yule catto  co plc
annual report
for the year ended 31 december 2009
being part of 
all our lives introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
01 financial highlights
02 group overview
03 yule catto around the world
04 chairman’s statement 
06  chief executive’s report
06 polymer chemicals
10 pharma chemicals
11 impact chemicals
12 financial review
14 corporate social responsibility report
68 independent auditors’ report 
69 company balance sheet
70 notes to the company ﬁnancial statements
33 independent auditors’ report 
34 consolidated income statement
35 consolidated statement of comprehensive income
35 consolidated statement of changes in equity
36 consolidated balance sheet
37 consolidated cash ﬂow statement
38 notes to the consolidated ﬁnancial statements
21 directors and advisers
22 report of the directors
24 corporate governance
28 directors’ remuneration report
31 directors’ interests
32 statement of directors’ responsibilities
77 principal subsidiaries and joint ventures
78 five year ﬁnancial summary
79 notice of meeting
2009 was an extremely 
good year for yule catto 
with operating proﬁt in 
all three divisions ahead 
of the prior year despite 
the environment with 
a strong increase in 
group pretax proﬁt and 
a substantial reduction 
in net debt considerably 
ahead of schedule 01
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
financial highlights
          underlying performance
a
 ifrs
  
         2009 2008 2009 2008
   £’000 £’000 £’000 £’000
total sales
b
  543398 602153 543398 602153
ebitda
c
  66082 58630 66082 58630
operating proﬁt  51406 43192 21406 40786
proﬁt before taxation  41537 32690 7136 38899
earnings per share  213p 17 9p 41p 222p
dividends per share
d
  – 40p – 40p
net borrowings
e
  88038 135482 97646 161448
cash generated from operations  64499 44299 64499 44299
free cash ﬂow before dividends
f
  39001 7781 39001 7781
the above table represents the results of yule catto  co plc its subsidiaries and its share of joint ventures
a underlying performance excludes special items as shown on the consolidated income statement
b as deﬁned in the accounting policies at note 2
c as deﬁned in the accounting policies at note 2 and reconciled at note 36
d see note 11
e as shown on the consolidated balance sheet on page 36
f as shown within the consolidated cash ﬂow statement on page 37
   proﬁt before taxation up 27 
to £41 5 million 2008 £327 million
   operating proﬁt ahead in 
all divisions
  polymers operating proﬁt 
ahead by 27
   earnings per share up 19 
at 21 3p 2008 1 7 9p
   substantial reduction in net debt 
to £88 million 2008 £1 35 million
total sales
£543m
earnings per share
213p
proﬁt before taxation
£415m
increase in proﬁt before taxation
 27
underlying performance
ifrs introduction business review governance group ﬁnancial 
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company ﬁnancial 
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yule catto  co plc
annual report and accounts 2009 02
group overview
divisions
our strategy – three year review
polymer chemicals
key products
–  emulsions
–  synthetic latices
–  adhesives
–  natural rubber latex
–  liquid polybutadiene
–  polyvinyl alcohol
–  polyvinyl acetate
–  alkyd and polyester resins
markets
–  surface coatings
–  construction
–  dipping – eg gloves
–  carpets and nonwoven
pharma chemicals
key products
–  generic and ethical  
pharmaceutical actives
–  development and manufacture  
of clinical phase compounds
markets
–  generic and ethical drug  
manufacture
–  generic drugs
impact chemicals
key products
–  inorganic specialities
markets
–  catalyst precursors
–  flame retardants
– iodates
what we said what we did
polymer chemicals 
 enhance ‘key product’ portfolio
  expand geographically around existing ‘hubs’
  maximise interregional synergies
  50 of nitrile sales from product development in 
the last two years
  acquisition of chemtech vietnam
  60 capacity expansion for nitrile latex
  new latex pilot plant in malaysia
  enhanced lithene product range
  new compound plant under construction in egypt
  solid new product pipeline
pharma chemicals 
 expand the pipeline of generic apis 
  broaden the range of products to be manufactured 
in each location
  optimise ﬁxed cost base
 6 dmfs registered per annum 20062009 
  sales of recently launched products have grown 200 
over the last 2 years
  closure of italian plant and transfer of product supply 
to mexico and spain
  capacity expansion in low cost mexican plant
impact chemicals 
 maximise shortterm proﬁtability 
  divest at attractive prices
 
  aggressive turnround executed and all businesses made 
proﬁtable from h2 2006 loss making position
  4 out of 5 businesses sold for gross proceeds of £63 million
  remaining business delivering proﬁts since 2008 
and improving
balance sheet 
 substantial debt reduction 
  improved ﬁnancial ratios
  net debt reduced from £166 million to £88 million between 
2006 and 2009
 working capital to sales ratio reduced by over 3 03
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
yule catto around the world
principal subsidiaries and joint ventures as listed on page 77
polymer chemicals 
pharma chemicals 
impact chemicals
1
2
3
4
5
6
7
8
9
10
11
12
13
15
14
16
17
18
19
locations
1 cuernavaca – uquifa mexico sacv
2 durban – revertex chemicals pty ltd
3 dammam – synthomer middle east company
4 kluang – revertex malaysia  synthomer sdn bhd
5 klang – revertex finewaters sdn bhd
6 guangzhou – yule catto asia ltd 
7 ho chi minh city – synthomer vietnam co ltd
8 accrington – william blythe ltd
9 batley – synthomer ltd
10 ossett – synthomer ltd
1 1 stallingborough – synthomer ltd
12 harlow – synthomer ltd
13 langelsheim – synthomer gmbh
14 hasselt – synthomer bv
15 oss – synthomer bv
16 mouscron – synthomer sa
17 lliçà de vall – uquifa sa
18 barcelona – uquifa sa
19 sant celoni – uquifa sa introduction business review governance group ﬁnancial 
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yule catto  co plc
annual report and accounts 2009 04
chairman’s statement
2009 was an extremely good year for 
yule catto with operating proﬁt in 
all three divisions ahead of the prior 
year despite the environment with 
a strong increase in group pretax 
proﬁt and a substantial reduction  
in net debt considerably ahead  
of schedule
underlying group proﬁt before tax 
increased by 27 to £415 million and 
earnings rose by 19 to 213 pence  
per share
we entered 2009 with concerns about 
how the year would develop given the 
substantial global economic contraction 
in late 2008 and the ongoing ﬁnancial 
crisis however we took decisive action 
on costs which helped underpin a 
resilient underlying performance across 
the group we also beneﬁted from the 
recent work done both to restructure the 
balance sheet and to improve the proﬁle 
of the group’s business portfolio the 
geographic balance of the group has 
changed markedly in recent years with 
44 of group revenues now generated 
in asia and other high growth developing 
economies and this is standing us in 
very good stead
our core business of polymers 
accounted for 84 of group revenue  
in 2009 and 88 of divisional operating 
proﬁts volumes were inevitably down 
on 2008 as a result of the global 
economic slowdown however margin 
management and tight cost control 
together with the beneﬁt of the weaker 
pound resulted in a strong performance 
throughout the year 
our strategy in polymers remains 
focused on geographical expansion 
around existing business hubs further 
increasing our presence in emerging 
markets particularly in asia and in 
developing market sectors where our 
technology new product development 
and manufacturing capabilities give us 
real competitive advantage with the 
global contraction in the chemicals 
sector in 2009 our focus was on cost 
control process efﬁciency and product 
development however as we move 
forward we expect to invest in further 
manufacturing capacity in asia during 
2010 in order to meet the rising demand
our pharma business now represents 
just 12 of group revenue and 9 
of divisional operating proﬁt it was 
not immune from the global economic 
problems in 2009 and volumes were 
adversely affected however it continued 
to grow its range of products with the 
registration of six further drug master 
files in the year during the year we 
concluded the exit of our italian site as 
planned and the movement of product 
manufacture to other sites in mexico and 
spain which should create further beneﬁt 
to the business during 2010  
the strategy of restructuring and 
divesting our impact portfolio was largely 
completed during 2008 with the sale 
of four of our ﬁve impact businesses 
during 2009 proﬁtability in the remaining 
business william blythe improved and 
we expect it will continue to show further 
improvement over the course of 2010 
as we entered 2009 the board made  
the decision to suspend the dividend 
whilst the group completed its balance 
sheet restructuring and set a target  
to reduce net debt below £100 million 
within 24 months i am delighted that  
we have already comfortably exceeded 
this target some 12 months ahead  
of schedule with net debt now at  
£88 million as a result we are in a 
position to recommence interim and  
ﬁnal dividend payments in 2010 whilst 
the dividend suspension was made 
reluctantly it has proved to be the right 
decision and we are now a much  
stronger group ﬁnancially  
whilst the board will not conclude on the 
ﬁnal level of the dividend payout in 2010 
until the year is complete it has already 
determined that the total dividend for the 
year will be not less than 5 pence per 
ordinary share 05
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
polymer chemicals – 877 
pharma chemicals – 91 
impact chemicals – 32 
as a further measure to improve the 
ﬁnancial strength of the group we took 
the decision to close the uk deﬁned 
beneﬁt pension scheme to further 
accrual most active members left the 
scheme at the end of 2009 and the 
scheme will be fully closed by september 
2010 after which time no new liabilities 
will accrue to the scheme
the group is absolutely committed 
to the continuous improvement of its 
performance in respect of safety health 
and the environment the group again 
showed further annual improvement 
across a range of performance measures 
in this area and has substantially 
bettered the ten year targets it published 
and has reported against since 2000 
i would like to thank all of our employees 
for their support during what has 
been a challenging year without their 
contribution support and understanding 
of some of the difﬁcult decisions that 
were taken during the year the company 
could not have delivered such substantial 
improvements in performance
during the year we slimmed down  
the board which now comprises 
two executive and six nonexecutive 
members richard hunting and dato’ 
seri lee oi hian stepped down as 
nonexecutive directors at the last agm  
and i would like to thank them for their 
support and contribution during their 
long service to the group
looking forward we expect western 
economies to grow slowly for several 
years with global growth generally driven 
from emerging markets our business 
model is well adapted to this scenario 
with approaching half of our group 
revenues generated in asia and other 
high growth developing economies 
and with our european business now 
better focused and more efﬁcient we 
have robust positions within our chosen 
market sectors a healthy new product 
pipeline and a signiﬁcantly strengthened 
balance sheet against this background 
2010 has made a solid start and we are 
conﬁdent about the prospects for the 
group in the years ahead
 
peter wood
10 march 2010 
total sales by destination  
as derived from note 4 to ﬁnancial  
statements on page 45
divisional operating proﬁt  
as derived from note 4 to ﬁnancial  
statements on page 43
uk – 132 
other europe – 365 
asia – 295 
rest of the world – 208 2008                        5071
2009                  4545
total sales £’m
2008             424
2009                          537
divisional operating profit £’m
 underlying performance
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yule catto  co plc
annual report and accounts 2009 06
overview
polymers 84 of sales saw volumes 
decline by 86 whilst increasing its 
operating proﬁt by 27 to £537 million 
much of our effort in 2009 was focused 
on cost control efﬁciency and product 
development this should stand us 
in good stead for the years ahead as 
global volumes start to recover volumes 
reduced over the course of the year after 
a slow start and whilst full year volumes 
were down fourth quarter volumes were 
ahead of prior year volumes in nitrile 
latex in particular recovered strongly and 
we anticipate a further expansion of our 
malaysian capacity during the course of 
2010 to meet the rising demand 
pharmaceuticals 12 of sales saw a 
modest increase in proﬁts with volumes 
affected by the global economic 
environment we completed the closure 
of the italian plant and the associated 
product transfers to other sites around 
the middle of 2009 a further six drug 
master files dmf’s were ﬁled in the  
year as we continued to develop our 
generic pipeline
the api manufacturing industry remains 
challenging with competition from 
cheaper manufacturing economies 
in asia continuing to develop in light 
of these strategic shifts and recent 
experience the board has written down 
the carrying value of the goodwill in the 
pharma business in the group’s balance 
sheet by £30 million the value of the 
assets of the business including goodwill 
after this writedown at the year end was 
£80 million
we completed most of the restructuring 
of the impact division with the sale of four 
of the ﬁve operating units over the course 
of 2008 during 2009 the remaining 
business william blythe further 
improved delivering operating proﬁts of 
some £2 million – a good result given the 
business was lossmaking in 2007 we 
expect the business to improve further 
during 2010 whilst we have stated our 
intention to sell the business at some 
time we fully intend to extract maximum 
value from it for our shareholders
polymer chemicals
the polymer division yule catto’s core 
business develops and manufactures 
products used in a wide range of 
industries and applications including 
coatings adhesives and construction 
where they deliver a number of 
performance beneﬁts from enhanced 
waterprooﬁng to scratch resistance  
it is also a major supplier to the medical 
industry where its natural rubber and 
synthetic nitrile latex polymers are  
used in the manufacture of condoms 
catheters and surgical and examination 
gloves where it holds a world leading 
position it manufactures from 13 sites 
within four geographical regions – 
europe south east asia middle east 
and south africa
chief executive’s report
the group delivered a 27 improvement 
in underlying proﬁt before tax and 
achieved a substantial reduction in 
its debt over the course of the year 
this must be seen as an exceptional 
achievement given the global  
recession and ﬁnancial crisis  07
yule catto  co plc
annual report and accounts 2009
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the group is committed to expanding in growth 
markets leveraging where possible existing 
manufacturing hubs as such it has continued 
to invest heavily in its nitrile facility in kluang  
in 2007 another 36ktes was added followed by a 
further expansion of 36ktes in 2008 the group 
anticipates further investment in 2010 in both 
nitrile latex and dispersion capacity in malaysia  
new specialist laboratory and pilot plant facilities 
have also recently been added
yule catto is the world’s largest supplier of nitrile 
latex to the high growth synthetic nitrile gloves 
market with a global share of around 25
the group has operated successfully out of 
kluang malaysia for many years through its joint 
venture company revertex malaysia sdn bhd 
manufacturing dispersions alkyds rubber and 
other chemicals in 2001 the group invested in 
nitrile latex polymer manufacturing capacity 
on the kluang site through a 100 subsidiary 
synthomer sdn bhd the ﬁrst of its kind in south 
east asia this facility had an initial nameplate 
capacity of 44ktes  
geographic expansion  
in polymer chemicals introduction business review governance group ﬁnancial 
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yule catto  co plc
annual report and accounts 2009 08
the core products of polymer division are 
waterbased emulsion polymers based 
on vinyl acetate and acrylic dispersions 
styrene and nitrile butadiene rubber as 
well as polyvinyl alcoholacetate and a 
number of smaller specialist products
2009 was a year where all business 
units faced unprecedented economic 
challenges in their markets volume 
declines in the ﬁrst quarter were in 
the region of 15 compared to prior 
year however this recovered to some 
86 down for the full year in such 
uncertain times cost elimination and 
containment became a key focus 
resulting in the implementation of a 
number of restructuring projects across 
the division we reduced full time 
positions in all our operations around 
the world as well as utilising government 
schemes in continental europe that allow 
for temporary layoffs in addition many 
recruitment decisions were deferred and 
as a consequence overall headcount 
declined by 6 in comparison to 2008 
polymer division’s expansion strategy 
slowed in 2009 as the business 
focused on its cost reduction plans 
however the search for geographic 
and technological growth opportunities 
continued throughout the year as part 
of the continued development of our 
leadership position in floor coverings 
a joint venture synthomer egypt was 
established between synthomer bv and 
the arab company for artiﬁcial polymers 
and varnishes acapv to produce 
latex compounds for the carpet and 
rug industries in egypt and the middle 
east the new plant is anticipated to be 
operational by the end of 2010 and will 
consolidate our leadership position in  
this market
synthetic latex 
polymer division’s synthetic latex 
dispersions business consists of two 
product families styrene butadiene 
rubber sbr manufactured in germany 
and the uk and nitrile butadiene  
rubber nbr manufactured in the  
uk and malaysia
sbr latex is sold to the speciality 
segments of the construction textile 
and ﬂoor coverings markets in 
construction sales held up as major 
customer projects which were started 
continued to completion however 
sales in ﬂoor coverings continued to be 
under signiﬁcant pressure as the uk and 
continental european carpet market felt 
the full force of the recession sales into 
the former segments experienced single 
digit percentage volume declines while 
ﬂoor covering volumes dropped by a little 
over 10 
in the early part of the year the nbr latex 
market continued to experience customer 
supply chain destocking which began in 
the ﬁnal quarter of 2008 the ﬁrst quarter 
therefore saw a substantial volume 
decline which was recovered over the 
course of the year the resurgence of 
the h1n1 virus and concerns over a 
global pandemic coupled to very low 
stock levels in the customer supply 
chain raised demand signiﬁcantly in the 
second half and this continued through 
the yearend in addition rising monomer 
prices required several price increases 
during the latter part of the year in order 
to protect margins during the year the 
new pilot plant was commissioned at 
the kluang site and this gave further 
positive momentum to new product 
development programmes sales of new 
nbr products launched in the last two 
years now account for approximately 
half of all nbr sales looking forward 
continued strong growth in this market 
is expected and further capacity 
expansions of nitrile latex in kluang are 
currently being planned to meet the rising 
customer demand in the high growth 
synthetic glove market
dispersions
the global coatings and adhesives 
markets the major segments served by 
our dispersions business experienced 
sluggish demand during the year the 
european south african and middle 
east regions recorded signiﬁcant volume 
declines however the asian operations 
fared better with south east asia ﬂat 
while vietnam grew by a resounding 
25 resulting from solid sales progress 
in the coating sector against the 
background of falling volumes our 
raw material position was favourable 
and helped margins recover in most 
markets and compensated for the 
volume declines except in the middle 
east where very aggressive competition 
placed margins under severe pressure 
in research and development the drive 
to improve our low voc offering to the 
coatings market continued with the 
launch of a number of new products 
which were well received in the market
specialities
polyvinyl alcohol
the pvc market was a challenging 
environment globally with many 
customers forced to reduce or idle their 
capacity during the ﬁrst half of the year 
the severe downturn created extremely 
poor trading conditions for the alcotex 
business which resulted in a difﬁcult 
but necessary decision to carry out a 
restructuring at the harlow site in the 
market synthomer continued to maintain 
its leadership position in the supply of 
low hydrolysis polyvinyl alcohol to the 
pvc industry and volumes did improve 
in the second half of the year in addition 
investments made in plant maintenance 
and process control started to deliver 
beneﬁts overall volumes for the primary 
and secondary alcotex stabilisers were 
modestly down on 2008 however 
good control of margins as well as the 
beneﬁts of strong cost control assisted 
the business to deliver a signiﬁcant 
improvement in full year performance
 
