 
and group of mep and mvp cgus exceeds its carrying value
1moniar13backindd   57 9182013   100707 am monitise plc annual report 2013 58 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
11 investments in subsidiaries
company
2013
£’000
2012
£’000
as at 1 july 139186  37354 
acquisitions 18822  100425 
group restructuring 608 –
capital contributions relating to sharebased payments 2851  1407 
as at 30 june 160251  139186 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
investments in subsidiaries are recorded at cost which is the fair value of the consideration paid and this cost is tested periodically for impairment
see note 29 for details of acquisitions of subsidiaries details of the company’s principal subsidiaries as at the end of the year are set out below
name country of incorporation
proportion of 
voting rights and 
ordinary share 
capital held nature of business
direct subsidiary undertakings
monitise group limited united kingdom 100 intermediate holding company
monitise emerging markets limited united kingdom 100 intermediate holding company
indirect subsidiary undertakings
monitise europe limited united kingdom 100 mobile phone banking payments and  
commerce services
monitise international limited united kingdom 100 mobile phone banking payments and  
commerce services
mobile money network limited united kingdom 100 mobile phone commerce services
monitise americas inc formerly clairmail inc usa 100 mobile phone banking and payments services
monitise inc usa 100 intermediate holding company
monitise cyprus holdings no 1 limited cyprus 100 intermediate holding company
monitise cyprus holdings no 2 limited cyprus 100 intermediate holding company
the capital contribution relating to sharebased payments relates to share options granted by the company to employees of subsidiary undertakings 
in the group 
12 investments in joint ventures 
group
2013
£’000
2012
£’000
as at 1 july 36  2 
additional investments 4535  2841 
share of losses 3049 2779
acquisition of joint venture 1946 – 
exchange differences 74 28
as at 30 june 498 36 
the group equity accounted the results of mobile money network limited ‘mmn’ until 10 december 2012 thereafter consolidating 100 of the 
company in line with its increased shareholding the group equity accounted the results of monitise americas llc until 4 november 2011 thereafter 
consolidating 100 of the company in line with its increased shareholding
the carrying amount of the investment comprises the cost of the investment together with the group’s share of postacquisition losses prior to the 
acquisition of mmn losses in relation to mmn in excess of the carrying amount of the investment of £1391000 2012 £3255000 were recognised 
against longterm loans to joint ventures these loans were capitalised as part of the acquisition of mobile money network limited in december 2012
1moniar13backindd   58 9182013   100707 am annual report 2013 monitise plc 59
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
12 investments in joint ventures continued
monitise asia pacific limited
on 6 april 2010 the group entered into an agreement to set up a joint venture in the asia pacific region with first eastern holdings limited via 
monitise cyprus holdings no 1 limited an intermediate group holding company purchasing a 50 share in market champion limited a company 
incorporated in hong kong which provides mobile phone banking and payments services in the asia pacific region
movida india private limited
on 22 june 2010 the group set up a joint venture in india with visa international services association via monitise cyprus holdings no 2 limited 
an intermediate group holding company diluting its 100 shareholding of monitise india private limited a company incorporated in india to a 50 
shareholding monitise india private limited provides mobile phoneinitiated banking and payments services in india on 19 july 2011 monitise india 
private limited changed its name to movida india private limited
mobile money network limited
on 15 november 2010 monitise international limited entered into an agreement to set up a joint venture with best buy europe limited and 
hamilton trust llp on 10 december 2012 the group acquired the remaining 56 of the issued share capital in this joint venture from its joint 
venture partners see note 29 for further information
monitise americas llc
up to 4 november 2011 monitise inc held a 49 share in a joint venture monitise americas llc with fidelity national information services ‘fis’ 
which provided mobile phone banking and payments services in north america on 4 november 2011 monitise inc purchased the remaining 51 
of monitise americas llc 
the group’s total interest in its joint ventures is as follows
2013
£’000
2012
£’000
assets
noncurrent assets 1490  2151 
current assets 103  1373 
 1593  3524 
liabilities
noncurrent liabilities –  5711
current liabilities 1284 1735
 1284 7446
net assetsliabilities 309  3922
revenue 75  331 
expenses 4388 6256
interest income 2 – 
interest expense 129 109
loss after income tax  4440 6034
loss after income tax is stated after any provisions for unrealised profit
1moniar13backindd   59 9182013   100707 am monitise plc annual report 2013 60 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
13 trade and other receivables
group company
2013
£’000
2012
£’000
2013
£’000
2012
£’000
due within one year
trade receivables 9226  7781 – – 
less provision for impairment of trade receivables 273 41 – – 
trade receivables – net 8953  7740 – – 
other taxes and social security – –  3 – 
other receivables 326  1680  16 – 
amounts due from joint ventures –  465 – – 
accrued income 6787  3620  22 – 
prepayments 1297  1403  15  12 
amounts due from group companies – –  174202  98329 
prepayments and other receivables 8410  7168  174258  98341 
total trade and other receivables due within one year 17363  14908  174258  98341 
due after one year
longterm loans to joint ventures –  1479 – – 
the maximum exposure to credit risk at 30 june 2013 is the carrying value of each class of receivables mentioned above in determining the recoverability 
of trade receivables the group considers the ageing of each debtor and any change in the circumstances of the individual receivable due to this 
management believes there is no further credit risk provision required in excess of that stated above for doubtful receivables other receivables 
principally comprise deposits and employee related amounts
included in accrued income is £3882000 2012 £nil falling due within one year which represents amounts in respect of payments for a product 
licence sold during the year
the value of trade and other receivables quoted in the table above also represents the fair value of these items and is due within one year
trade receivables are considered impaired if they are not considered recoverable as at 30 june 2013 trade receivables of £4436000 
2012 £3168000 were past due but not impaired current debt is considered to be fully performing the ageing analysis of trade receivables 
and impairment is as follows
2013 2012
trade 
receivables 
£’000
impairment
provision 
£’000
trade 
receivables 
£’000
impairment 
provision
£’000
current and not impaired 4517 –  4572 – 
up to 3 months  3278  18 1852 – 
3 to 6 months  610  54 1145 – 
over 6 months  821  201 212  41
9226 273 7781 41
the carrying amounts of the group’s trade and other receivables are denominated in the following currencies
2013
£’000
2012
£’000
gb pounds 7321  8516 
us dollars 5321  7871 
euros 4039 – 
canadian dollars 682 –
 17363  16387 
movements on the group provision for impairment of trade receivables are as follows