chief executive’s report continued synthomer has invested heavily in research and 
development for its range of nitrile latices for 
the dipped glove market signiﬁcant investment 
has been made in its development group which 
is located at kluang site so as to be close to the 
market and the nbr manufacturing facility 
this includes additional scientists new research 
laboratories equipped with modern equipment 
an applications laboratory designed for technical 
customer support and applications development 
and a new pilot plant facility tied in to the  
main plant
this investment has already paid off and today 
around 50 of sales are from products introduced 
within the last two years one example of such 
successful innovation is the development of 
synthomer’s self crosslinking technology  
to answer a speciﬁc market need
most healthcare professionals are familiar with 
t ype i latex glove allergy related to proteins in 
natural rubber however t ype iv allergy related  
to residual accelerators is less known but can  
also give a dermatitis reaction synthomer has 
pioneered self crosslinking technology for glove 
dipping applications this allows development  
of gloves which are sulphur and accelerator free  
they are easier to handle during manufacturing 
and have much reduced risk of allergy
chemax 7th sense from kossan has been 
successfully launched using one of synthomer’s 
self crosslinking latices being the ﬁrst accelerator 
free glove approved by the fda with a low  
dermatitis claim 
synthomer’s commitment to innovation and strong 
understanding of current and future customer  
needs has given rise to this pioneering product for 
the glove market
for more information visit
wwwyulecattocom
09
yule catto  co plc
annual report and accounts 2009
synthomer’s pioneering  
technology – self crosslinking latex 2008                        639
2009                           653
total sales £’m
2008                          53
2009                             56
divisional operating profit £’m
 underlying performance
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yule catto  co plc
annual report and accounts 2009 10
liquid polybutadiene
during 2009 our intensiﬁed technical 
approach to developing the lithene 
business continued to gain momentum 
however the collapse of sales to the 
automotive industry led to a decision 
to idle the plant for much of the ﬁrst 
half however a more positive trading 
environment in the second half saw 
sales pick up strongly and while full 
year volume was substantially lower the 
continuation of cost control and margin 
management work started in late 2008 
resulted in full year operating proﬁt  
ahead of prior year  
alkyds and polyester
the malaysianbased resin business 
experienced two very different results 
in 2009 the alkyd business had a 
difﬁcult time throughout the year resulting 
from signiﬁcantly weaker demand in 
south east asia and strong customer 
destocking in the run up to yearend in 
contrast polyester enjoyed a strong year 
with sales mainly driven by the launch  
of government infrastructure projects  
in many south east asian countries
pharma chemicals
pharma chemicals produces a range 
of over 75 active pharmaceutical 
ingredients apis for the generic and 
ethical pharmaceutical industries from 
its manufacturing plants in spain and 
mexico these products are sold to 
formulators who produce and distribute 
the drug in its ﬁnal physical form apis 
produced range from antibacterial anti
ulcer and antiparasitic to heart drugs 
the pharma chemicals business 
continued to be challenged by the 
market conditions and the regulatory 
environment for pharmaceuticals and 
a number of its customers did not gain 
ministry of health ﬁnal approvals for 
new products consequently although 
margins held up volumes were behind  
for the year a programme of cost 
reduction helped compensate for the 
reduced volumes
the volume reductions were felt the most 
acutely in the spanish plants but a well 
implemented cost improvement plan 
was successful in offsetting the lower 
volumes a number of customers did 
not get approvals for their registrations 
and the newly implemented german 
insurers – generic tender process 
changed signiﬁcantly the order patterns 
of some major customers our ability to 
continue to strategically source from asia 
helped our margins and the successful 
outsourcing of key intermediates bodes 
well for 2010 
generics remains the major part of the 
business sourced from spain within 
which the antiulcer franchises were 
important both in the us and europe 
in the middle of the year destocking 
and the uncertainty around tenders for 
antiulcer drugs in europe softened our 
order book but this reversed later in the 
year with our us franchises continuing 
to perform well the launch of a new 
omeprazole formulation in the us did 
not gain approval in 2009 as expected 
so although the approval has now been 
gained the launch will not happen until 
the second quarter of 2010
the rest of our generic portfolio 
manufactured in spain showed a 
mixed year and although we saw our 
pantoperazole and quetiepine franchises 
building in volume late approvals in 
europe and price erosion occurred 
during the later part of the year we still 
await approvals for a new formulation 
of ketorolac which is expected by the 
middle of 2010 the dossier business 
helped us especially in the european 
market and we are now looking to  
widen the formulation registration 
dossiers we have
after a disappointing 2008 sales from 
our mexican plant bounced back strongly 
with ethical customer orders increasing 
signiﬁcantly throughout the year the new 
albendazole plant came on stream in  
the ﬁrst half of the year and boosted 
signiﬁcantly our capacity which was used 
to satisfy a range of ethical and generic 
customers around the world new drying 
capacity will come on stream in the ﬁrst 
quarter to meet our capacity requirements 
in 2010 volumes remained strong during 
the year with both generic and ethical 
products improving the performance
chief executive’s report continued 2008                        311
2009           236
total sales £’m
2008                16
2009                             20
divisional operating profit £’m
 underlying performance
11
yule catto  co plc
annual report and accounts 2009
introduction business review governance
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impact chemicals
impact chemicals originally comprised 
ﬁve businesses four of which were sold 
during 2008 the remaining business 
william blythe is a worldwide supplier  
of inorganic specialities based on copper 
iodine and tin from its uk manufacturing 
facility products are used in a range 
of applications such as semiconductor 
manufacture pharmaceutical actives 
nontoxic ﬂame retardants safety glass 
coatings and catalysts
during the period william blythe traded 
ahead of 2008 albeit on generally  
weaker volumes
custom synthesis remained ﬂat in  
the year as a consequence of reduced 
funding especially in the biotech  
sector where we saw research  
and development programmes  
cut dramatically
our commitment to continuous 
improvement of processes and our  
cost base helped underpin our results  
for the year with good progress made  
in leveraging our asian suppliers 
throughout the period
the transfer of products from italy to 
spain and mexico is complete although 
customer regulatory approvals are taking 
time from a number of customers and 
health authorities we will see improved 
volumes as these approvals come  
on stream
development and selection of new apis 
is still key to our strategy and we ﬁled  
six drug master files in the year in a 
number of countries esomeprazole 
nexium
®
 api remains very interesting 
to a number of our key customers and 
establishes us for when patent expiries 
begin in europe and the us a number 
of our newly ﬁled products have received 
keen interest from our customer base 
and we see this continuing in 2010  introduction business review governance group ﬁnancial 
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yule catto  co plc
annual report and accounts 2009 12
financial review
income statement – underlying 
performance
total sales decreased by 10 driven in 
the main by the volume declines seen 
across the polymer business translation 
increased turnover by 8 offset by 
lower pricing and mix turnover remains 
predominantly within europe with some 
50 of sales 2008 50 which has 
sales outside europe heavily skewed 
towards asia and other developing 
economies which accounted for 44  
of turnover 
with the international nature of the 
business movements in foreign currency 
exchange rates can affect the value 
of transactions made by the group 
where pricing of our products is in non
domestic currency and in the translation 
of results from overseas subsidiaries 
with regard to the former of these two 
effects the group generally hedges 
transactions once entered into and in 
addition where exchange rates continue 
to be adverse we look to increase sale 
prices or price in domestic currency 
to mitigate the impact where this is 
commercially possible the weakness 
of sterling against the euro and the 
malaysian ringgit delivered some  
£4 million improvement to operating  
proﬁt from translation
the underlying tax rate of 20 reﬂects 
the beneﬁts of pioneer status on our 
investment in malaysia and the settlement 
of some prior year tax positions the 
comparable rate for 2008 of 15 was 
abnormally low reﬂecting adjustments 
relating to prior year tax provisions
proﬁt attributable to minority interests 
was £22 million 2008 £17 million
the resultant underlying earnings 
per share of 213 pence is a year
onyear increase of 19 the group 
announced in december 2008 that 
given the prevailing ﬁnancial crisis and 
to strengthen the group’s balance sheet 
the group would suspend its dividend 
until it had reduced net debt below  
£100 million year end net debt fell to  
£88 million and the group will therefore 
be declaring a dividend for 2010
income statement – special items
to provide a clearer indication of the 
group’s underlying performance a 
number of special items are shown in 
a separate column of the consolidated 
income statement special items include 
• proﬁt on the sale of oxford chemicals 
limited of £39 million the sale was 
announced in 2008 but completed in 
january 2009
• we utilise various cross currency 
and interest rate swaps for hedging 
purposes which involve maturities of 
up to seven years ifrs requires that 
where the strict requirements of ias 
39 are not met changes in the market 
value should be recognised annually in 
the income statement however such 
ﬁnancial instruments are maintained by 
the group for the length of the contract 
and over their lifetime have a fair 
value of nil hence the notional annual 
adjustment of £44 million 2008 gain 
£86 million is segregated from the 
underlying performance
• impairment of goodwill in the pharma 
business of £30 million
• release of tax provisions relating to 
prior year issues that were closed during 
the course of 2009 of £93 million
 
the impairment of goodwill in the pharma 
business is a result of lower projected 
earnings growth for the business based on 
recent experience post the impairment the 
book value of the assets of the business 
including goodwill was £80 million
pensions
in the main uk deﬁned beneﬁt pension 
scheme the majority of investments 
are in equities equity markets having 
declined substantially in 2008 recovered 
somewhat over the course of 2009 and 
overall the fund delivered a return of  
24 the yield on highquality corporate 
bonds decreased signiﬁcantly during  
the year which has increased liabilities 
over and above the company’s agreed 
£58 million per annum deﬁcit remediation 
funding of the uk scheme the company 
contributed on a voluntary basis a 
further £4 million in november 2009  
the overall effect of these changes was 
that there was little movement in the 
overall deﬁcit of the scheme which stood 
at £70 million at the end of 2009 
the uk scheme was closed to future 
accrual during 2009 at the end of the 
year fewer than twenty active members 
remained and there will be no active 
members as at the end of september 
2010 after which date no further liabilities 
will accrue to the scheme
ifrs
on an unadjusted ifrs basis group 
revenue decreased by £565 million to 
£5279 million proﬁt before taxation at 
£71 million was £318 million lower than 
the previous period reﬂecting the change 
between the years in the mark to market 
of the group’s currency swaps the  
proﬁt on disposal of businesses and 
goodwill impairment 13
yule catto  co plc
annual report and accounts 2009
net debt substantially 
reduced in just two years
at the end of 2007 net debt stood at £171 million and  
net debt to ebitda the key ﬁnancial metric for borrowing 
stood at 28 times  
one objective of the portfolio rationalisation with the  
sale of four of the impact businesses was to reduce the  
gearing of the company over the three years to end 2009 
the company has generated £60 million net from 
divestments the company continued to invest in its  
asset base over this time period with capital expenditure 
exceeding depreciation in 2007 and 2008  
working capital management is and remains a core focus  
of group management over the three year period to end 
2009 the group lowered its working capital to sales ratio  
by over 3 generating in excess of £15 million of cash for 
debt reduction  
during the reﬁnancing of the group’s revolving credit lines  
in late 2008 at the height of the ﬁnancial crisis the board 
reluctantly took the tough decision to suspend the dividend 
to allow a ﬁnal push to reduce debt below £100 million and  
move the group’s net debt to ebitda ratio to a sensible 
level at which the board anticipated any future reﬁnancing  
of the group as required from time to time would be 
straightforward to execute  
the board set a two year period to achieve this  
and in practice the target was reached in one year  
net debt at the end of 2009 was £88 million and with the 
improvement in underlying earnings over the three year 
period net debt to ebitda now stands at only 13
2006  2007  2008  2009
£’m
185 
165 
145 
125 
105 
85
year end net debt
for more information visit
wwwyulecattocom
borrowings 
underlying net debt reduced signiﬁcantly 
during the year
in 2008 we reported a year of increased 
capital expenditure having invested 
in further expansion of the malaysian 
nitrile facility over 2007 and 2008 and 
in the relocation of some manufacturing 
from our italian pharma site capital 
expenditure slowed substantially in 2009 
with the global recession with capex of 
only £87 million 2008 £177 million 
investment in the cash costs of  
running the italian pharma site came  
to some £35 million whilst net  
proceeds from divestments totalled  
£88 million predominantly the sale  
of oxford chemicals
working capital inﬂow for the year 
was £152 million control of working 
capital is a core focus of the business 
management
the combination of stronger ebitda 
lower capex divestment proceeds and 
the substantial working capital inﬂow 
resulted in underlying net debt reducing 
to £88 million from £135 million at the 
end of 2008
reﬁnancing and liquidity
the group has a further £33 million  
of us private placement debt to repay  
in september 2010 thereafter the  
next large repayment of term debt is  
£24 million of us private placement debt 
due in 2012 at the year end the group 
had £30 million of cash available to it 
under an undrawn three year revolving 
loan maturing december 2011 and 
£42 million of cash which in aggregate 
is some £39 million more than the 
september 2010 £33 million repayment
net debt to ebitda the group’s key 
leverage metric fell to under 13 at the 
end of the year from 23 at the end  
of 2008 yule catto  co plc
annual report and accounts 2009 14
introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
introduction
2009 saw another signiﬁcant improvement in yule catto’s 
safety health and environment she performance even 
against the sharply improved performance of recent years this 
improvement was sustained across all the operating divisions 
and across the geographical spread of group companies  
it was achieved despite the difﬁcult trading conditions in 2009 
and covered both safety and environmental impact
the group’s accident performance improved again compared 
to 2008’s record performance with the group recording  
3 fewer over 3day o3d lost time accidents down from  
13 to 10 the number of all lost time accidents ltas also 
reduced and our accident rate was over 30 below the latest 
average ﬁgure reported by ceﬁc the european chemical 
industry’s representative body the group recorded very 
signiﬁcant improvements in energy and water usage per tonne 
of production down by 16 and 15 respectively and there 
were further reductions in the tonnage of both hazardous and 
nonhazardous waste produced the great majority of our other 
environmental indicators also showed further improvement due 
to innovative solutions by group companies and as the result  
of investment in environmental protection
our policy commitments
responsible care
®
 was an initiative of the canadian chemical 
industry in the 1980s and has now been adopted by the 
chemical industry around the world responsible care
®
 
aims to improve and enhance the chemical industry’s she 
performance year on year yule catto has been committed 
to responsible care
®
 since the 1990s and this commitment 
remains at the core of our efforts towards excellence in 
corporate social responsibility all yule catto sites are  
required to adhere to these principles and actively support  
the group’s efforts to achieve continuous improvement in  
our she performance
in 2005 the yule catto group was amongst the ﬁrst group of 
uk chemical manufacturers to sign up to and support the uk 
chemical industries association’s sustainable development 
sd guiding principles the sd principles were adopted by the 
yule catto board and are followed by the group’s sites around 
the world they have been used to set improvement targets 
especially for our environmental performance and to help the 
group to deﬁne its route to a safe and sustainable business 
the sd principles include a strong commitment to open 
reporting of our environmental performance and full respect  
for the people and communities amongst whom we work
highlights and achievements during 2009
yule catto uses ﬁve ‘headline’ she key performance indicators 
kpis to monitor its performance month by month on all ﬁve 
the group’s performance improved markedly during 2009 
energy use per tonne of production fell by 16 water use fell 
by 15 total waste production fell by 185 and the number 
of o3d accidents fell from 13 to 10 giving a frequency
rate of 0235 per 100000 hours worked these four kpis are 
lagging indicators of performance the group also uses a 
leading indicator the reporting of ‘near misses’ – deﬁned as 
conditions which could potentially cause an injury loss or 
environmental problem – by group employees near miss 
reporting gives sites the chance to remove dangerous or 
potentially dangerous conditions before they can cause 
damage or personal injury as a proactive measure all sites 
were set a target of identifying reporting and dealing with  
2 near misses per employee during the year group employees 
showed that they recognise the importance of this initiative by 
reporting and dealing with 39 near misses per person almost 
double the target 
the number of o3d accidents was down by over 20 but  
the frequency rate was only slightly better due to the reduced 
number of hours worked the rate was as good as the average 
for the uk chemical industry but did not quite meet our  
target for the year of 020 the group performance on all ltas 
also improved by over 6 the frequency rate was 040 per 
100000 hours and remains some 30 below the average  
for the european chemical industry as reported by ceﬁc 
the she headline kpis are in addition to the group’s continuing 
commitment to our 10year sd targets which cover a wider 
range of environmental measures as the group has a history 
of signiﬁcantly beating the sd targets the headline kpis are 
measured against tougher internal targets an annual 4 
reduction in both energy and water usage per production 
tonne and a 5 reduction in waste disposed of offsite  
the group passed these more stringent environmental  
targets by a signiﬁcant margin in 2009 
nearly all of the group’s other environmental targets were met 
and indeed passed in 2009 to give a performance better than 
target for example the release of acid gases to atmosphere 
was reduced by a further 73 however volatile organic 
compounds voc releases increased signiﬁcantly compared 
to previously reported ﬁgures and this is discussed  
further on page 17
given the recession and the accompanying reduction 
in production volume for many of our sites the group’s 
achievement is particularly notable 2009 continued the 
group’s record of improvement over the last 8 years a record 
of continuous improvement which means that most of the 
easy changes have already been implemented sites now have 
to actively manage energy water waste and other materials 
to continue to make further performance improvements it is 
notable that the group’s use of water per tonne of product has 
been reduced by 50 since 2000 and energy use is down 
by 38 the innovative approach to the disposal of waste is 
shown by polymer division’s increasing disposal of polymer 
waste by composting producing a saleable soil enhancer rather 
than a waste problem
corporate social responsibility report 15
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
managing safety and environmental performance
yule catto believes that staff at all levels have to manage health 
and safety effectively if we are to achieve our aim of protecting  
the safety of all our personnel and have to operate our sites  
in a way that protects the environment at all times this is 
achieved by managing our she performance in the same  
way that all other business objectives are managed 
the group has an accident and incident management system 
aims to assist in the management of all actual events and  
all near misses throughout the group the system received  
a signiﬁcant upgrade during 2009 to improve the risk 
assessment of events and to include better information capture 
for process safety incidents an area of increasing importance 
for the group
she performance is a primary duty for management at all levels 
in the group and we have a number of management processes 
which assist this
• she performance is discussed in all management meetings 
as the ﬁrst agenda item
• yule catto conducts regular indepth she audits of all 
sites to assess performance and identify opportunities for 
improvement the results of the audits are discussed both 
with the site involved and with wider management  
for example at the group executive committee
• the group aims is used to collect and analyse data on all 
accidents incidents and near misses on our site the system 
ensures that all of these are appropriately investigated with 
the most serious or potentially serious incidents being fully 
investigated to root causes the system is then used to  
ensure that the identiﬁed actions to prevent recurrence are  
put in place
• key measures of she performance are collected monthly or 
quarterly as appropriate and reported to the group executive 
and to the board this process is mirrored at company and 
site level to give management and staff a clear picture of 
current performance and
• senior managers have she targets as part of their annual 
objectives other employees have similar objectives set  
either on an individual or a site basis
health safety and accident performance
the number of more serious accidents those which cause an 
employee or contractor to lose more than 3 working days o3d 
accidents reduced again in 2009 falling to 10 compared to 13 
in 2008 notably no contractors suffered an o3d accident on 
any of our sites in 2009 as the number of worked hours also  
fell during the year this improved performance only resulted in  
a small reduction in the frequency rate to 0235 per 100000 
hours worked 100000 hours is very broadly a working 
lifetime these o3d accidents are those which are generally 
reportable to the regulatory authorities in the european union 
and are a widely used comparison between different industries  
the uk chemical industry is amongst the safest manufacturing 
industries in the world and the uk chemical industry association 
cia reports on its members’ performance our performance 
in 2009 puts yule catto at or just ahead of the average for cia 
companies our current rate of o3d injuries is less than one 
quarter of what it was at the beginning of the decade
00
02
04
06
08
10
12
09 08 07 06 05 04 03 02 01 00
o3d lta frequency rate per 100000 hours
reportable lost time accident frequency rates
process safety and reportable safety incidents
the number of signiﬁcant reportable safety incidents remains 
at a very low level as indicated by the chart overleaf none of 
the incidents during the year caused lasting harm to people  
or the environment  
there was one signiﬁcant incident at our polymer plant in 
germany where there was an uncontrolled polymerisation in 
a storage vessel the incident involved a release of butadiene 
from the vessel concerned and required offsite emergency 
services to attend there was very little environmental or plant 
damage but 3 people were sent to hospital for observation 
all were released quickly following the incident the european 
management team carried out an urgent safety review of the 
systems involved and identiﬁed a number of opportunities for 
improved operation in future these were rapidly implemented 
and the plant returned to operation within 14 days with the full 
support of the german regulatory authorities 
major safety improvement projects were implemented during 
the year in vietnam and south africa these projects upgraded 
and signiﬁcantly improved the reactor venting systems on both 
plants and will enable both sites to operate with an enhanced 
level of safety in the future 
yule catto participated in the production of a new process 
safety course by the uk institution of chemical engineers 
icheme icheme ran the course several times during the year 
and yule catto sent a number of delegates to attend further 
staff training will be carried out in 2010 yule catto  co plc
annual report and accounts 2009 16
introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
occupational health and hygiene
the group has a comprehensive set of medical arrangements 
for our staff around the world all staff who work with chemicals 
are provided with regular medical examinations whilst always 
respecting medical conﬁdentiality the doctors who provide 
the service in each country inform the local company if there 
are cases of reportable disease which could be caused by a 
work activity they are also asked to inform the company if 
their overview of the health of our staff causes them concern 
it is good to be able to report that there were no cases of a 
reportable disease recorded in 2009 or issues of concern 
highlighted by local doctors
to support our work in occupational health yule catto 
companies manage occupational hygiene principally by  
limiting exposure to the chemicals we process this is done  
by the provision of appropriate equipment and work conditions 
which minimise exposure and by the provision of personal 
protective equipment ppe as a backup measure in order 
to ensure that these measures are adequate the group has 
introduced a risk assessment programme which is based on 
the standards of the uk control of substances hazardous to 
health regulations this programme is being rolled out to all our 
companies around the world and is backed by the programme 
of group she audits which give advice on adequate standards
audit programme
we have continued the yule catto group she audits during 
2009 and the results have been reported to the group 
executive on a regular basis the audits are based on the 
principles of responsible care
®
 management and give both 
individual companies and yule catto a view of each site’s 
current performance and set out areas for improvement  
the executive monitors both the ﬁndings of the audits and  
the progression of improvement actions which arise from  
the audits
asset protection and insurance inspections
we can report that the group’s losses from ﬁre or process 
safety related incidents in 2009 continued at the very low 
level we have experienced in recent years the group’s she 
management systems and our internal she audit processes 
continue to contribute to this performance the biennial 
insurance surveys carried out by our global property and 
business risk insurers serve as a ‘sense check’ on our own 
internal audits and also produce loss control recommendations 
of their own these recommendations are assessed by yule 
catto for their practicality and costeffectiveness and progress 
is monitored both internally and by our insurers this transparent 
partnership has helped the group to reduce the cost of our 
global risk insurance by one third over the past ﬁve years
regulatory affairs reach and ghs
the registration evaluation authorisation and restriction  
of chemicals reach regulations came into full force on  
1 december 2008 the regulations required a signiﬁcant 
amount of work by group companies in 2008 including the 
preregistration of some 1250 chemicals with the european 
chemicals agency echa the ﬁrst deadline for registration  
is 1 december 2010 and the workload in 2009 was focused  
on two areas preparation for registration of the appropriate 
materials in 2010 and exchanging information with our 
customers and suppliers preparation for registration involves 
understanding which materials require registration and 
collecting the relevant information not only from our suppliers 
and customers but also from any other companies who 
produce or market the same materials in the eu – with due 
regard to competition rules information collection naturally 
intersects with information sharing and these requirements 
mean that we must understand how our products are used  
and for what purposes and then set up systems to collect and 
share appropriate safety information with those who need it
the work in 2009 has shown that polymer division will need  
to register a number of monomers contained in polymers 
imported into the eu by group companies these registrations 
are to be made in 2010 william blythe will also have a number  
of substances to register the pharma division will only need  
to register some transported intermediates which require a 
much reduced data set
these obligations are further complicated by the introduction 
of the new globally harmonised system ghs for safety data 
sheets and hazardous product labelling this new system has 
been negotiated by the united nations and is being introduced 
in europe at the end of 2010 other jurisdictions around the 
world are currently planning the introduction of ghs early in  
the next decade reach and ghs mean that the majority  
of our safety data sheets and the accompanying labels for  
our products will need to be revised over the next few years 
the group executive committee continues to monitor 
the implementation of reach and is kept abreast of the 
forthcoming impact of ghs  
corporate social responsibility report continued
09 08 07 06 05 04 03 02 01 00
4
6
4 4
2
4
26 26
66
4
reportable safety incidents 17
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
sustainable development performance  
report 2009
managing our environmental responsibilities
the chemical industry is committed to the concepts of sd  
the uk cia asked its member companies to formally commit  
to sd by signing a programme of sd goals in 2005 yule catto 
joined this programme at inception and has been committed to 
achieving them ever since this commitment has been shown 
by a continuous record of improvement against the targets and 
a signiﬁcant reduction of almost all our environmental impacts 
year on year
2009 saw further signiﬁcant improvements against all the 
sd measures we have reported in previous years with one 
exception improved measurements and better calculation 
methods have shown that the group has signiﬁcantly 
underestimated its releases of vocs in recent years there is no 
evidence of which yule catto is aware that these releases cause 
or have caused any immediate environmental harm though 
we fully accept that they contribute to the overall environmental 
cost of our operations having become aware of this problem 
which affects more than one site the group is actively seeking 
ways to reduce or abate these releases in the coming years 
energy
for the fourth year in a row the group achieved a very signiﬁcant 
reduction in its speciﬁc energy consumption that is energy 
consumption per tonne of production energy use fell by a 
further 169 in 2009 which means that the group’s energy 
consumption is almost exactly one half of what it was in 2001  
it has fallen by over 38 since the sd goals were signed in 2005 
and is 34 below the target for 2010 the group has set itself 
an internal target of achieving a further 4 reduction in energy 
consumption in 2010 which is roughly twice the rate of reduction 
which is expected by the chemical industry’s sd goals
although energy prices fell at the start of 2009 the long term 
trend is for energy prices to continue to rise this makes the 
value of the energy saving achieved very signiﬁcant for the 
group the change in the energy consumption per tonne in 
2009 was equivalent to a saving of approximately £16 million
global warming
despite the very signiﬁcant improvement in energy 
performance yule catto’s impact on global warming was 
unchanged in 2009 the gains in energy efﬁciency were 
effectively negated by the recalculated voc emissions  
none the less the group is already performing over 20 better 
than its 2010 target we expect this indicator to improve again 
when measures to reduce or abate voc releases can be 
brought online
000
005
010
015
020
025
030
035
040
045
10 09 08 07 06 05 04 03 02 01 00
actual
10year target
tonnes carbon dioxide equivalent release per production tonne
global warming burden
atmospheric acidiﬁcation
despite having already fallen by 97 since 2000 the group 
achieved a further 73 reduction in its release of acidic gases 
to the atmosphere in 2009 this means that the releases are 
now less than 1 of what they were 9 years ago by far the 
greatest sources of acid gases were the two holliday pigment 
plants now no longer part of the yule catto group however  
it is worth noting that the vast majority of the reduction arose 
from the very signiﬁcant investment yule catto made in 
abatement equipment the group is currently producing  
only 16 of our target for 2010 
00
10
20
30
40
50
60
10 09 08 07 06 05 04 03 02 01 00
actual
10year target
kgs sulphur dioxide equivalent released per production tonne
atmospheric acidification burden
0
1
2
3
4
5
6
10 09 08 07 06 05 04 03 02 01 00
actual
10year target
gigajoules used per production tonne
energy consumption yule catto  co plc
annual report and accounts 2009 18
introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
water use
the security of the water supply and its quality is of great 
importance to every site in the group not least because water 
is an essential reactant in many of our processes and because 
the vast majority of our polymers are sold as dispersions in 
water we are fortunate to have reliable sources of water for 
our sites and in a number of cases they come from our own 
renewable sources where we have this type of supply we 
monitor the source carefully so that we can be certain  
that it is not being depleted using water carefully and wisely  
is an important goal in ensuring that group companies are  
fully sustainable
water usage fell sharply in 2009 by 152 compared to 2008 
and has fallen markedly over the last decade so that it is just 
less than 50 of the consumption in the baseline year of 2000 
it has fallen by over 28 since 2005 when the sd targets were 
set and is now only 62 of the 2010 target
00
10
20
30
40
50
60
70
80
90
100
10 09 08 07 06 05 04 03 02 01 00
actual
10year target
water consumption
m   per production tonne
3
waste disposal
for yule catto the safe disposal of hazardous waste is an 
important responsibility which we fulﬁl by minimising the 
quantity of waste we produce and by working with reputable 
regulated waste disposal companies our waste reduction 
programme has been very successful over the period since 
2000 and current waste quantities are less than one sixth of 
what they were in 2000 compared to the target for 2010 yule 
catto companies are producing only 16 of the target amount
0000
0002
0004
0006
0008
0010
0012
10 09 08 07 06 05 04 03 02 01 00
actual
10year target
tonnes waste per production tonne
hazardous waste disposed to land
as noted in previous years we have adopted various strategies 
to reduce the quantity of waste produced from ensuring 
that as much material as possible is reused or recycled to 
sending nonhazardous organic waste to be disposed of via 
composting these efforts have continued to bear fruit and the 
quantity of nonhazardous waste reduced by a further 75 in 
2009 it is now only 36 of the quantity produced in 2005 the 
peak year
0000
0005
0010
0015
0020
0025
10 09 08 07 06 05 04 03 02 01 00
tonnes per production tonne
nonhazardous waste disposed to land
environmental incidents
having risen sharply in 2008 the number of environmental 
incidents dropped back to previous levels in 2009 this 
signiﬁcant improvement was due to further changes in the 
control of efﬂuent discharge at william blythe in accrington uk 
tighter limits had pushed them out of consent on a number of 
occasions in 2008 but improved control ensured that there was 
only one reportable incident during 2009  
 