2013
£’000
2012
£’000
as at 1 july 41 41
provision for receivables impairment 232 –
as at 30 june 273 41 
1moniar13backindd   60 9182013   100707 am annual report 2013 monitise plc 61
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
14 cash and cash equivalents
group company
2013
£’000
2012
£’000
2013
£’000
2012
£’000
cash at bank and on hand 86770 19566 41451 2239
15 related parties
joint ventures
movida india private limited 
the group has a 50 interest in a joint venture movida india private limited during the year revenue of £2 1 18000 2012 £2039000 was recognised 
and costs of £nil 2012 £nil were recharged to movida india private limited the group provided a capital contribution of £1965000 2012 £1364000 
the outstanding receivable balances at 30 june 2013 were £1543000 2012 £2111000 in trade receivables and £nil 2012 £7000 in loans 
due from joint ventures 
monitise asia pacific limited
the group has a 50 interest in a joint venture monitise asia pacific limited during the year revenue of £830000 2012 £554000 was recognised 
and costs of £619000 2012 £95000 were recharged to monitise asia pacific limited the group provided capital contributions of £625000 
2012 £1246000 to monitise asia pacific limited in respect of working capital requirements the outstanding receivable balances at 30 june 2013 
were £958000 2012 £912000 in trade receivables and £nil 2012 £1000 in loans due from joint ventures
mobile money network limited
the group held a 44 interest in a joint venture mobile money network limited until 10 december 2012 during the year revenue of £990000 
2012 £3348000 was recognised prior to acquisition date the group provided a gross capital contribution of £7569000 in the form of loans 
capitalised upon acquisition 2012 loans provided of £4395000 and cash of £3000 the outstanding receivable balances at 30 june 2012 were 
£55000 in trade receivables £457000 in loans due from joint ventures and £1479000 in longterm loans to joint ventures after offset of losses
subsidiaries
during the year the company provided loans of £79228000 2012 £39521000 to subsidiaries the company was recharged £8067000 
2012 £8126000 by subsidiaries for administration costs incurred on its behalf amounts receivable from subsidiaries total £174202000 
2012 £98329000 transactions with subsidiaries are carried out on an arm’slength basis
directors
details regarding directors’ emoluments can be found in the directors’ remuneration report on pages 30 to 32
key management personnel
the compensation of key management personnel being members of the executive management team and senior technical staff was as follows
2013
£’000
2012
£’000
shortterm employee benefits 3439  2676 
postemployment benefits 69  60 
sharebased payments 848  775 
 4356  3511 
1moniar13backindd   61 9182013   100707 am monitise plc annual report 2013 62 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
16 trade and other payables
group company
2013
£’000
2012
£’000
2013
£’000
2012
£’000
due within one year
trade payables 8005  8224 – – 
other taxes and social security 4242  561 – – 
accruals 13008  12038  1384  3698 
deferred income 10825  10578 – – 
other 862  147  538  371 
other payables due within one year 28937  23324  1922  4069 
trade and other payables due within one year 36942  31548  1922  4069 
due after one year
other payables 927  322  85  85 
deferred income 1406  4397 – – 
other payables due after one year 2333  4719  85  85 
total trade and other payables 39275  36267  2007  4154 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
17 provisions
group
provisions for
litigation
£’000
as at 1 july 2012 7845 
chargedcredited to profit or loss
– additions 959 
used during the year 852
exchange differences 214 
as at 30 june 2013 8166 
due within one year 1858 
due after one year 6308 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29 
the above provisions represent provisions for certain legal claims including those brought against customers of the group as explained further 
below the charges during the year have been recognised in the statement of comprehensive income within exceptional items
the group is currently defending a number of its customers in the us against claims for patent infringements arising out of its customers’ 
use of monitise’s technology 
in each of these cases monitise has instructed leading us counsel to defend monitise’s interests the directors believe that each of the claims 
of the patents which are being asserted may be invalid andor that monitise’s business activities in the us do not infringe any valid claim of any 
of these patents 
notwithstanding this and given that the rules on recovery of legal costs in the us generally limit the ability of a defendant to recover anything 
more than de minimis costs incurred in successfully defending a case the directors believe that it is prudent to make a provision for costs which 
it is believed will be incurred before these cases can be resolved 
these costs are likely to be incurred within the next 18 months and due to the nature of these claims uncertainties exist around the timing 
and amounts to be incurred 
1moniar13backindd   62 9182013   100708 am annual report 2013 monitise plc 63
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
18 financial liabilities
group company
2013
£’000
2012
£’000
2013
£’000
2012
£’000
due within one year
shortterm loans –  9690 – – 
financial liabilities at fair value through profit or loss note 20 682 –  662 – 
finance leases 254 – – – 
financial liabilities due within one year 936  9690  662 – 
due after one year
finance leases 880 – – – 
financial liabilities due after one year 880 – – – 
total financial liabilities 1816  9690  662 – 
at 30 june 2013 the group had forward foreign exchange contracts to sell €10 million in july 2013 hedging exposure on receivables denominated 
in euros the group did not apply hedge accounting to these contracts and as such they were revalued to fair value through profit or loss 
included in financial liabilities at fair value through profit or loss are amounts relating to contingent consideration payable on the acquisitions of mobile 
money network limited and emerit solutions ltd see note 29 these represent amounts payable on acquisition which are uncertain in amount
at 30 june 2012 various secured us shortterm loans were held by monitise americas inc due to a change in control clause £4838000 of these 
loans were repaid in july 2012 the remaining facility was repaid during the year with a replacement facility drawn down jointly by monitise americas inc 
and two uk based subsidiaries this replacement facility was repaid in full before 30 june 2013
finance lease liabilities relate to sales and leasebacks of certain leasehold improvements together with hire purchase agreements over computer 
equipment these are payable as follows
future minimum lease 
payments
present value of minimum 
lease payments
2013
£’000
2012
£’000
2013
£’000
2012
£’000
less than one year 366 –  254 – 
between one and five years 1046 –  880 – 
more than five years – – – – 
 1412 –  1134 – 
less future finance charges 278 – – – 
present value of minimum lease payments 1134 –  1134 – 
1moniar13backindd   63 9182013   100708 am monitise plc annual report 2013 64 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
19 deferred tax
the movement in the deferred income tax assetsliabilities during the year is as follows
group
2013
£’000
2012
£’000
as at 1 july 12244 1529 
on acquisition see note 29 1477 14582
income statement chargecredit 20 809 
charged to other comprehensive income 385 – 
as at 30 june 14126 12244