the other reportable environmental incidents during 2009 were 
also nearly all to do with efﬂuent discharge tighter limits and 
stricter controls are making this an active area of improvement 
for most of our sites and we expect to make signiﬁcant 
investment in upgrades to our onsite treatment plants over  
the next few years
 
although limits were breached on 8 occasions in 2009 the 
tightness of the limits we operate to means that there have 
been no reports of environmental damage arising from 
these incidents none the less each incident has been fully 
investigated and remedial actions needed to prevent  
recurrence have been implemented
    
09 08 07 06 05 04 03 02 01 00
88
19
4
7
4
22
44
49
8
reportable environmental incidents
corporate social responsibility report continued 19
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
environmental kpis
the uk department for environment food and rural affairs defra published guidelines for reporting environmental key 
performance indicators in 2006 the key measures suggested were energy use emissions to air waste disposal and water 
consumption on an absolute and a per tonne basis yule catto has reported on these indicators for a number of years and to aid 
transparency in environmental performance reporting yule catto adopted defra’s preferred format in 2007 this format is used in 
the table below which gives the data for the period 20072009
        change   change 
    2009 2008 2007  20072009 20082009
energy consumption
1
gj 1967478 2633940 3063455 3578 2530
gas 641691 934577 1159183  
light oil 24885 82920 82120  
heavy oil 61046 35254 46202  
steam 147456 165912 179939  
electricity primary basis 1086779 1409021 1596011  
gjtonne production 2765 3327 3640 2404 1689
emissions to air
2
           
carbon dioxide co
2
      
’000 tonnes 98289 131787 153308 3589 2542
tonnes co
2
tonne production 0138 0166 0182
sulphur dioxide so
2
      
tonnes 28 114 261 8931 7552 
kilos so
2
tonne production 0039 0144 031
nitrous oxides nox     
tonnes 20033 30844 38460 4791 3505 
kilos noxtonne production 0028 0039 0046
volatile organic compounds voc
3
     
tonnes 2155 2081 2065 434 354
kilos voctonne production 3028 2628 2451  
water usage          
cubic metres m
3
 3366442 4417697 4733336 2888 2380
public potable supply 938084 1358705 1480577  
raw water from river 1609773 2285307 2439170  
raw water from borehole 308738 443308 420921  
raw water from canal 2565 15282 5169  
raw water from other 507282 315094 387499  
m
3
tonne production 4731 5580 5620 1582 1521
1 data relates to site usage of all fuels excluding transport
2   emissions to air have been calculated from the usage of all fuels excluding transport fuel and therefore include both direct emissions  
and indirect emissions related to boughtin electricity
3 improved measurement methods used in 2009
 figures for earlier years have been revised using 2009 measurements and calculation methods introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 20
        change   change 
    2009 2008 2007  20072009 20082009
waste management
hazardous waste     
’000 tonnes 12131 18848 23469 4831 3564
hazardous waste sent offsite
recycled – energy recovery 1981 4855 5675  
recycled – separated reprocessed 3865 5164 6749  
incinerated – no energy recovery 3462 4232 2106  
disposed by landﬁll 0817 1158 2075  
other 0065 0119 0151  
hazardous waste disposed onsite
incinerated onsite with energy recovery 0000 1335 4181  
incinerated onsite with no energy recovery 1941 1986 2532  
disposed to onsite landﬁll 0000 0000 0000  
hazardous waste tonnestonne production 0017 0024 0027 3686 2896
nonhazardous waste
’000 tonnes 12809 15206 16466 2221 1576
nonhazardous waste sent offsite
recycled – energy recovery 3077 3413 3669  
recycled – separated reprocessed 1418 2326 1930  
incinerated – no energy recovery 0078 0022 0022  
disposed by landﬁll 6041 6976 9051  
other – municipality 1580 1437 0770  
nonhazardous waste disposed onsite     
recycled – energy recovery 0000 0000 0000  
incinerated – no energy recovery 0000 0000 0000  
disposed by landﬁll 0616 1031 1024  
nonhazardous waste tonnestonne production 0018 0019 0200 9100 526
total waste tonnestonne production 0035 0043 0227 8456 1849
production         
tonnes 711560 791711 842578 1555 1012
corporate social responsibility report continued executive directors
a m whitﬁeld
2
 – chief executive
joined the group and was appointed to the board in march 
2006 he assumed the role of chief executive in august 2006 
prior to appointment he was chief executive of the plastics 
division of d s smith plc age 48
d c blackwood – finance director
joined the group and was appointed to the board in october 
2007 prior to appointment he was group treasurer of imperial 
chemical industries plc age 50
nonexecutive directors
p s wood
24
 – chairman
joined the board in 2001 and was appointed chairman on  
1 february 2009 he was chief executive of the bss group plc 
until retirement at the end of 2005 and is a nonexecutive 
director of rpc group plc he is a member of the institute  
of chartered accountants of england and wales age 62
the hon a g catto
4
 
joined the board in 1981 he is managing director of  
cairnsea investments ltd a private investment company  
and a nonexecutive director of several early stage companies 
that have been backed by cairnsea until 1995 he was  
a managing director of lazard brothers and prior to this  
he was with j p morgan and morgan grenfell  co age 57
dr a a dobbie
123
joined the board in august 2007 he is a founding director of 
cogency chemical consultants limited a director of nitech 
solutions limited and chairman of chemical sciences  
scotland and warwick international group limited age 58
dato’ lee hau hian
4
joined the board in 1993 and stood down in 2000 to become 
an alternate director he rejoined the board in 2002 he is  
a director of kuala lumpur kepong bhd and batu kawan bhd 
age 56
j k maiden
123
joined the board in august 2007 he is group finance director 
of national express group plc and a fellow of the chartered 
institute of management accountants age 48
g r menzies
123
 – senior independent director
joined the board with effect from 1 march 2009 he was  
chief executive of senior plc until retirement in april 2008  
and is a nonexecutive director of arran isle limited age 62
1 member of audit committee
2 member of nomination committee
3 member of remuneration committee
4 standing for reelection at 2010 agm
registered ofﬁce 
yule catto  co plc
temple fields
harlow
essex
cm20 2bh
registered no 98381
secretary
richard atkinson
bankers
banco de sabadell sa
barclays bank plc
dresdner bank ag
hsbc bank plc
maybank – malayan banking berhad
financial advisers
rbs hoare govett
joint stockbrokers
rbs hoare govett and collins stewart
registrars
computershare investor services plc
lochside house
7 lochside avenue
edinburgh park
edinburgh
eh12 9dj
auditors
deloitte llp
solicitors
linklaters llp
hammonds llp
pinsent masons llp
21
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
directors and advisers introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 22
share capital and control
details of the company’s share capital are contained in note 25 
to the ﬁnancial statements during 2009 no shares were issued 
or repurchased
the rights and obligations attaching to the company’s ordinary 
shares being the only class of issued share capital as well as 
the powers of the company’s directors are set out in the 
company’s articles of association copies of which can be 
obtained from companies house or by writing to the company 
secretary there are no restrictions on the voting rights 
attaching to the company’s ordinary shares or on the transfer 
of securities in the company no person holds securities in the 
company carrying special rights with regard to the control of 
the company the company is not aware of any agreements 
between holders of securities that may result in restrictions  
on the transfer of securities or on voting rights unless expressly 
speciﬁed to the contrary in the articles of association of the 
company the company’s articles of association may be 
amended by special resolution of the company’s shareholders
other than in relation to its borrowings which unless certain 
conditions are satisﬁed become repayable on a takeover the 
company is not party to any signiﬁcant agreements that would 
take effect alter or terminate upon a change of control following 
a takeover bid
the company does not have agreements with any director  
or employee that would provide compensation for loss of ofﬁce 
or employment resulting from a takeover
all of the company’s share schemes contain provisions relating 
to a change of control outstanding options and awards would 
normally vest and become exercisable on a change of control 
subject to the satisfaction of any performance conditions at  
that time
contractual arrangements
the group has contractual and other arrangements with 
numerous third parties in support of its business operations 
the disclosure in this report of information about any such  
third parties is not considered to be necessary for an 
understanding of the development performance or position  
of the group’s business
major shareholdings
other than the shareholdings disclosed as directors’ interests in 
the remuneration report as at 19 february 2010 the company 
had been notiﬁed under section 5 of the disclosure and 
transparency rules of the uk listing authority of the following 
signiﬁcant holdings of voting rights in its ordinary shares
 
   percentage 
  ordinary of ordinary 
  shares shares in 
  number issue  nature of holding
kuala lumpur 
kepong berhad 27 414414 1882 direct interest
tameside mbc 5855353 402 direct interest
ubs global  13372875 918 part direct interest 
management    part indirect interest
– traditional    
the directors submit their annual report and the audited 
ﬁnancial statements for the year ended 31 december 2009
results and dividends
proﬁt attributable to shareholders for the year was £9686000
on 29 december 2008 the company announced the 
suspension of the payment of dividends and accordingly  
no dividend was paid in 2009 and no ﬁnal dividend is 
recommended by the directors for 2009
principal activities and business review 
the principal activities of the company and a business review 
including key performance indicators and key risks and 
uncertainties are set out on pages 6 to 20 and form part  
of the report of the directors
disposals
on 30 january 2009 the business and assets of oxford 
chemicals limited were sold to frutarom uk limited  
further details of this disposal are contained in note 28
financial instruments
details of the group’s use of ﬁnancial instruments and its 
ﬁnancial risk management objectives and policies and of  
its exposure to price credit liquidity and cash ﬂow risk in 
relation to such instruments is contained in note 21 to the 
ﬁnancial statements
directors
the present membership of the board is shown on page 21  
all of whom served throughout the year apart from  
mr g r menzies who was appointed on 1 march 2009  
mr a e richmondwatson served as chairman of the board 
until his retirement on 1 february 2009 dato’ seri lee oi hian 
and mr r h hunting retired at the close of the 2009 agm 
having decided not to seek reelection 
the hon a g catto dato’ lee hau hian and mr p s wood 
retire and will be seeking reelection at the forthcoming  
annual general meeting 
none of the directors seeking reelection has a service contract 
details of directors’ emoluments and the interests of each 
director in the share capital of the company are shown in the 
remuneration report on pages 28 to 30
director indemnity provisions
under the company’s articles of association the directors  
of the company have the beneﬁt of a qualifying thirdparty 
indemnity provision which provides that they shall be 
indemniﬁed by the company against certain liabilities as 
permitted by sections 232 and 234 of the companies act 2006 
and against costs incurred by them in relation to any liability  
for which they are indemniﬁed the company has purchased 
and maintains insurance against directors’ and ofﬁcers’ liabilities 
in relation to the company
report of the directors
for the year ended 31 december 2009 23
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
corporate governance
the corporate governance report is set out on pages 24 to 27 
and forms part of the report of the directors
going concern
the directors have acknowledged the latest guidance on going 
concern and in reaching their conclusions have taken into 
account factors including
•  the required repayment of £33 million on the us loan notes  
in september 2010 and
•  the availability of an additional £30 million of undrawn facilities 
negotiated in the uk described above
the directors have appropriately considered the group’s risks 
and uncertainties as fully described in the business review  
on pages 6 to 20 including
•  the current economic conditions and potential impact of the 
level of demand for the group’s products
•  recent volatility in the currency markets and the ability of the 
company to hedge exposures
• volatility in prices of the group’s raw materials and 
•  the group’s exposures to credit and liquidity risk see note 21
after making enquiries and taking account of reasonably 
possible changes in trading performance the directors have 
concluded that the company and the group have adequate 
resources to continue in operational existence for the 
foreseeable future
accordingly they continue to adopt the going concern basis  
in preparing the annual report and accounts
cautionary statement
the purpose of this report is to provide information to the 
members of the company it contains certain forwardlooking 
statements with respect to the operations performance and 
ﬁnancial condition of the group by their nature these 
statements involve uncertainty since future events and 
circumstances can cause results and developments to differ 
materially from those anticipated the forwardlooking 
statements reﬂect knowledge and information available at the 
date of preparation of this report and the company undertakes 
no obligation to update these forwardlooking statements 
nothing in this report should be construed as a proﬁt forecast
auditors
a resolution to reappoint deloitte llp as the company’s 
auditors will be proposed at the annual general meeting
annual general meeting
the annual general meeting will be held at 1100am on 
thursday 6 may 2010 at manor of groves hotel high wych 
sawbridgeworth hertfordshire cm21 0ju
by order of the board
r atkinson
secretary
10 march 2010
employment policies
the group gives every consideration to applications for 
employment from disabled persons employees who become 
disabled are given every opportunity to continue employment 
under normal terms and conditions with appropriate training 
career development and promotion wherever possible the 
group seeks to achieve equal opportunities in employment 
through recruitment and training policies
authority to purchase own shares
the company has a general authority which expires at the 
conclusion of the 2010 annual general meeting to make 
market purchases of not more than 14566318 of the 
company’s ordinary shares in accordance with the terms of the 
special resolution passed at the 2009 annual general meeting 
a resolution will be tabled at the 2010 annual general meeting 
to renew this authority
employee involvement
the group is organised on a decentralised basis so as  
to promote greater employee involvement and better 
communications with employees each group company is 
encouraged to make its employees aware of the ﬁnancial and 
economic factors affecting the performance of the company 
performance related bonus schemes are in operation in  
a number of group companies
a longterm share incentive plan for directors and senior 
executives was introduced in 2002 with the approval of 
shareholders
uk pension funds 
the trustees have reviewed the independent investment 
management of the assets of the company pension schemes  
in the uk and assured themselves of the security and controls 
in place in particular it is the trustees’ policy not to invest in 
yule catto shares nor lend money to the company
creditor payment policy
the group’s policy is to make payments to creditors and other 
suppliers in accordance with terms of payment agreed at the 
time the contract of supply is made subject to all the terms and 
conditions of the order being satisﬁed by the supplier trade 
creditor days of the company for the year ended 31 december 
2009 were 25 days 2008 27 days based on the ratio of trade 
creditors at the year end to the amounts invoiced during the 
year by trade creditors
charitable donations
charitable donations in the year amounted to £56208 2008 
£51500 there were no political donations during the year
statement as to disclosure of information to auditors
each director of the company conﬁrms that so far as he is 
aware there is no relevant audit information of which the 
company’s auditors are unaware and that he has taken all the 
steps that he ought to have taken as a director in order to make 
himself aware of any relevant audit information and to establish 
that the company’s auditors are aware of that information for 
these purposes relevant audit information means information 
needed by the company’s auditors in connection with 
preparing their reports on pages 33 and 68 
this conﬁrmation is given and should be interpreted in 
accordance with section 418 of the companies act 2006 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 24
of the group and execution of the group strategy the chief 
executive has established and chairs an executive committee 
whose other members are the divisional chief executives the 
finance director the deputy finance director the company 
secretary and the director of group human resources to 
assist him in the performance of his duties and which meets 
once a month the chairman receives the minutes of the 
executive committee and all directors receive a monthly trading 
summary and commentary from the finance director and an 
update report from the chief executive
board membership and balance
the chairman chief executive and senior independent director 
are identiﬁed on page 21 the chairmen and members of  
the audit nomination and remuneration committees are 
identiﬁed below
the board held nine meetings in 2009 being four scheduled 
quarterly meetings one meeting solely related to strategy 
two meetings in conjunction with a site visit and two held by 
telephone to brieﬂy consider single topics in addition the 
chairman held one separate meeting with the nonexecutive 
directors without the executive directors being present to 
appraise the performance of the executive management  
the nonexecutive directors also met once without the 
chairman to appraise his performance
the table below shows the number of meetings of the board 
audit remuneration and nomination committees held during 
the year and the number of meetings attended by each director 
where a director is unable to attend a board or committee 
meeting his views on agenda items are canvassed in advance 
of the meeting and incorporated into the discussions
  
number of 
meetings held  board audit remuneration nomination
    9 4 3 1
number of  
meetings attended
d c blackwood 99 na na na
a g catto 99 na na na
a a dobbie 99 33 33 11
r h hunting
1
 22 22 na na
lee hau hian 89 na na na
lee oi hian
1
 12 na na na
j k maiden 69 34 23 01
g r menzies
2
 89 33 22 11
a m whitﬁeld 99 na na 11
p s wood 99 na na 11
1 retired on 14 may 2009
2 appointed on 1 march 2009
the board considers the following nonexecutive directors  
to be independent in accordance with the provisions of the 
code dr a a dobbie mr j k maiden and mr g r menzies  
mr p s wood was considered to be independent up until his 
appointment as chairman on 1 february 2009
this compliance statement is produced in relation to the 
combined code on corporate governance ‘the code’ which 
was published in june 2008 by the financial reporting council
statement of compliance
the company considers that it has complied throughout the 
ﬁnancial year ended 31 december 2009 with the provisions  
set out in section 1 of the code
application of the code
the main principles of section 1 of the code were applied  
as follows
the board
operation of the board
the activities of the company are controlled by the board 
which following a review of its size and composition during 
2008 comprised two executive directors and six nonexecutive 
directors with effect from the close of the 2009 annual general 
meeting as a result of the decision of dato’ seri lee oi hian  
and mr r h hunting not to stand for reelection the roles  
of chairman and chief executive are clearly divided between  
mr p s wood who heads the board in his capacity as  
nonexecutive chairman and mr a m whitﬁeld who has 
responsibility for the running of the company’s business  
as chief executive the nonexecutive directors all have wide 
business and boardroom experience gained in a broad range  
of business sectors
the board has reserved to itself a schedule of matters which 
includes setting longterm objectives for the group and the 
strategies to be employed in achieving them setting policies  
in the areas of safety health and the environment recruitment 
and employment risk management and treasury and subject 
to materiality thresholds decisions on the raising of capital 
ﬁnancial commitments capital expenditure acquisitions  
and disposals and the prosecution defence and settlement  
of litigation
during 2009 the board met quarterly to review current and 
projected performance and to determine strategic issues  
from 1 january 2010 the board will meet six times a year in 
order to afford more time for strategic review and discussion 
the directors receive in advance full information on all matters 
to be discussed at board meetings as well as a detailed 
quarterly review of performance prepared by the chief 
executive the board has established audit nomination  
and remuneration committees which are discussed below
in addition arrangements are made each year for the board  
to visit up to two of the group’s operational sites and meet  
local management ad hoc site visits are facilitated for individual 
nonexecutive directors on request
the board has delegated to the chief executive responsibility 
for the development and preparation of the business plan for 
the group and the annual group budget for recommendation to 
the board as the senior executive director the chief executive 
is responsible for all aspects of daytoday operational control  
corporate governance 25
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
the board seeks to encourage participation of all shareholders 
and in particular private investors at the company’s annual 
general meeting and endeavours to ensure all board members 
are in attendance in particular the chairmen of the 
remuneration audit and nomination committees are  
available to answer questions
the company makes use of its website wwwyulecattocom  
to communicate with its shareholders where it publishes interim 
and full year results company announcements share price  
and corporate governance and other investor information
board committees
the board has formally established audit nomination and 
remuneration committees each with their own terms of 
reference which set out their respective roles and the authority 
delegated to them by the board copies of the terms of 
reference are available upon request from the company 
secretary and can also be downloaded from the  
company’s website
audit committee
during 2009 the audit committee comprised mr j k maiden 
chairman mr r h hunting and mr p s wood until 5 march 
2009 when mr wood left the committee and dr a a dobbie 
and mr g r menzies joined on that date on 14 may 2009  
mr r h hunting retired from the committee and the board  
mr wood was and mr maiden is considered by the board to 
have ‘recent and relevant ﬁnancial experience’ for the purposes 
of provision c31 of the code the committee has established 
a detailed remit regarding the application of ﬁnancial reporting 
and internal control principles the finance director and senior 
members of his department attend meetings of the committee 
as part of the review of the group’s interim and ﬁnal statements 
prior to their submission to the board the committee meets 
periodically with the company’s auditors to discuss the 
adequacy of the group’s ﬁnancial management internal 
controls and information systems the committee’s remit 
includes the review of the costeffectiveness independence 
and objectivity of the auditors including the extent of nonaudit 
services and fees payable to the auditors which is carried out 
and discussed with the auditors on a periodic basis with 
regard to seeking to ensure the independence and objectivity  
of the auditors the audit committee’s policy is to avoid the 
auditors providing services in areas which may create or be 
perceived to create a conﬂict of interest accordingly other than 
in circumstances where time constraints render it impractical  
or assignments are of a minor nature the auditors are not 
invited to tender or propose for services of the following nature 
corporate ﬁnance legal information technology and systems 
recruitment or remuneration accounting internal audit or 
control acquisition due diligence valuations or appraisals 
actuarial or general business consulting in addition the auditors 
have been requested not to provide services to executive 
directors or senior executives nonexecutive directors are 
required to disclose any relationship they have with the auditors
induction and training
induction arrangements are in place in order to ensure new 
directors receive a full formal and tailored induction on 
appointment the skills and knowledge of board members  
are updated by brieﬁngs provided by the company’s internal 
resources and materials and seminars offered by external advisers
performance evaluation
performance evaluations of the board its committees and its 
directors were carried out in the last year by the following 
internal processes
•  an assessment of the performance of individual nonexecutive 
directors is carried out by the chairman through a rolling 
programme of onetoone discussions using performance 
evaluation questions as the centrepiece for those discussions 
every nonexecutive director is assessed in this way once  
a year
•  the performance of the executive directors was reviewed  
in august 2009 at a meeting of the nonexecutive directors 
chaired by the chairman
•  a meeting of the nonexecutive directors in the absence  
of the chairman chaired by the senior independent director 
was held in november 2009 to evaluate the performance of 
the chairman taking into account the views of the executive 
directors and
•  the board and its committees carry out an annual self
assessment of performance led by the chairman and the 
chairman of each committee respectively the results of 
assessment questionnaires completed by those chairmen 
were reviewed by the relevant committees and the board  
and were shared with and discussed by the board as a whole 
at its meeting in november 2009
nonexecutive directors are appointed for threeyear terms 
those nonexecutive directors who have served longer than 
nine years on the board are subject to annual reelection  
by shareholders with other directors subject to reelection  
at least every three years
shareholder communications
dialogue with institutional investors is conducted on a regular 
basis by the chief executive and the finance director and 
meetings take place following the announcement of interim and 
full year results and at other times according to circumstances
the board has adopted a set of shareholder communication 
principles in order to ensure that board members develop an 
understanding of the views of the group’s major shareholders 
these principles require the chairman to be present with  
the chief executive and the finance director at sufﬁcient 
shareholder presentations and meetings that he fully 
understands the issues and concerns of major shareholders 
the chairman reports on shareholder relations at each board 
meeting communications with shareholders relating to 
corporate governance matters are conducted by the chairman 
with the assistance of the chairmen of the audit nomination 
and remuneration committees written reports on all meetings 
between nonexecutive directors and institutional shareholders 
and their representative bodies are presented to the board 
at the ﬁrst opportunity following such meetings as is all 
correspondence with them introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 26
internal control
the board of directors has ultimate responsibility for the 
group’s system of internal control and sets appropriate  
policies to ensure that the code requirements on internal 
control are met
the system of internal control deployed within the group  
is designed to reduce the risks of failure to meet business 
objectives but these risks cannot be eliminated the internal 
control system adopted can therefore only provide reasonable 
not absolute assurance about meeting such business 
objectives or against material misstatement or loss
a process for identifying evaluating and managing signiﬁcant 
business risks faced by the group has been in place since 
2000 this has since been built upon so as to embed further 
the process into the businesses and to enhance the usefulness 
of the relevant processes and information and has been 
operated throughout 2009 and up to the date of approval  
of the annual report and accounts and accords with the 
turnbull guidance
the system is applied at all material subsidiaries and a  
‘bottom up’ risk proﬁle is created by evaluating the information 
at business divisional and group level individual directors  
within yule catto’s businesses identify and assess key risks 
associated within their area of responsibility based on formal 
management information and interaction with colleagues 
customers suppliers and other parties
the individual submissions are consolidated reviewed and 
agreed at a board meeting of the subsidiary a business risk 
report is prepared that is closely linked to business strategy  
and takes account of key internal and external factors risks  
are prioritised using a common risk matrix which forms the 
basis of a single corporate risk report that is reviewed and 
discussed by the yule catto audit committee
the individual business risk reports are formally reviewed at  
a board meeting of the subsidiary every six months out of 
which a revised report is submitted which identiﬁes changes 
in the risk environment
the process was last reviewed by the yule catto board  
of directors in march 2009
the nature of the risks identiﬁed as a result of this process 
during the year primarily relate to matters of an operational and 
ﬁnancial nature and the most signiﬁcant of those which faced 
the group in 2009 are reviewed in the reports of the chairman 
chief executive and group finance director
risks associated with safety health and the environment are  
by the nature of the group’s business always of the utmost 
concern and the corporate social responsibility report on 
pages 14 to 20 reviews the group’s performance in this 
connection in 2009
the group does not have an internal audit function  
the committee has reviewed this during the year and has 
concluded that there are in place appropriate procedures  
for assuring the integrity and effectiveness of the group’s 
governance risk management and control processes  
the board has accepted this recommendation
the current auditors were ﬁrst appointed in 2002 and their 
appointment was reviewed by the committee in 2009 details  
of audit and nonaudit fees paid to them in 2009 are set  
out in note 6 on page 46 nonaudit fees principally relate  
to taxation advice the board accepts the committee’s 
recommendation that the current auditors be proposed for 
reappointment at the forthcoming annual general meeting
the committee met formally four times during 2009 and the 
chairman of the committee had regular dialogue with the 
auditors during the course of the year as well as complying 
with the terms of its remit during the year the committee 
reviewed its remit
nomination committee
during 2009 the nomination committee comprised  
mr r h hunting chairman dr a a dobbie and mr p s wood 
with mr j k maiden mr g r menzies and mr a m whitﬁeld 
joining on 5 march 2009 on 14 may 2009 mr r h hunting 
retired from the committee and the board and was replaced  
as chairman of the committee by mr p s wood the committee 
is responsible for the regular review of the structure size and 
composition of the board and the making of recommendations 
with regard to any changes leading the process for board 
appointments and nominating candidates for nonexecutive 
positions and considering succession planning 
the committee led the process for appointing a new  
chairman of the board and nominating mr g r menzies for 
appointment as a nonexecutive director which involved a 
thorough review of a range of candidates put forward by a 
recruitment consultancy which conducted an extensive  
search process the nomination committee held one  
meeting during 2009
remuneration committee
all matters relating to the remuneration committee and 
remuneration are covered in the remuneration report  
set out on pages 28 to 30
accountability
an explanation of the directors’ responsibility for preparing the 
ﬁnancial statements their report that the business is a going 
concern a responsibility statement and their statement as  
to disclosure of information to the auditors are set out on  
pages 32 and 23 respectively statements by the auditors about 
their reporting responsibilities are set out on pages 32 and 68 
respectively a report on the approach to internal control is  
set out below the directors endeavour to make the annual 
report and ﬁnancial statements as informative and 
understandable as possible
corporate governance continued 27
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
social and ethical matters
the board takes account of social and ethical matters as part 
of its review of internal control which by virtue of its approach  
to risk identiﬁcation covers areas which encompass social and 
ethical matters
the board is conscious of its responsibility to the communities 
in which the group’s businesses operate and is supportive  
of local initiatives by management
the board is also aware of the reputational risk associated  
with social and ethical issues and has a groupwide code of 
business conduct on corruption and anticompetitive activities 
which is available on the company’s website and upon request 
from the company secretary the purpose of this code is to 
ensure that the group’s employees have a clear understanding 
of the principles that are important in these areas when 
conducting the group’s business the application of the code  
is explained to senior management at regular intervals and  
they are charged with its communication throughout their 
businesses supported by internal and external training  
a compliance procedure was initiated in 2007 involving annual 
certiﬁcation by the senior management of each operating 
company and since 2009 a procedure for maintaining a register 
of and where appropriate gaining prior approval for gifts 
entertainment and corporate hospitality has been instituted  
a report is made to the audit committee annually on the code 
and the company’s whistleblowing procedure
governance
the board’s approach to governance training of directors  
and identiﬁcation and assessment of risk is set out above
the processes which are used by the board either directly  
or where appropriate through the audit committee to review  
the effectiveness of the internal control and risk management 
systems including in relation to the ﬁnancial reporting process 
and the process for preparing consolidated accounts include 
the following
•  a review of the external audit work plan
•  consideration of reports from management and external 
parties including the auditors on the system of internal 
ﬁnancial control and any material control weaknesses
•  a quarterly review of safety health and environmental 
performance
•  discussion with management of the actions taken on any 
possible problem areas for the business identiﬁed by board 
members or in the audit report and
•  consideration of a consolidated risk management report 
setting out the main conclusions from the internal  
control process
in addition the board
•  receives copies of the minutes from all audit committee 
meetings
•  considers the role of the group insurance programme
•  receives regular written and oral reports from management  
on all aspects of production operations ﬁnancial and risk 
management matters and
•  in compliance with provision c21 of the combined code  
the board regularly reviews and approves the effectiveness  
of the group’s system of internal controls
environmental social and governance matters
in january 2007 the association of british insurers abi 
published a revised version of its guidelines on responsible 
investment disclosure these guidelines require statements  
on the extent to which environmental social and governance 
matters are taken into account by the board and identiﬁed 
assessed managed and monitored particularly in relation  
to the risks and opportunities they present to the value  
of the company
environmental matters
the maintenance of high standards of environmental  
together with health and safety protection is central to the 
company’s business a separate statement on safety health 
and environmental she matters has been a feature of the 
annual report for a number of years the corporate social 
responsibility report statement on pages 14 to 20 incorporates 
the abi guidelines and includes a report on the initiatives the 
company has adopted regarding sustainable development introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 28
whilst not adopting set formulae the committee is also  
sensitive to the pay and employment conditions elsewhere  
in the group when considering annual salary increases and 
total remuneration the committee also has the discretion to 
consider the company’s performance on environmental social 
and governance matters when setting the remuneration of the 
executive directors
the major element of the remuneration package of senior 
executives is a competitive basic salary which is reviewed with 
effect from 1 january each year for executive directors this 
review is conducted with the assistance of independent surveys 
of salaries at uk listed companies with a similar proﬁle to the 
company in terms of turnover and market capitalisation the 
committee then uses this information to recommend basic 
salaries for the executive directors in line with the board’s  
policy of awarding for good performance a basic salary of 
approximately the market median for companies of a similar 
size and complexity in addition the remuneration committee 
has overseen the introduction of incentives which are designed 
to reward the achievement of predetermined targets by the 
individuals concerned these incentives which were designed 
in accordance with the provisions of schedule a to the  
code currently comprise an annual cash incentive plan and 
membership of an approved longer term incentive plan  
the ‘performance plan’ the committee does not consider 
that the incentive structure for senior executives gives rise to 
environmental social or governance risks by inadvertently 
motivating irresponsible behaviour
•  annual incentive arrangements 
for 2009 the previous annual cash bonus arrangement for  
the executive directors and senior head ofﬁce employees 
calculated by reference to the annual growth in the 
company’s basic earnings per share for underlying 
performance was replaced as contemplated in last year’s 
remuneration report following further consideration of 
appropriate targets and structures the committee decided  
on the introduction of an incentive plan the growth securities 
ownership plan gsop related to growth in proﬁt before tax 
and reduction in group debt as a result of the growth in proﬁt 
before tax for 2009 exceeding rpi plus 10 and group debt 
falling below £105 million maximum payments will be made  
to the executive directors under the gsop  for 2010 the 
remuneration committee considered it appropriate to issue 
awards under the gsop linked to set levels of proﬁt before  
tax the details of which are considered to be commercially 
sensitive the maximum net amount payable to executive 
directors in 2009 under the gsop was and remains in 2010  
at 60 and 80 of basic pay for the finance director and  
the chief executive respectively  
 