the movement in deferred income tax assets and liabilities during the year without taking into consideration the offsetting of balances within the 
same tax jurisdiction is as follows
group
tax losses
£’000
other
£’000
2013
total
£’000
2012
total
£’000
deferred tax assets
as at 1 july 2578 –  2578  1935 
recognition of asset through profit or loss –  3192  3192  1209 
utilisation of losses 2584 –  2584 416
effect of change in tax rates 50 –  50  150
as at 30 june 44  3192  3236  2578 
group
acquisition 
related 
intangible 
assets
£’000
other
£’000
2013
total
£’000
2012
total
£’000
deferred tax liabilities
as at 1 july 14822 –  14822  406 
on acquisition see note 29 1477 –  1477  14582 
recognition of liability through profit or loss –  3192  3192 – 
release to profit and loss 2458 –  2458 166
effect of change in tax rates 56 –  56 – 
exchange differences 385 –  385 – 
as at 30 june 14170  3192  17362  14822 
 the comparative figures include the effects of the finalisation of acquisition accounting relating to prior year acquisitions see note 29
£3752000 2012 £931000 of the above deferred tax liability is forecast to be released to profit and loss within one year other tax assets 
and liabilities relate to capitalised development costs
the recoverability of the deferred tax asset for tax losses has been assessed by reference to forecasts which have been prepared and approved 
by appropriate levels of management it is considered probable that sufficient future taxable profits will be generated by monitise europe limited 
in order to realise the benefit recognised
the group has an unrecognised deferred tax asset of £560 million 2012 £445 million that is available for offset against future taxable profits of the 
companies in which the losses arose deferred tax assets have not been recognised in respect of these losses where it is the view of the directors 
that future taxable profits are not deemed probable to be available in the shortterm to offset against these losses
the amount of unutilised trading tax losses at 30 june 2013 for which a deferred tax asset has been recognised is £193000 2012 £107 million
during the year the uk main corporation tax rate changed from 24 to 23 which was substantively enacted on 3 july 2012 and was effective 
from 1 april 2013 the main corporation tax rate will reduce to 21 effective from 1 april 2014 this rate change was substantively enacted on 
2 july 2013 the overall effect of the further changes from 23 to 21 if applied to the deferred tax balances at 30 june 2013 would be to 
reduce the net deferred tax liability by approximately £130000
1moniar13backindd   64 9182013   100708 am annual report 2013 monitise plc 65
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
20 financial instruments
accounting classification of financial assets and liabilities 
group
loans and 
receivables
£’000
designated 
at fair value
£’000
other financial
liabilities at 
amortised 
cost
£’000
total
£’000
as at 30 june 2013
cash and cash equivalents 86770 – –  86770 
trade and other receivables excluding nonfinancial assets 9279 – –  9279 
trade and other payables excluding nonfinancial liabilities – –  14036 14036
forward exchange contracts –  20 –  20
contingent consideration liabilities –  662 –  662
finance lease liabilities – –  1134 1134
total 96049  682 15170 80197
as at 30 june 2012
cash and cash equivalents 19566 – –  19566 
trade and other receivables excluding nonfinancial assets 9885 – –  9885 
trade and other payables excluding nonfinancial liabilities – –  9254 9254
loans – –  9690 9690
total 29451 –  18944 10507 
company
loans and 
receivables
£’000
designated 
at fair value
£’000
other financial
liabilities at 
amortised 
cost
£’000
total
£’000
as at 30 june 2013
cash and cash equivalents 41451 – –  41451 
trade and other receivables excluding nonfinancial assets 174221 – –  174221 
trade and other payables excluding nonfinancial liabilities – –  623 623
contingent consideration liabilities –  662 –  662
total 215672  662 623 214387 
as at 30 june 2012
cash and cash equivalents 2239 – –  2239 
trade and other receivables excluding nonfinancial assets 98329 – –  98329 
trade and other payables excluding nonfinancial liabilities – –  456 456
total 100568 –  456 100112 
fair value hierarchy
the table below analyses financial instruments carried at fair value by the levels in the fair value hierarchy the different levels have been defined 
as follows
level 1 quoted prices unadjusted in active markets for identical liabilities
level 2  inputs other than quoted prices included within level 1 that are observable for the liability either directly eg as prices or indirectly 
eg derived from prices
level 3 inputs for the asset or liability that are not based on observable market data
level 1
£’000
level 2
£’000
level 3
£’000
total
£’000
group
as at 30 june 2013
forward exchange contracts –  20 –  20
contingent consideration liabilities – –  662 662
total –  20 662 682
company
as at 30 june 2013
contingent consideration liabilities – –  662 662
1moniar13backindd   65 9182013   100708 am monitise plc annual report 2013 66 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
21 ordinary shares share premium and other reserves
allotted called up and fully paid £001 nominal value shares
number 
of shares
ordinary
shares
£’000
share
premium
£’000
as at 1 july 2011 703065164 7031  76687 
issue of new shares 303274588 3033  24040 
exercise of share options and warrants 10638304 106  949 
cost of share issue – –  340
as at 30 june 2012 1016978056 10170  101336 
issue of new shares 522673602 5227  118847 
exercise of share options and warrants 23302452 233  1935 
cost of share issue – –  5524
as at 30 june 2013 1562954110 15630  216594 
reconciliation of shares issued
number of 
shares
ordinary
shares
£’000
ordinary
shares to be
issued
£’000
share
premium
£’000
merger
reserve
£’000
total
£’000
as at 1 july 2012 1016978056  10170  15615  101336  109172  236293 
august 2012 placing 81000000  810 –  21640 –  22450 
december 2012 placing 333333333  3334 –  91483 –  94817 
acquisition of mobile money network limited 55678699  557 – –  16147  16704 
acquisition of emerit solutions ltd 4724409  47 – –  1453  1500 
employee sharebased payment exercises 23302452  233 –  1935 –  2168 
sharebased payments to nonemployees 618473  6 –  200 –  206 
issue of shares relating to prior year business combinations 47318688  473  15615 –  15142 – 
as at 30 june 2013 1562954110  15630 –  216594  141914  374138 
share capital and share premium
during august 2012 the group issued 81 million new ordinary shares through a placing with institutional shareholders and subscription agreements 
with visa europe limited and visa international service association a subsidiary of visa inc during december 2012 a further 333 million new 
ordinary shares were issued through a placing with institutional investors and shareholders 
during the current period 23302452 2012 10638304 new ordinary shares were issued as part of an exercise of share options and warrants 
see note 23 and a further 618473 2012 236434 new ordinary shares were issued to nonemployees in lieu of services provided to the group
in addition 55678699 shares were issued on 10 december 2012 as consideration for the acquisition of mobile money network limited 
and 4724409 shares were issued on 11 december 2012 as part of the consideration for the acquisition of emerit solutions ltd 
in relation to the acquisition of monitise americas inc a further 47 318688 shares were issued out of the shares to be issued reserve during the year 