for divisional chief executives and managing directors of 
subsidiary companies the 2009 annual cash bonus payments 
were based on appropriate combinations of proﬁt cash ﬂow 
working capital and safety and environmental targets in 2009 
the bonuses were subject to limits of 60 and 50 of basic 
pay respectively
the following report complies with the relevant provisions of the 
large and mediumsized companies and groups accounts 
and reports regulations 2008 and satisﬁes the requirements 
of the listing rules of the financial services authority and  
the combined code on corporate governance which was 
published in june 2008 by the financial reporting council
remuneration committee
during 2009 the remuneration committee comprised  
mr p s wood chairman dr a a dobbie and mr j k maiden 
until 5 march 2009 when mr wood left the committee  
dr dobbie replaced him as chairman and mr g r menzies 
joined the committee 
the committee is responsible for determining the company’s 
policy on executive remuneration and the speciﬁc remuneration 
for the chairman and each of the executive directors including 
pension rights the committee is also responsible for reviewing 
the remuneration of senior executives throughout the group 
the committee was assisted in its deliberations on executive 
directors’ remuneration by the chief executive and took advice 
from and used the services of hewitt new bridge street hnbs 
– a trading name of hewitt associates and grant thornton  
uk llp grant thornton hewitt associates does not have any 
other connection with the company grant thornton provides 
corporate tax advice to the company the board as a whole 
determines the remuneration of the nonexecutive directors 
including members of the remuneration committee the 
remuneration committee met three times during 2009
remuneration policy
nonexecutive directors’ remuneration
it is the board’s policy to review fees paid to nonexecutive 
directors periodically a review of nonexecutive director 
remuneration was last carried out in december 2006 with  
the assistance of advice provided by monks part of 
pricewaterhousecoopers llp  with effect from 1 january 2007 
nonexecutive director fees are as follows £30000 pa for those 
who do not sit on a committee £33000 pa for those who do 
sit on a committee £36000 pa for those who are committee 
chairmen the fees payable to the chairman of the board  
are £110000 pa
nonexecutive directors are not eligible to receive awards under 
any of the company’s share schemes or other employee beneﬁt 
schemes nor does the company make any contribution to their 
pension arrangements
executive directors’ remuneration
the company’s policy for 2009 was and continues to be to 
structure executive pay in such a way that key executives may 
be recruited motivated and retained through being offered 
remuneration packages that are competitive for this purpose 
the committee uses industry and sector data and surveys 
directors’ remuneration report 29
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
•  remuneration details 
the amount and components of the directors’ remuneration 
are set out below at the 2010 salary review basic salary 
increases for the executive directors were under 3  
no elements of remuneration other than basic salary  
are pensionable 
•  service contracts 
no director other than mr a m whitﬁeld and  
mr d c blackwood has a service contract mr whitﬁeld’s 
contract is dated 22 november 2005 has no unexpired  
term provides for a notice period of one year and makes no 
provision for predetermined compensation on termination  
mr blackwood’s contract is dated 12 september 2007  has  
no unexpired term provides for a notice period of one year 
and makes no provision for predetermined compensation  
on termination  
 
the remuneration committee’s policy on contracts and 
notice periods for executive directors is to seek to comply  
with best practices in corporate governance  
 
all nonexecutive directors are appointed in writing the ﬁrst 
year of each director’s appointment is shown in the directors’ 
biographies on page 21 the periods of appointment and  
the requirements for reelection of nonexecutive directors  
are provided within the performance evaluation section of  
the corporate governance report on page 25
•  nonexecutive directorships held by the executive directors 
mr whitﬁeld is a nonexecutive director of the chemical 
industries association limited for which he does not receive 
any remuneration mr blackwood is a nonexecutive member 
of the cabinet ofﬁce audit and risk committee and is  
a member of the board for actuarial standards for which  
he receives and retains £4000 and £10000 pa respectively
•  total shareholder return over ﬁve years 
the following graph compares the share price performance  
of the company by reference to total shareholder return  
with that of the ftse 250 which is considered to be the most 
appropriate index against which to make a comparison
 
agm approval
the directors’ remuneration report has been submitted to the 
2010 annual general meeting for approval
•  share plan 
the performance plan was introduced in 2002 following 
shareholder approval at that year’s annual general meeting 
and covers the executive directors divisional chief executives 
and senior managers and head ofﬁce employees an award 
consists of a right to acquire shares which can be exercised 
for a nominal price subject to the company satisfying 
performance conditions the value of shares awarded under 
the performance plan in any ﬁnancial year to any individual 
currently may not exceed 100 of their annual basic salary 
following review by the remuneration committee and 
shareholder approval awards made since 2006 have been 
subject to performance conditions related to relative and 
absolute growth in total shareholder return in order to better 
align the interests of the participants in the performance plan 
with shareholders details of performance conditions are set 
out at page 31 currently an award which vests in accordance 
with the performance conditions will only be exercisable and 
allocated shares may only be transferred as to onehalf after 
the third anniversary of the date the award is made and as to 
the remaining half after the fourth anniversary of the date the 
award is made the remuneration committee is proposing 
that future awards which vest be exercisable and allocated 
shares be transferred in full after the third anniversary of the 
date the award is made accordingly a resolution to effect  
this change is contained in the 2010 notice of annual general 
meeting in order to further align the interests of the executive 
directors and shareholders there are share ownership 
requirements in connection with the performance plan 
requiring the retention of a percentage of the shares acquired 
by executive directors until such time as ordinary shares in  
the company have been built up to a level equivalent in  
value to their annual basic salary  
 
during 2009 2810312 shares were awarded under the 
performance plan the comparatively high number of shares 
awarded resulted from the applicable share price at the time 
the awards were made of 4125 pence the remuneration 
committee did not consider it appropriate to scale back the 
number of shares comprised in the awards given that no 
corresponding adjustment had been made at times when  
the share price was at historically high levels  
 
none of the shares comprised in the awards granted  
in 2007 have vested due to the failure to meet the 
performance conditions  
 
executive directors are entitled to participate in grants of 
options made under the company’s savingsrelated share 
option scheme as and when these are made
•  pension arrangements  
mr a m whitﬁeld and mr d c blackwood are not members  
of the company pension scheme and receive payments  
from the company to enable them to make their own 
arrangements there are no unfunded pension promises  
or similar arrangements for directors 
0
50
100
150
200
250
04 05 06 07 08 09
 yule catto
 ftse 250
yule catto total shareholder return versus ftse 250 total return 
cumulative for years ended 31 december introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 30
audited information             
directors’ remuneration
        2009 2008
emoluments       £’000 £’000
the total amounts for directors’ remuneration and other beneﬁts were       
emoluments       1366  1405 
              
the emoluments of the individual executive directors holding ofﬁce during the year were
      annual   
     base incentive     
     salary arrangement beneﬁts total total 
     2009 2009 2009 2009 2008
     £ £ £ £ £
a m whitﬁeld – highest paid director    370000  296000  27071  693071  665104 
d c blackwood    239500  143700  16660  399860  384779 
              
the annual incentive arrangement is discussed in more detail on page 28 of the remuneration report      
pension arrangements
a m whitﬁeld and d c blackwood are not members of the company’s deﬁned beneﬁt pension scheme the yule catto group 
retirement beneﬁts scheme to fund their pension arrangements they received the following payments 
           
        2009 2008
        £ £
a m whitﬁeld       92500  88750 
d c blackwood       47900  46000 
directors’ fees
the fees of the individual nonexecutive directors holding ofﬁce during the year were 
        2009 2008
        £ £
a e richmondwatson – chairman until 010209      9167  110000 
p s wood – chairman from 010209       103833  36000 
the hon a g catto       30000  30000 
dr a a dobbie       35500  33000 
r h hunting       13938  36000 
dato’ lee hau hian       30000  30000 
dato’ seri lee oi hian       11615  30000 
j k maiden       36000  33726 
g r menzies       30000  – 
c j williams       –  16500 
        300053  355226
the nonexecutive directors receive no other remuneration in addition to their fee       
      