the remaining ordinary shares to be issued reserve of £nil relates to the final shareforshare consideration for the acquisition of monitise americas inc 
that had not been issued at 30 june 2013 deferred consideration was adjusted downwards as the acquisition accounting for monitise americas inc 
was finalised with a resulting £nil balance in the ordinary shares to be issued reserve at 30 june 2012 
see note 29 for further information on the above acquisitions
1moniar13backindd   66 9182013   100708 am annual report 2013 monitise plc 67
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
21 ordinary shares share premium and other reserves continued
other reserves 
the merger reserve of £141914000 2012 £109172000 relates to the demerger from morse plc the previous parent company of the monitise group 
of companies and the acquisitions of monitise americas llc monitise americas inc mobile money network limited and emerit solutions ltd 
on all these acquisitions the difference between the fair value of consideration and the nominal value of shares issued has been credited to the 
merger reserve on issue of the shares with a transfer from the ordinary shares to be issued reserve where necessary
a reverse acquisition reserve of £25321000 was also created at the time of the demerger under ifrs 3 “business combinations” this transaction 
was accounted for as a reverse acquisition with the legal subsidiary having been deemed to have acquired the legal parent
the foreign currency translation reserve is used to record exchange differences arising from the translation of foreign subsidiaries and investments 
in joint ventures
the sharebased payment reserve at 30 june 2013 is £14154000 2012 £10458000 and is discussed in detail in note 23
for the purposes of presentation on the consolidated and company statement of financial position the sharebased payment reserve merger 
reserve and reverse acquisition reserve have been combined and disclosed as ‘other reserves’
during the period the group issued the following warrants to visa europe limited
 z warrants over 43 million ordinary shares of 1p each in the company at a price of 3625p per ordinary share and
 z warrants over 6 million ordinary shares of 1p each in the company at a price of 1p per ordinary share being the nominal value
the market value warrants have been accounted for within equity the nominal value warrants have been included as a cost of acquisition 
of mobile money network limited as they are inherently linked to that transaction see note 29 for further detail
22 loss per share
basic and diluted
basic loss per share is calculated by dividing the loss attributable to owners of the parent by the weighted average number of ordinary shares 
in issue during the year as the group is lossmaking any share options in issue are considered to be ‘antidilutive’ as such there is no separate 
calculation for diluted loss per share
reconciliations of the loss and weighted average number of shares used in the calculation are set out below
2013 2012
loss for 
the year
£’000
weighted
 average
 number 
of shares
thousands
loss per 
share 
pence
loss for 
the year
£’000
weighted
 average
 number 
of shares
thousands
loss per 
share 
pence
losses attributable to owners of the parent 51303 1350300 38 16385 775823 21
23 sharebased payments
equitysettled sharebased payment plans
the group operates a number of equitysettled sharebased payment plans a summary of the main terms of the arrangements is given below 
with particular reference made to the terms of those grants for which the sharebased payment expense has been recognised
sharesave scheme ‘saye’
the monitise sharesave scheme enables uk staff to acquire shares in the company through monthly savings of up to £250 over a threeyear 
period at the end of which they also receive a tax free bonus the savings and bonus may then be used to purchase shares at the option price 
which is set at the beginning of the invitation period and usually at a discount of 20 to the then prevailing market price of the company’s shares 
for the option to vest staff must remain as employees of monitise over a threeyear period 
1moniar13backindd   67 9182013   100709 am monitise plc annual report 2013 68 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
23 sharebased payments continued
equitysettled sharebased payment plans continued
performance share plan ‘psp’
a performance share plan is in place up to 25 march 2010 options over shares were awarded conditional on the achievement of performance 
conditions with vesting after three or five years subject to the staff remaining employed by the group on 25 march 2010 shareholders approved 
a change in the plan rules allowing for share options to be issued under this plan with no performance conditions such that for the option to vest 
staff must remain as employees of monitise over a threeyear period
for the grants under the fiveyear plan one fifth of the options vest subject to the achievement of performance conditions on the first anniversary 
of the grant date and again by a further fifth at each subsequent annual anniversary date upon vesting options may be exercised at any time until 
the tenth anniversary of the date of grant
on the acquisition of clairmail inc now monitise americas inc outstanding options held by clairmail inc employees were replaced by psp share 
options over monitise plc shares these psp options continue to vest over their original vesting periods as granted the portion of the provisional 
fair value of these options relating to preacquisition service was included in the acquisition consideration see note 29 the group recognises 
a sharebased payment charge in the consolidated statement of comprehensive income over the remainder of the vesting period
in december 2012 a grant was made to executive directors which is subject to a performance condition that requires the average share price calculated 
over the one month immediately prior to 21 december 2015 and immediately following 21 december 2015 ie a two month period to be at least 55p 
subject to the satisfaction of the performance condition one third of the options will normally vest on each of the third fourth and fifth anniversary 
of grant 
movements in the number of share options outstanding and their related weighted average exercise prices are as follows
2013 2012
number of 
options 
weighted 
average 
exercise 
price 
number of 
options 
weighted 
average 
exercise 
price 
group
as at 1 july 95506553 91p 44991379 34p
granted 43878616 76p 21201348 118p
exercised 23302452 93p 4893279 58p
lapsed 12293715 149p 1156563 137p
replacement of outstanding share options on acquisitions – 00p 35363668 145p
as at 30 june 103789002 68p 95506553 91p
the weighted average share price at the date of exercise for options exercised during the year was 355p 2012 351p at 30 june 2013 
23364008 options were exercisable 2012 20395818 the weighted average exercise price of exercisable options was 66p 2012 83p 
options outstanding at 30 june 2013 have a range of exercise prices of 1p to 33p 2012 0p to 292p
assumptions used in the valuation of sharebased payment arrangements
in calculating the fair value of equitysettled sharebased payment arrangements the group has used a monte carlo model in cases where 
marketbased performance conditions have to be met and the black scholes model where the share option has only nonmarket conditions 
management have made a number of assumptions in respect of the calculation of an ifrs 2 charge for the monitise group’s employee share 
option schemes 
the expected life of the options is the average period to exercise which has been assumed to occur and is not necessarily indicative of exercise 
patterns that may occur volatility was calculated with reference to similar ftse aim entities and historical performance of the company which may 
not necessarily be the actual outcome the risk free interest rate is the expected return on uk gilts over the expected term of the options
performance conditions
except as detailed in the table below for certain options issued vesting of the performance share plan is dependent on performance conditions as follows
 z performance conditions based on the total shareholder return ‘tsr’ growth measured against the ftse techmark focus index constituents 
over a threeyear period or annually under the term of the fiveyear performance share plan the remuneration committee has set a vesting 
schedule which provides for 30 vesting at the median tsr point for ftse techmark focus constituents rising on a straight line basis to 100 
vesting at the upper quartile point for ftse techmark focus constituents the remuneration committee also reserves the right to reduce the 
number of ordinary shares over which awards vest if overall financial performance is not adequately reflected in tsr performance 
 z performance conditions based on achievement of share price targets the remuneration committee also reserves the right to reduce the number 
of ordinary shares over which awards vest if overall financial performance is not adequately reflected in the share price
1moniar13backindd   68 9182013   100709 am annual report 2013 monitise plc 69
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
23 sharebased payments continued
equitysettled sharebased payment plans continued
performance conditions continued
the following table gives the assumptions made during the year ended 30 june 2013 and the comparative year
scheme name
 psp sharesave
grant date 12 apr 2013 21 dec 2012 21 dec 2012 21 dec 2012 14 dec 2012 29 oct 2012
share price at issue date £0355 £0338 £0338 £0338 £0320 £0370
exercise price £0010 £0010 £0010 £0010 £0010 £0290
fair value per option £0186 £0138 £0137 £0136 £0152 £0146
number granted 1989000  6666667 6666667 6666667 7825000 1964615
valuation method monte carlo monte carlo monte carlo monte carlo monte carlo black scholes
vesting hurdles share price 
linked as set  
out below
share price 
linked as set  
out below
share price 
linked as set  
out below
share price 
linked as set  
out below
share price 
linked as set  
out below
staff must remain 
as employees 
of monitise and 
continue to 
contribute for the 
options to vest
risk free rate used in valuation 031 041 041 041 039 041
expected dividend yield used 
in valuation –  – – – – –
volatility used in valuation 45 45 45 45 45 45
expected life years 300 500 400 310 300 300
expected exercise date used 
in valuation 12 apr 2016 21 dec 2017 21 dec 2016 20 jan 2016 14 dec 2015 1 dec 2015
scheme name
 psp
grant date 25 oct 2012 7 sep 2012 various 26 jun 2012 26 jun 2012 16 feb 2012
share price at issue date £0378 £0375 various £0328 £0328 £0378
exercise price £0010 £0328 various £0330 £0010 £0010
fair value per option £0211 £0132 £0196 £0086 £0318 £0359
number granted 4675000 4000000 35363668 3425000 250000 2214164
valuation method monte carlo black scholes black scholes black scholes black scholes black scholes
vesting hurdles share price 
linked as set  
out below
staff must remain 
as employees 
of monitise for 
options to vest
staff must remain 
as employees 
of monitise for 
options to vest
staff must remain 
as employees 
of monitise for 
options to vest
staff must remain 
as employees 
of monitise for 
options to vest
staff must remain 
as employees 
of monitise for 
options to vest
risk free rate used in valuation 034 017 037 037 037 053
expected dividend yield  
used in valuation – – – – – –
volatility used in valuation 45 45 45 45 45 45
expected life years 300 300 various 216 300 300
expected exercise date  
used in valuation 25 oct 2015 7 sep 2015 various 26 jun 2015 26 jun 2015 16 feb 2015
1moniar13backindd   69 9182013   100709 am monitise plc annual report 2013 70 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
23 sharebased payments continued
equitysettled sharebased payment plans continued
performance conditions continued
scheme name
 psp sharesave psp
grant date 16 feb 2012 27 oct 2011 2 sep 2011 2 sep 2011
share price at issue date £0378 £0340 £0365 £0365
exercise price £0292 £0284 £0010 £0292
fair value per option £0160 £0128 £0355 £0143
number granted 1417497 2849687 10597500 3872500
valuation method black scholes black scholes black scholes black scholes
vesting hurdles staff must remain 
as employees 
of monitise for 
options to vest
staff must remain 
as employees 
of monitise and 
continue to 
contribute for the 
options to vest
staff must remain 
as employees 
of monitise for 
options to vest
staff must remain 
as employees 
of monitise for 
options to vest
risk free rate used in valuation 053 072 069 069
expected dividend yield used in valuation – – – –
volatility used in valuation 45 45 45 45
expected life years 300 300 300 300
expected exercise date used in valuation 16 feb 2015 1 dec 2014 2 sep 2014 2 sep 2014
the total equitysettled sharebased payments charge in relation to the above is £4822000 2012 £2584000 in addition there is a further charge 
of £511000 2012 £123000 in respect to other share issue charges to nonemployees in lieu of services provided to the group
included within the employee sharebased payment charge above is a charge relating to sharebased payments to former owners of emerit solutions ltd 
see note 29 for further detail on this acquisition
24 employee benefit expense and directors’ emoluments
group
2013
£’000
2012
£’000
employees including directors
wages and salaries 44895  23142 
social security costs 4570  2648 
sharebased payments 4822  2584 
other pension costs 755  414 
 55042  28788 
monthly average number of employees including directors
management and administration 80 58
sales and technical 480 263
560 321
the group has defined contribution pension schemes available to all employees 
1moniar13backindd   70 9182013   100709 am annual report 2013 monitise plc 71
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
24 employee benefit expense and directors’ emoluments continued
company
the average number of management and administration staff directly employed by the company during the year including executive directors 
was four 2012 four
directors’ emoluments
2013
£’000
2012
£’000
aggregate emoluments 1974  1692 
gain made on exercise of share options –  165 
sharebased payments 1733  1057 
pension contributions 37  25 
 3744 2939 
emoluments of the highest paid director
2013
£’000
2012
£’000
aggregate emoluments including £nil 2012 £67000 in respect of gain made on exercise of share options 601  623 
pension contributions 15  14 
total 616  637 
the number of directors who are accruing benefits under defined contribution schemes is four 2012 two further information in respect to individual 
director emoluments is given in the directors’ remuneration report on pages 30 to 32 
25 income tax
recognised in the statement of comprehensive income
2013
£’000
2012
£’000
current tax
current period – overseas withholding and other taxes 231 282
deferred tax
origination and reversal of temporary differences note 19 20 809 
total tax in the statement of comprehensive income 251 527 
reconciliation of effective tax rate
the tax on the group’s loss before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to losses 
of the group as follows
2013
£’000
2012
£’000
loss before income tax  51052 16912
tax calculated at domestic tax rates applicable to losses in the respective countries 13746 4312