directors’ remuneration report continued 31
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
shareholdings
given below are details of the interests of the directors in the share capital of the company at 31 december 2009 and  
31 december 2008
      ordinary shares options
      2009 2008 2009 2008
d c blackwood     17500 17500 725260 144654
the hon a g catto     1315604 1215604 – –
      5197093 5197093 – –
dr a a dobbie     49223 10000 – –
dato’ lee hau hian     10613 10613 – –
j k maiden     nil nil – –
g r menzies     10000 nil – –
a m whitﬁeld     6000 6000 1255047 482430
p s wood     22249 2500 – –
 nonbeneﬁcial interest
between 31 december 2009 and 19 february 2010 there were no other changes in the directors’ holdings
executive options
    number of options    notional
  at   during the year  at exercise value exercise
  010109 granted lapsed exercised 311209 price  £ period
a m whitﬁeld 124352 – 124352 – – – – –
  134808
i
 – – – 134808 – 204908 20102017
  223270
ii
 – – – 223270 – 339370 20112018
  –
iii
 896969 – – 896969 – 1363392 20122019
  482430 896969 124352 – 1255047 –  
    number of options    notional
  at   during the year  at exercise value exercise
  010109 granted lapsed exercised 311209 price  £ period
d c blackwood 144654
ii
  – – 144654 – 219874 20112018
  –
iii
 580606 – – 580606 – 882521 20122019
  144654 580606 – – 725260 –  
i  for the award made in 2007 to mr a m whitﬁeld it would have vested in respect of 50 of the shares only if the company’s 
total shareholder return tsr over a threeyear period ended on 31 december 2009 had increased by the rise in rpi plus 
1576 or more compared with the company’s tsr at the start of the threeyear performance period if growth in the  
company’s tsr had been equal to the rise in rpi plus 927 over the threeyear performance period 25 of the shares  
subject to the award would have vested performance between these points would have resulted in between 25 to 50  
of the shares vesting on a straightline basis with lesser performance resulting in no part of the 50 of the shares vesting  
vesting of the other 50 of the shares subject to the award was based on the growth in the company’s tsr compared with  
the growth of the ftse 250 total return index over the same threeyear period if the company’s tsr had exceeded the  
ftse 250 total return index by 769 or more over the three year period 50 of the shares subject to an award would have 
vested if growth in the company’s tsr had been equal to the ftse 250 over the threeyear performance period 5 of the 
shares subject to the award would have vested performance between these points would have resulted in between 5 to 50 
of the shares vesting on a straightline basis with lesser performance resulting in no part of the 50 of the shares vesting
ii  for the awards made in 2008 to mr a m whitﬁeld and mr d c blackwood the same performance conditions apply as for the 
award made to mr a m whitﬁeld in 2007 over a threeyear period ending on 31 december 2010
iii  for the awards made in 2009 to mr a m whitﬁeld and mr d c blackwood the same performance conditions apply as for the 
awards referred to in i and ii above over a three year period ending on 31 december 2011
the notional value of unexercised share options is based on the midmarket price of a share on 31 december 2009 of 152 pence 
during the year the market price ranged between 37 pence and 18475 pence
by order of the board
r atkinson
secretary
10 march 2010
directors’ interests introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 32
other matters
the directors are responsible for the maintenance and integrity 
of the corporate and ﬁnancial information included on the 
company’s website legislation in the united kingdom 
governing the preparation and dissemination of ﬁnancial 
statements may differ from legislation in other jurisdictions
responsibility statement 
we conﬁrm that to the best of our knowledge
•  the ﬁnancial statements prepared in accordance with the 
relevant ﬁnancial reporting framework give a true and fair  
view of the assets liabilities ﬁnancial position and proﬁt or 
loss of the company and the undertakings included in the 
consolidation taken as a whole and
•  the management report includes a fair review of the 
development and performance of the business and the 
position of the company and the undertakings included  
in the consolidation taken as a whole together with  
a description of the principal risks and uncertainties that  
they face
by order of the board 
a m whitﬁeld  d c blackwood
chief executive  group finance director
10 march 2010
financial statements including adoption of going  
concern basis
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 
are required to prepare the group ﬁnancial statements in 
accordance with international financial reporting standards 
ifrss as adopted by the european union and article 4  
of the ias regulation and have elected to prepare the parent 
company ﬁnancial statements in accordance with united 
kingdom generally accepted accounting practice united 
kingdom accounting standards and applicable law under 
company law the directors must not approve the accounts 
unless they are satisﬁed that they give a true and fair view  
of the state of affairs of the company and of the proﬁt or loss  
of the company for that period 
in preparing the parent company ﬁnancial statements the 
directors are required to
•  select suitable accounting policies and then apply  
them consistently
•  make judgments and accounting estimates that are 
reasonable and prudent
•  state whether applicable uk accounting standards have  
been followed subject to any material departures disclosed 
and explained in the ﬁnancial statements and
•  prepare the ﬁnancial statements on the going concern basis 
unless it is inappropriate to presume that the company will 
continue in business
in preparing the group ﬁnancial statements international 
accounting standard 1 requires that directors
•  properly select and apply accounting policies
•  present information including accounting policies in  
a manner that provides relevant reliable comparable and 
understandable information 
•  provide additional disclosures when compliance with the 
speciﬁc requirements in ifrss are insufﬁcient to enable users 
to understand the impact of particular transactions other 
events and conditions on the entity’s ﬁnancial position and 
ﬁnancial performance and
•  make an assessment of the company’s ability to continue  
as a going concern
the directors are responsible for keeping adequate accounting 
records that are sufﬁcient to show and explain the company’s 
transactions and disclose with reasonable accuracy at any time 
the ﬁnancial position of the company and enable them to 
ensure that the ﬁnancial statements comply with the companies 
act 2006 they are also responsible for safeguarding the assets 
of the company and hence for taking reasonable steps for the 
prevention and detection of fraud and other irregularities
statement of directors’ responsibilities 33
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
we have audited the group ﬁnancial statements of  
yule catto  co plc for the year ended 31 december 2009 
which comprise the consolidated income statement the 
consolidated statement of comprehensive income the 
consolidated statement of changes in equity the consolidated 
balance sheet and the consolidated cash flow statement and 
the related notes 1 to 36 the ﬁnancial reporting framework that 
has been applied in their preparation is applicable law and 
international financial reporting standards ifrss as adopted 
by the european union
this report is made solely to the company’s members  
as a body in accordance with chapter 3 of part 16 of the 
companies act 2006 our audit work has been undertaken so 
that we might state to the company’s members those matters 
we are required to state to them in an auditors’ report and for 
no other purpose to the fullest extent permitted by law we  
do not accept or assume responsibility to anyone other than  
the company and the company’s members as a body for our 
audit work for this report or for the opinions we have formed
respective responsibilities of directors and auditors
as explained more fully in the directors’ responsibilities 
statement the directors are responsible for the preparation  
of the group ﬁnancial statements and for being satisﬁed that 
they give a true and fair view our responsibility is to audit the 
group ﬁnancial statements in accordance with applicable law 
and international standards on auditing uk and ireland  
those standards require us to comply with the auditing 
practices board’s apb’s ethical standards for auditors
scope of the audit of the ﬁnancial statements
an audit involves obtaining evidence about the amounts  
and disclosures in the ﬁnancial statements sufﬁcient to give 
reasonable assurance that the ﬁnancial statements are free 
from material misstatement whether caused by fraud or error 
this includes an assessment of whether the accounting 
policies are appropriate to the group’s circumstances and  
have been consistently applied and adequately disclosed  
the reasonableness of signiﬁcant accounting estimates  
made by the directors and the overall presentation of the 
ﬁnancial statements
opinion on ﬁnancial statements
in our opinion the group ﬁnancial statements
•  give a true and fair view of the state of the group’s affairs as  
at 31 december 2009 and of its proﬁt for the year then ended
•  have been properly prepared in accordance with ifrss as 
adopted by the european union and
•  have been prepared in accordance with the requirements of 
the companies act 2006 and article 4 of the ias regulation
separate opinion in relation to ifrss as issued by the iasb
as explained in note 2 to the group ﬁnancial statements the 
group in addition to complying with its legal obligation to apply 
ifrss as adopted by the european union has also applied 
ifrss as issued by the international accounting standards 
board iasb
in our opinion the group ﬁnancial statements comply with  
ifrss as issued by the iasb
independent auditors’ report  
to the members of yule catto  co plc
opinion on other matter prescribed by the  
companies act 2006
in our opinion
•  the part of the directors’ remuneration report to be audited 
has been properly prepared in accordance with the 
companies act 2006 and
•  the information given in the directors’ report for the ﬁnancial 
year for which the ﬁnancial statements are prepared is 
consistent with the group ﬁnancial statements
matters on which we are required to report by exception
we have nothing to report in respect of the following
under the companies act 2006 we are required to report  
to you if in our opinion
•  certain disclosures of directors’ remuneration speciﬁed  
by law are not made or
•  we have not received all the information and explanations  
we require for our audit
under the listing rules we are required to review
•  the directors’ statement contained within the directors’ report 
in relation to going concern and
•  the part of the corporate governance statement relating to 
the company’s compliance with the nine provisions of the 
june 2008 combined code speciﬁed for our review
other matter
we have reported separately on the parent company ﬁnancial 
statements of yule catto  co plc for the year ended 
31 december 2009 
stuart henderson senior statutory auditor
for and on behalf of deloitte llp
chartered accountants and statutory auditors 
cambridge united kingdom
10 march 2010 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 34
consolidated income statement
for the year ended 31 december 2009  
     2009   2008
    underlying special  underlying special
    performance items ifrs  performance items ifrs
   note £’000 £’000 £’000 £’000 £’000 £’000
continuing operations
group revenue  45 527948  –  527948  584373  –  584373 
share of joint ventures’ revenue  45 15450  –  15450  17780  –  17780 
total sales   543398  –  543398  602153  –  602153
group revenue   527948  –  527948  584373  –  584373
company and subsidiaries  
 before special items   50164  –  50164  41577  –  41577 
impairment of goodwill  3  –  30000 30000 –  –  – 
operations sold or closed during the year 4  –  –  –  –  2406 2406
company and subsidiaries   50164  30000 20164  41577  2406 39171 
share of joint ventures  4 5 1242  –  1242  1615  –  1615
operating proﬁtloss  5  51406  30000 21406  43192  2406 40786 
interest payable  8  10308 –  10308 15983 –  15983
interest receivable  8  439  –  439  5481  –  5481 
    9869 –  9869 10502 –  10502
fair value adjustment  3 8 –  4401 4401 –  8615  8615
finance costs   9869 4401 14270 10502 8615 1887
proﬁtloss before taxation   41537  34401 7136  32690  6209  38899 
taxation   9  8261 9345  1084  4904 –  4904
proﬁtloss for the year from  
 continuing operations   33276  25056 8220  27786  6209  33995
discontinued operations          
proﬁt for the year from  
 discontinued operations  3  –  3668  3668  –  22568  22568 
proﬁtloss for the year   33276  21388 11888  27786  28777  56563 
proﬁt attributable to minority interests  26  2202  –  2202  1718  –  1718 
proﬁtloss attributable to equity  
 holders of the parent  26  31074  21388 9686  26068  28777  54845 
    33276  21388 11888  27786  28777  56563 
earnings per share 
from continuing operations          
– basic  12  213p  172p 41p 179p  43p  222p 
– diluted  12  208p  168p 40p  178p  42p  220p 
from continuing and discontinued operations         
– basic  12  213p  147p 66p  179p  198p  377p 
– diluted  12  208p  143p 65p  178p  196p  374p 
           
special items          
the special items are shown in more detail in note 3 35
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
consolidated statement of comprehensive income
for the year ended 31 december 2009 
     2009   2008
     equity   equity
    minority   holders of  minority holders of
    interests the parent total  interests the parent total
    £’000 £’000 £’000 £’000 £’000 £’000
proﬁt for the year   2202  9686  11888  1718  54845  56563
actuarial gains and losses   –  12619 12619 –  39111 39111
losses on a hedge of a net investment taken to equity –  253 253 –  24617 24617
lossesgains on cash ﬂow hedges  
 arising during the period   –  678 678 –  678  678 
exchange differences on translation  
 of foreign operations   825 6933 7758 2055  39956  42011 
tax relating to components of  
 other comprehensive income   –  306  306  –  48 48
other comprehensive income for the period  825 20177 21002 2055  23142 21087
total comprehensive income for the period  1377  10491 9114 3773  31703  35476 
           
 
consolidated statement of changes in equity 
    capital  hedging and cash ﬂow
  share share redemption own  translation hedging minority retained   
  capital premium reserve shares reserve reserve interest earnings total
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
at 1 january 2009 14566 33034 949 – 6252 678 9157 2056 66692
proﬁt for the year – – – – – – 2202 9686 11888
other comprehensive income 
 for the period – – – – 7186 678 825 12313 21002
total comprehensive income 
 for the period – – – – 7186 678 1377 2627 9114
dividends paid – – – – – – 3631 – 3631
shares purchased by esop trust – – – 47 – – – – 47
sharebased payments – – – 47 – – – 590 543
at 31 december 2009 14566 33034 949 – 934 – 6903 19 54537
    capital  hedging and cash ﬂow
  share share redemption own  translation hedging minority retained   
  capital premium reserve shares reserve reserve interest earnings total
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
at 1 january 2008 14566 33034 949 – 9087 – 5725 416 45603
proﬁt for the year – – – – – – 1718 54845 56563
other comprehensive income 
 for the period – – – – 15339 678 2055 39159 21087
total comprehensive income 
 for the period – – – – 15339 678 3773 15686 35476
dividends paid – – – – – – 341 14129 14470
sharebased payments – – – – – – – 83 83
at 31 december 2008 14566 33034 949 – 6252 678 9157 2056 66692 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 36
        2009 2008
       note £’000 £’000 
noncurrent assets    
goodwill      14  124027 154027  
other intangible assets      15  604 869  
property plant and equipment      16  103815 118106  
deferred tax assets      10  1139 457  
investment in joint ventures      17  3798 4948 
        233383 278407 
current assets 
inventories      18  56145 63507  
trade and other receivables      19  99006 126136  
cash and cash equivalents      20  42384 26576  
derivatives at fair value      21  11763 33887 
        209298 250106  
assets held for sale      22   – 7377
total current assets       209298 257 483
current liabilities          
borrowings      20  38924 57972 
trade and other payables      23  125609 152621 
current tax liability      9  34556 44528
        199089 255121
liabilities directly associated with assets classiﬁed as held for sale   22   – 1400
total current liabilities       199089 256521
noncurrent liabilities       
borrowings      20  101106 130052 
trade and other payables      23  216 167 
deferred tax liability      10  9044 6899 
post retirement beneﬁt obligations      24  78689 75559
        189055 212677
net assets       54537 66692 
equity           
called up share capital      25  14566 14566  
share premium      26  33034 33034 
capital redemption reserve      26  949 949  
hedging and translation reserve      26  934 6252  
cash ﬂow hedging reserve      26   – 678  
retained earnings      26  19 2056 
equity attributable to equity holders of the parent      47634 57535  
minority interests      26  6903 9157 
total equity       54537 66692 
analysis of net borrowings          
cash and cash equivalents      20  42384  26576   
current borrowings      20  38924 57972 
noncurrent borrowings      20  101106 130052
net borrowings       97646 161448 
deduct special items      20  9608 25966 
net borrowings underlying performance      88038 135482
the ﬁnancial statements were approved by the board of directors and authorised for issue on 10 march 2010 they are signed  
on its behalf by
a m whitﬁeld
d c blackwood
directors
 