effects of
expenses not deductible for tax purposes 3715  739 
income not subject to tax 1596 2625
tax losses for which a deferred tax asset has not been recognised 10559  4909 
overseas withholding and other taxes 231  282 
recognition of previously unrecognised deferred tax assets note 19 –  1209
remeasurement of deferred tax for changes in tax rates note 19 106 150 
joint ventures’ results reported net of tax 1194  1539 
total tax in the statement of comprehensive income 251  527
the weighted average tax rate applicable to the group was 269 2012 255 the rate change is due to the inclusion of monitise americas inc’s 
results in 201213 and the change in the standard rate of corporation tax in the uk from 24 to 23 with effect from 1 april 2013
1moniar13backindd   71 9182013   100709 am monitise plc annual report 2013 72 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
26 reconciliation of net loss to net cash used in operating activities
group company
2013
£’000
2012
£’000
2013
£’000
2012
£’000
loss before income tax 51052 16912 6953 6826
adjustments for
depreciation 3326  1425 – – 
amortisation and impairments 12821  1846 – – 
sharebased payments 5333  2707  1972  1177 
lossprofit on acquisition of subsidiaries 1444  10095 – – 
finance expenseincome – net 173 412 1367  1054
exceptional costs 4210  4995  2608  3861 
share of posttax loss of joint ventures 4440  6034 – – 
changes in working capital excluding the effects of acquisition and exchange differences on consolidation
– trade and other receivables 2517 5779 22  14 
– trade and other payables 4759  5800  2579  71
cash used in operations  17063 10391 1139 2899
27 company statement of comprehensive income
as permitted by section 408 of the companies act 2006 the company has not presented its own statement of comprehensive income and related notes 
the loss for the financial year of the company was £6953000 2012 £6826000
28 commitments contingencies and guarantees
the group leases its office premises under noncancellable operating lease agreements the group had future aggregate minimum lease payments 
under noncancellable operating leases as follows
2013
£’000
2012
£’000
within 1 year 1696  1721 
within 2 to 5 years 8558  5127 
after 5 years 5472  10393 
total 15726  17241 
the group had no capital commitments at the end of the year for capital expenditure contracted for but not provided for in the financial statements
legal contingencies
except as set out below and in note 17 no member of the group is or has been involved in any governmental legal or arbitration proceedings 
and the directors are not aware of any such proceedings pending or threatened by or against the group during the 12 months preceding the date 
of these financial statements which may have or have had in the recent past a significant effect on the financial position or profitability of the group 
mobile vpt limited has issued a uk patent infringement claim against monitise international limited formerly known as monitise limited ‘mil ’ and 
other related parties following advice from leading counsel the directors believe that monitise’s business activities in the uk do not infringe any valid 
claim of mobile vpt’s patent and that the mobile vpt patent may be invalid monitise continues to monitor the status of the proceedings since they were 
stayed in october 2007 but to date and in light of the advice received from leading counsel no provision has been reflected in the financial statements 
the group is also defending a customer of mil ’s in the us against claims for patent infringements arising out of its customers’ use of monitise’s technology 
the directors believe that each of the claims which are being asserted may be invalid andor that monitise’s business activities in the us do not 
infringe any valid claim of any of these patents to date no provision has been reflected for nonrecoverable legal fees as this amount cannot 
currently be reliably estimated
guarantees
as part of the joint venture arrangements entered into by the group and in other agreements there are a number of operational and financial guarantees 
given by certain subsidiary companies on behalf of other subsidiary entities as part of the contractual terms of the joint venture agreements
certain guarantees have also been given by parent companies on behalf of subsidiaries as part of facility arrangements
as part of the joint venture arrangements the group is also committed to provide funding with the joint venture partners in line with the agreed 
business plans
the company had no other commitments or contingencies at the end of the year
1moniar13backindd   72 9182013   100709 am annual report 2013 monitise plc 73
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
29 acquisitions
mobile money network limited
on 10 december 2012 the group acquired the remaining 56 of the issued share capital in its joint venture mobile money network limited ‘mmn’ 
from its joint venture partners for a consideration of £16830000 paid by the issuance of 55678699 shares in monitise plc and the fair value of 
contingent consideration payable mmn provides mobile commerce services
the contingent consideration relates to potential amounts payable in company shares on a sale or initial public offering of mobile money network 
within 12 months of acquisition the undiscounted range of outcomes for the contingent consideration is £nil to approximately £45 million the 
contingent consideration has been valued using inputs relating to the probability of either of these events taking place and has been recorded as 
a financial liability at fair value through profit or loss there have been no changes in the range of outcomes or probabilities since acquisition date
£5962000 of the total consideration payable was deemed to be settlement of a preexisting relationship and has not been included in the calculation 
of goodwill the settlement of the preexisting relationship is included within exceptional loss on acquisition in the statement of comprehensive 
income the settlement amount was valued using a royaltybased method the total consideration paid for 56 of mmn was therefore £10868000
if the acquisition had occurred on 1 july 2012 combined group revenue and loss for the period would have been £71902000 and £53369000 
in the period from acquisition to 30 june 2013 mmn contributed revenue of £71000 and loss after tax of £1360000 to the group consolidated results
the group has made this acquisition in order to integrate mmn’s technology and fully take advantage of the mobile commerce opportunity 
this opportunity does not wholly translate into separately identifiable intangible assets but represents much of the assessed value within mmn 
and the opportunity in the mobile commerce market supporting the recognised goodwill
the amount of the equity interest held by the group in mobile money network limited immediately before the acquisition had a provisional fair value 
of £8650000 the gain on such provisional fair valuation net of the settlement of the preexisting relationship was £743000 offset against this was 
£222000 of oneoff costs and a £1965000 expense relating to the fair value of warrants issued to visa europe limited in connection with the acquisition 
see note 21 the net amount has been recognised in the consolidated statement of comprehensive income as exceptional loss on acquisition
the directors have made a provisional assessment of the fair values of the assets and liabilities pending finalisation of external valuation of 
intangible assets the final amounts may be materially different from the provisional amounts stated the fair values will be finalised in the year 
ending 30 june 2014
the acquisition had the following effect on the group’s assets and liabilities
book value
£’000
provisional 
fair value
 adjustment
£’000
provisional 
fair value
£’000
property plant and equipment 71 –  71 
intangible assets 3122  2780  5902 
cash 757 –  757 
trade and other receivables 438 –  438 
trade and other payables 1444 –  1444
deferred tax liability –  1298 1298
total 2944  1482  4426 
provisional fair value of 44 interest previously held 8650 
provisional consideration 10868 
provisional fair value of net assets acquired 4426
provisional goodwill recognised 15092 
provisional consideration satisfied by
– issuance of shares 16704 
– less settlement of preexisting relationship 5962
– fair value of contingent consideration 126 
 10868 
no adjustments for accounting policy alignments were required
technology intangible assets of £5642000 were capitalised as part of the acquisition of mobile money network and will be amortised over 
a period of six years 
a deferred tax liability of £1298000 on the capitalisation of the intangible assets has been created on acquisition
the calculation of the provisional fair values of consideration assets and liabilities such as goodwill and intangible assets as well as the assessment 
of any impairment to fair values generally involves estimations of likely future cash flows deriving from or accruing to those assets and liabilities
judgement is also involved in selecting appropriate discount rates for determining the present value of those future cash flows final fair values 
may differ materially from those provisional values stated
1moniar13backindd   73 9182013   100710 am monitise plc annual report 2013 74 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
29 acquisitions continued
emerit solutions ltd
on 11 december 2012 the group acquired the entire issued share capital of emerit solutions ltd emerit for a consideration of £1992000 paid 
by cash £10000 the issuance of 4724409 shares in monitise plc and the fair value of contingent consideration payable emerit provides secure 
point of sale technology
the contingent consideration relates to potential amounts payable in company shares or cash at monitise’s option the value of contingent consideration 
is dependent on emerit customer acquisition during the 12 months following acquisition the undiscounted range of outcomes for the contingent 
consideration is £nil to approximately £1 million the contingent consideration has been valued using inputs relating to the expected level of customer 
acquisitions and has been recorded as a financial liability at fair value through profit and loss there have been no changes in the range of outcomes 
or probabilities since acquisition date
amounts are also payable to former owners of emerit now employed by monitise group under the same conditions in accordance with ifrs 3 
these amounts have been excluded from the calculation of goodwill and are included as sharebased payments as described in note 23
if the acquisition had occurred on 1 july 2012 combined group revenue and loss for the period would not have been materially different in the 
period from acquisition to 30 june 2013 emerit contributed revenue of £52000 and loss after tax of £239000 to the group consolidated results
the group has made this acquisition in order to extend the capability of the monitise enterprise platform by utilising emerit’s unique and secure 
point of sale technology this opportunity does not wholly translate into separately identifiable intangible assets but represents synergies expected 
from integrating emerit’s technology within the monitise offering
oneoff costs relating to the acquisition of £40000 have been recognised in the statement of comprehensive income within other exceptional items
the directors have made a provisional assessment of the fair values of the assets and liabilities pending finalisation of external valuation of 
intangible assets the final amounts may be materially different from the provisional amounts stated the fair values will be finalised in the year 
ending 30 june 2014
the acquisition had the following effect on the group’s assets and liabilities
book value
£’000
provisional 
fair value
 adjustment
£’000
provisional 
fair value
£’000
intangible assets 4  780  784 
cash 2 –  2 
other acquired net liabilities 161 –  161
deferred tax liability –  179 179
total 155 601  446 
provisional consideration 1992 
provisional fair value of net assets acquired 446
provisional goodwill recognised 1546 
provisional consideration satisfied by
– issuance of shares 1500 
– cash consideration 10 
– fair value of contingent consideration 482 
 1992 
no adjustments for accounting policy alignments were required
technology intangible assets of £780000 were capitalised as part of the acquisition of emerit and will be amortised over a period of four years 
a deferred tax liability of £179000 on the capitalisation of the intangible assets has been created on acquisition
the calculation of the provisional fair values of consideration assets and liabilities such as goodwill and intangible assets as well as the assessment 
of any impairment to fair values generally involve estimations of likely future cash flows deriving from or accruing to those assets and liabilities
judgement is also involved in selecting appropriate discount rates for determining the present value of those future cash flows final fair values may 
differ materially from those provisional values stated
1moniar13backindd   74 9182013   100710 am annual report 2013 monitise plc 75
review of the year c orporate governance financial statements
financial statements  n otes to the consolidated financial statements
29 acquisitions continued
monitise americas inc formerly clairmail inc
in the comparative period on 26 june 2012 the group acquired 100 of the issued share capital in clairmail inc for a consideration of up to 
£98 million paid for by the issuance of up to 312787144 shares in monitise plc 205752440 of these shares were issued at 30 june 2012 and 
a further 47318688 shares were issued in tranches during 201213 23771559 shares were initially held back for a period of up to 18 months as 
deferred consideration relating to potential litigation at the acquisition date the fair value of deferred consideration was determined with reference 
to the closing share price of monitise plc on the acquisition date as part of the finalisation of the acquisition accounting these shares have been 
assessed as not to be issued and have not been included in the consideration paid a provision has also been recognised at acquisition date 
relating to the litigation as more fully described in note 17
on acquisition 35944203 shares were to be issued to satisfy outstanding monitise americas inc share options and warrants the fair value 
of these share options and warrants that was included in consideration is £6265000 more information on subsequent share issues relating 
to employee share incentives can be found in note 23
clairmail inc changed its name to monitise americas inc on acquisition
if the acquisition had occurred on 1 july 2011 combined group revenue and loss for the comparative period would have been £48533000 and 
£37 522000 the group has made this acquisition to accelerate its penetration of the us market the acquisition is an important strategic opportunity 
delivering unparalleled scale in terms of platform capability reach revenues sales presence rd resources and network relationships and further 
providing a step change in growth potential for the group 
this opportunity did not wholly translate into separately identifiable intangible assets but represents much of the assessed value within monitise americas inc 
and the opportunity in the us market supporting the recognised goodwill
the directors made a provisional assessment of the fair values of the assets and liabilities at 30 june 2012 the fair values were finalised in the year 
ending 30 june 2013 adjustments to provisional values were made in relation to the fair value of acquired intangible assets and related deferred tax 
liabilities and in relation to revised accruals and contingent liabilities relating to litigation these adjustments are set out in the table below
the acquisition had the following effect on the group’s assets and liabilities
book
value
£’000
provisional
fair value
adjustment
£’000
provisional
fair value
£’000
measurement
period
adjustments
£’000
final
fair value
£’000
property plant and equipment 255 –  255 –  255 
intangible assets 104  20715  20819  13446  34265 
other noncurrent assets 4938  4938 – – – 
cash 1556 –  1556 –  1556 
trade and other receivables 4534  2071 2463 –  2463 
loans 9690 –  9690 –  9690
provisions – – –  7845 7845
trade and other payables 22510 5907  16603 25  16578
deferred tax liability –  4972 4972 8692 13664
total 20813 14641  6172 3066 9238
consideration 89778 
fair value of net liabilities acquired 9238 
goodwill recognised 99016 
consideration satisfied by
– issuance of shares and shares to be issued 83513 
– fair value of share options and warrants 6265 
 89778 
a deferred tax liability of £13664000 on the capitalisation of the intangible assets was created on acquisition
1moniar13backindd   75 9182013   100710 am monitise plc annual report 2013 76 financial statements  n otes to the consolidated financial statements
n otes to the consol idated f inan cial statements fo r the ye ar ended 30 june 2013 cont inued
29 acquisitions continued
monitise americas inc formerly clairmail inc continued
the intangible assets capitalised as part of the acquisition of monitise americas inc can be analysed as follows
£’000
customer relationships – amortised over eight years 22241 
technologyrelated intangibles – amortised over five years 11920 
 34161 
the changes to the provisional fair values had the following effect on goodwill
£’000
provisional goodwill at 30 june 2012 103795 
fair value adjustments 4779
final goodwill at 30 june 2012 99016 
the calculation of the fair values of assets and liabilities such as goodwill deferred consideration and intangible assets as well as the assessment 
of any impairment to fair values generally involve estimations of likely future cash flows deriving from or accruing to those assets and liabilities 
judgement is also involved in selecting appropriate discount rates for determining the present value of those future cash flows 
due to the date of acquisition the amount of postacquisition loss included in the comparative consolidated financial statements was £nil 
the total amount of acquisitionrelated costs recognised as an expense in the exceptional items line in 201213 is £602000 2012 £4878000
30 reconciliation of gaap to nongaap items 
group
2013
£’000
2012
£’000
loss after income tax 51303 16385
sharebased payments 5333  2707 
exceptional lossgain on acquisition of subsidiary 1444  10095
other exceptional items 4210  4995 
impairments 973 – 
acquisitionrelated amortisation 6555  533 
adjusted loss for the year 32788 18245
2013 2012
adjusted
loss for
the year
£’000
weighted
average
number 
of shares
thousands
adjusted
loss per
share
pence
adjusted
loss for
the year
£’000
weighted
average
number 
of shares
thousands
adjusted
loss per
share
pence
adjusted loss for the year 32788 1350300 24 18245 775823 24
31 post balance sheet events 
the group acquired 100 of the issued share capital of grapple mobile limited a leading european mobile innovation and design agency on 
4 september 2013 initial consideration is predominantly satisfied by the issue of 28640748 ordinary shares in addition contingent consideration of 
up to £229 million based on the share price of 5375p at 4 september 2013 may be payable in shares dependent on achievement of earnout targets
due to the timing of the transaction the accounting for this acquisition has not yet been finalised as such information on goodwill and the fair value 
of assets and liabilities acquired is not available at the date of signing of these financial statements 
1moniar13backindd   76 9182013   100710 am company information
registered office 95 gresham street 
london 
ec2v 7n a 
broker canaccord genuity limited 
88 wood street 
london 
ec2v 7qr 
independent auditors pricewaterhousecoopers llp 
chartered accountants and statutory auditors 
1 embankment place 
london 
wc2n 6rh 
registrars equiniti 
aspect house 
spencer road 
lancing 
west sussex 
bn 99 6da
77 annual report 2013 monitise plc company information
1moniar13coverindd   39 9182013   100822 am a global leader
in mobile money
t  44 020 3657 0900
e infomonitisecom
 monitisegroup
an n ual report  2013 a global leader in  mobile money
1moniar13coverindd   34 9182013   100825 am


Summary:
 annual report 2013 monitise plc 1
review of the year corporate governance financial statements financial statements corporate governance review of the year
mak ing mo ney tot all y mo bile 
across the gl o be
monitise is dedicated to being at the centre of 
the rapidlydeveloping mobile money opportunity
we’re already working with over 350 of the 
world’s leading businesses and financial institutions 
across global territories delivering mobile banking 
payments and commerce solutions
gross margin 
55
90
76
2013 2013 2013 2012 2012 2012
58
66
84
development
and integration
revenue £m
728
2013 2012 2011 2010 2009
361
153
75
37
102
yearonyear
 z strong revenue progression
registered customers m
24
sept 
2013
feb 
2013
sept 
2012
feb 
2012
 sept 
2011
20
17
6
45
41
yearonyear
 z reached 24 million
live transactions bn
30
sept 
2013
feb 
2013
sept 
2012
feb 
2012
 sept 
2011
20
16
05
01
88
yearonyear
 z scaling of our platform
  annualised
 z n ow above 70
  includes product licences
user
generated
t otal
read more in our financial review
on page 14
14
c o ntents
review o f the yea r
our highlights this year 1
an overview of monitise 2
our business model 4
chairman’s statement  6
business review 
» chief executive’s review 8
business review 
» financial review 14
risk management 16
corporate social responsibility 18
co rpo rate gove rnan ce
board of directors 20
corporate governance 22
report of the audit and risk committee 26
report of the nominations committee 28
directors’ remuneration report 30
directors’ report 33
finan cia l state ment s
independent auditors’ report 36
consolidated statement  
of comprehensive income 37
consolidated statement of financial position 38
company statement of financial position 39
consolidated statement of changes in equity 40
company statement of changes in equity 41
cash flow statements 42
notes to the consolidated financial statements 43
company information 77
o ur hi ghlights this year 
forwardlooking statements
t his report includes forwardlooking statements 
whilst these forwardlooking statements are made 
in good faith they are based upon the information 
available to monitise at the date of this report and 
upon current expectations projections market 
conditions and assumptions about future events 
t hese forwardlooking statements are subject 
to risks uncertainties and assumptions about 
the g roup and should be treated with an 
appropriate degree of caution
review of the year  o ur highlights this year 
2moniar13frontindd   1 9182013   100730 am