consolidated balance sheet 
31 december 2009      37
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
consolidated cash ﬂow statement     
for the year ended 31 december 2009      
     2009  2008
     note £’000 £’000 £’000 £’000
operating      
cash generated from operations    27   64499   44299
 interest received     439   5481 
 interest paid     10959  16835
net interest paid      10520  11354
 uk corporation tax paidreceived     139  207
 overseas corporate tax paid     6673  10421
total tax paid      6812  10214
net cash inﬂow from operating activities     47167   22731 
investing
dividends received from joint ventures   17   1899   816
 purchase of property plant and equipment    8687  17707
 sale of property plant and equipment    2253   2282
net capital expenditure and ﬁnancial investment     6434  15425
 purchase of businesses    29  –   468
 sale of businesses    28  8760   50676
net cash impact of acquisitions and disposals     8760  50208 
net cash inﬂow from investing activities     4225  35599 
financing
equity dividends paid    11   –  14129
dividends paid to minority interests    26   3631  341
purchase of own shares    26   47  – 
repayment of borrowings    30   33472  33512
proceeds of noncurrent borrowings    30   19740   166 
net cash outﬂow from ﬁnancing activities     17410  47816
increase in cash and bank overdrafts during the year    33982   10514 
comprised of
cash and cash equivalents    30   20157   64475
bank overdrafts    30   13825   74989 
       33982   10514 
reconciliation of net cash ﬂow from operating activities  
to movement in net borrowings
net cash inﬂow from operating activities     47167   22731
add back dividends received from joint ventures   17   1899   816 
less net capital expenditure and ﬁnancial investment    6434  15425
less dividends paid to minority interests   26   3631  341
free cash ﬂow before dividends      39001   7781 
net cash impact of acquisitions and disposals   28 29  8760   50208 
purchase of own shares    26   47  – 
equity dividends paid    11   –   14129
exchange movements      270  8511
movement in net borrowings underlying performance    47444   35349 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 38
1 general information
yule catto  co plc is a company incorporated in the united 
kingdom under the companies act the address of the 
registered ofﬁce is given on page 21 
these ﬁnancial statements are presented in pounds sterling 
because that is the currency of the primary economic 
environment in which the group operates foreign operations 
are included in accordance with the policies set out in note 2
in the current year the following new and revised standards 
have been adopted ias 1 presentation of financial statements 
has introduced a number of changes in the format and content 
of the ﬁnancial statements ifrs 8 operating segments is a 
disclosure standard that has not led to any redesignation of the 
group’s reportable segments amendments to ifrs 7 financial 
instruments has expanded the disclosure required in respect of 
fair value measurements and liquidity risk ias 23 borrowing 
costs has had no impact on these ﬁnancial statements
at the date of authorisation of these ﬁnancial statements the 
following standards and interpretations which have not been 
applied in these ﬁnancial statements were in issue but not  
yet effective
•  amendment to ifrs 1 jan 2010 – limited exemption from 
comparative ifrs 7 disclosures for firsttime adopters
•  ifrs 9 – financial instruments
•  ias 24 revised nov 2009 – related party disclosures
•  amendment to ias 32 oct 2009 – classiﬁcation  
of rights issues 
•  amendments to ifrs 1 jul 2009 – additional exemptions 
for firsttime adopters
•  amendments to ifrs 2 jun 2009 – group cashsettled 
sharebased payment transactions 
•  improvements to ifrss 2009 apr 2009 – improvements  
to ifrss 2009 
•  amendments to ifric 9 and ias 39 mar 2009 –  
embedded derivatives 
•  ifrs 1 revised nov 2008 – firsttime adoption of 
international financial reporting standards
•  ifrs 3 revised jan 2008 – business combinations 
•  amendments to ias 27 jan 2008 – consolidated and 
separate financial statements 
•  amendments to ifric 14 nov 2009 – prepayments  
of a minimum funding requirement 
•  ifric 19 – extinguishing financial liabilities with equity 
instruments
• ifric 18 – transfers of assets from customers
• ifric 17 – distributions of noncash assets to owners
notes to the consolidated ﬁnancial statements
31 december 2009
2  signiﬁcant accounting policies
basis of accounting
the ﬁnancial statements have been prepared in accordance 
with international financial reporting standards ifrss the 
ﬁnancial statements have also been prepared in accordance 
with ifrss adopted by the european union and therefore the 
group ﬁnancial statements comply with article 4 of the eu ias 
regulation the ﬁnancial statements have been prepared  
on the historical cost basis except for the revaluation of certain 
properties and ﬁnancial instruments as discussed in the report 
of the directors on page 23 the ﬁnancial statements have been 
prepared on a going concern basis the principal accounting 
policies adopted are set out below
basis of consolidation
the consolidated ﬁnancial statements incorporate the ﬁnancial 
statements of the company and entities controlled by the 
company its subsidiaries made up to 31 december each  
year control is achieved where the company has the power  
to govern the ﬁnancial and operating policies of an investee 
entity so as to obtain beneﬁts from its activities
the results of subsidiaries acquired or disposed of during the 
year are included in the consolidated income statement from 
the effective date of acquisition or up to the effective date of 
disposal as appropriate where necessary adjustments are 
made to the ﬁnancial statements of subsidiaries to bring the 
accounting policies used into line with those used by the group 
the results of joint ventures are accounted for using  
equity accounting
minority interests in the net assets of consolidated subsidiaries 
are identiﬁed separately from the group’s equity therein 
minority interests consist of the amount of those interests  
at the date of the original business combination see below  
and the minority’s share of changes in equity since the date  
of combination subsequently any losses applicable to the 
minority interest in excess of the minority interest are allocated 
against the interests of the parent except to the extent that the 
minority has a binding obligation and is able to make an 
additional investment to cover the losses
all intragroup transactions balances income and expenses 
are eliminated on consolidation 39
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
2  signiﬁcant accounting policies continued
goodwill 
goodwill arising on consolidation represents the excess of the 
cost of acquisition over the group’s interest in the fair value of 
the identiﬁable assets and liabilities of a subsidiary associate  
or jointly controlled entity at the date of acquisition goodwill  
is recognised as an asset and reviewed for impairment at least 
annually any impairment is recognised immediately in proﬁt  
or loss and is not subsequently reversed
for the purpose of impairment testing goodwill is allocated to 
each of the group’s cash generating units expected to beneﬁt 
from the synergies of the combination cashgenerating units  
to which goodwill has been allocated are tested for impairment 
annually or more frequently when there is an indication that the 
unit may be impaired if the recoverable amount of the cash
generating unit is less than the carrying amount of the unit the 
impairment loss is allocated ﬁrst to reduce the carrying amount 
of any goodwill allocated to the unit and then to the other assets 
of the unit prorata on the basis of the carrying amount of each 
asset in the unit an impairment loss recognised for goodwill is 
not reversed in a subsequent period 
on disposal of a subsidiary associate or jointly controlled  
entity the attributable amount of goodwill is included in the 
determination of the proﬁt or loss on disposal 
goodwill arising on acquisitions before the date of transition  
to ifrss has been retained at the previous uk gaap amounts 
subject to being tested for impairment at that date goodwill 
written off to reserves under uk gaap prior to 1998 has not 
been reinstated and is not included in determining any 
subsequent proﬁt or loss on disposal
other intangible assets
software development and environmental licensing costs 
resulting in development of a longterm intangible asset are 
measured initially at cost and are amortised on a straightline 
basis over their estimated useful lives as follows
software – between 3 and 5 years
an internallygenerated intangible asset arising from the group’s 
product development is recognised only if all of the following 
conditions in ias 38 are met
•  an asset is created that can be separately identiﬁed such  
as software and new processes
•  it is probable that the asset created will generate future 
economic beneﬁts and
• the development cost of the asset can be measured reliably
no research or development costs met the criteria for required 
capitalisation under ias 38 during the year
where no internallygenerated intangible asset can be 
recognised development expenditure is recognised as  
an expense in the period in which it is incurred  
property plant and equipment
property plant and equipment is stated at cost net of 
depreciation and any provision for impairment except for 
freehold land and land grants in malaysia which are not 
depreciated the cost or valuation of property plant and 
equipment is depreciated on a straightline basis over its 
expected useful life as follows
freehold buildings  – 50 years
leasehold land and buildings  –  the lesser of 50 years and  
the period of the lease
plant and equipment  – between 3 and 10 years
impairment of tangible and intangible assets excluding goodwill
at each balance sheet date the group reviews the carrying 
amounts of its tangible and intangible assets to determine 
whether there is any indication that those assets have suffered 
an impairment loss if any such indication exists the recoverable 
amount of the asset is estimated in order to determine the 
extent of the impairment loss if any where the asset does  
not generate cash ﬂows that are independent from other 
assets the group estimates the recoverable amount of the 
cashgenerating unit to which the asset belongs
recoverable amount is the higher of fair value less costs to sell 
and value in use in assessing value in use the estimated future 
cash ﬂows are discounted to their present value using a pretax 
discount rate that reﬂects current market assessments of the 
time value of money and the risks speciﬁc to the asset for which 
the estimates of future cash ﬂows have not been adjusted
if the recoverable amount of an asset or cashgenerating unit 
is estimated to be less than its carrying amount the carrying 
amount of the asset or cashgenerating unit is reduced to its 
recoverable amount an impairment loss is recognised as an 
expense immediately unless the relevant asset is carried at  
a revalued amount in which case the impairment loss is treated 
as a revaluation decrease 
operating leases
operating lease payments are expensed on a straightline basis 
to the income statement over the term of the relevant lease any 
beneﬁts received as an incentive to enter into an operating lease 
are also spread on a straightline basis over the lease term
inventories
inventories are stated at the lower of cost and net realisable 
value cost comprises direct materials and where applicable 
direct labour costs and those overheads that have been 
incurred in bringing the inventories to their present location  
and condition cost is calculated using the weighted average 
method net realisable value represents the estimated selling 
price less all estimated costs of completion and costs to be 
incurred in marketing selling and distribution provision is made 
for obsolete slowmoving or defective items where appropriate  introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 40
2  signiﬁcant accounting policies continued
financial instruments
financial assets and ﬁnancial liabilities are recognised on the 
group’s balance sheet when the group becomes a party to  
the contractual provisions of the instrument
loans and receivables
trade receivables
trade receivables are measured at initial recognition at fair value 
and are subsequently measured at amortised cost using the 
effective interest rate method appropriate allowances for 
estimated irrecoverable amounts are recognised in proﬁt or  
loss where there is objective evidence that the asset is impaired 
amortised costs
bank borrowings
interestbearing bank loans and overdrafts are recorded at the 
proceeds received net of direct issue costs finance charges 
including premiums payable on settlement or redemption and 
direct issue costs are accounted for on an accruals basis to  
the proﬁt and loss account using the effective interest method 
and are added to the carrying amount of the instrument to the 
extent that they are not settled in the period in which they arise
trade payables
trade payables are measured at initial recognition at fair value 
and are subsequently measured at amortised cost using the 
effective interest rate method
fair value through the income statement
derivative ﬁnancial instruments
the group uses derivative ﬁnancial instruments to reduce 
exposure to foreign exchange risk and interest rate movements 
the group does not hold or issue derivative ﬁnancial 
instruments for speculative purposes 
the use of ﬁnancial derivatives is governed by the group’s 
policies approved by the board of directors which provide 
written principles on the use of ﬁnancial derivatives as set  
out in note 21
impairment of ﬁnancial assets
at each balance sheet date the group reviews the carrying 
amounts of its ﬁnancial assets to determine whether there is  
any indication that those assets have suffered an impairment 
loss if any such indication exists the recoverable amount of  
the asset is estimated in order to determine the extent of the 
impairment loss if any
finance costs
finance costs of debt are recognised in the income statement 
over the term of such instruments at a constant rate on the 
carrying amount finance costs that are directly attributable  
to the construction of tangible ﬁxed assets are capitalised as 
part of the cost of those assets in accordance with ias 23
notes to the consolidated ﬁnancial statements continued
31 december 2009
foreign currencies 
in preparing the ﬁnancial statements of the individual 
companies transactions in currencies other than the entity’s 
functional currency are recorded at the rates of exchange 
prevailing on the dates of the transactions at each balance 
sheet date monetary assets and liabilities that are denominated 
in foreign currencies are retranslated at the rates prevailing on 
the balance sheet date nonmonetary assets and liabilities 
carried at fair value that are denominated in foreign currencies 
are translated at the rates prevailing at the date when the  
fair value was determined nonmonetary items that are 
measured in terms of historical cost in a foreign currency  
are not retranslated
in order to hedge its exposure to certain foreign exchange risks 
the group enters into forward contracts and options see below 
for details of the group’s accounting policies in respect of such 
derivative ﬁnancial instruments 
on consolidation the assets and liabilities of the group’s 
overseas operations are translated at exchange rates prevailing 
on the balance sheet date income and expense items are 
translated at the average exchange rates for the period unless 
exchange rates ﬂuctuate signiﬁcantly exchange differences 
arising if any are classiﬁed as equity and transferred to the 
group’s translation reserve such translation differences are 
recognised as income or as expenses in the period in which  
the operation is disposed of
goodwill and fair value adjustments arising on the acquisition  
of a foreign entity are treated as assets and liabilities of the 
foreign entity and translated at the closing rate the group  
has elected to treat goodwill and fair value adjustments arising 
on acquisitions before the date of transition to ifrss as 
sterlingdenominated assets and liabilities
derivative ﬁnancial instruments
the group enters into a variety of derivative ﬁnancial 
instruments to manage its exposure to interest rate and foreign 
exchange rate risk including foreign exchange forward 
contracts interest rate swaps and foreign currency options
derivatives are initially recognised at fair value at the date  
a derivative contract is entered into and are subsequently 
remeasured to their fair value at each balance sheet date  
a derivative with a positive fair value is recognised as a  
ﬁnancial asset whereas a derivative with a negative fair value  
is recognised as a ﬁnancial liability the resulting gain or loss  
is recognised in proﬁt or loss immediately unless the derivative  
is designated and effective as a hedging instrument in which 
event the timing of the recognition in proﬁt or loss depends  
on the nature of the hedge relationship the group designates 
certain derivatives as either hedges of highly probable  
forecast transactions or hedges of foreign currency risk  
of ﬁrm commitments cash ﬂow hedges or hedges of net 
investments in foreign operations 41
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
2  signiﬁcant accounting policies continued
hedge accounting 
the group designates certain hedging instruments which 
include derivatives embedded derivatives and nonderivatives 
in respect of foreign currency risk as either cash ﬂow hedges 
or hedges of net investments in foreign operations hedges  
of foreign exchange risk on ﬁrm commitments are accounted 
for as cash ﬂow hedges
at the inception of the hedge relationship the entity documents 
the relationship between the hedging instrument and the 
hedged item along with its risk management objectives  
and its strategy for undertaking various hedge transactions 
furthermore at the inception of the hedge and on an ongoing 
basis the group documents whether the hedging instrument 
that is used in a hedging relationship is highly effective in 
offsetting changes in cash ﬂows of the hedged item
cash ﬂow hedge
the effective portion of changes in the fair value of derivatives 
that are designated and qualify as cash ﬂow hedges are 
deferred in equity the gain or loss relating to the ineffective 
portion is recognised immediately in proﬁt or loss and  
is included in the ‘other gains and losses’ line of the  
income statement
amounts deferred in equity are recycled in proﬁt or loss in the 
periods when the hedged item is recognised in proﬁt or loss  
in the same line of the income statement as the recognised 
hedged item however when the forecast transaction that is 
hedged results in the recognition of a nonﬁnancial asset or  
a nonﬁnancial liability the gains and losses previously deferred 
in equity are transferred from equity and included in the initial 
measurement of the cost of the nonﬁnancial asset or non
ﬁnancial liability
hedge accounting is discontinued when the group revokes  
the hedging relationship the hedging instrument expires or is 
sold terminated or exercised or no longer qualiﬁes for hedge 
accounting any cumulative gain or loss deferred in equity at 
that time remains in equity and is recognised when the forecast 
transaction is ultimately recognised in proﬁt or loss when  
a forecast transaction is no longer expected to occur the 
cumulative gain or loss that was deferred in equity is  
recognised immediately in proﬁt or loss 
hedges of net investments in foreign operations
hedges of net investments in foreign operations are accounted 
for similarly to cash ﬂow hedges any gain or loss on the 
hedging instrument relating to the effective portion of the  
hedge is recognised in equity in the foreign currency translation 
reserve the gain or loss relating to the ineffective portion  
is recognised immediately in proﬁt or loss and is included  
in the ‘other gains and losses’ line of the income statement
taxation 
the tax expense represents the sum of the tax currently 
payable and deferred tax
the tax currently payable is based on taxable proﬁt for the year 
taxable proﬁt differs from net proﬁt as reported in the income 
statement because it excludes items of income or expense that 
are taxable or deductible in other years and it further excludes 
items that are never taxable or deductible the group’s liability 
for current tax is calculated using tax rates that have been 
enacted or substantively enacted by the balance sheet date
deferred tax is the tax expected to be payable or recoverable 
on differences between the carrying amounts of assets and 
liabilities in the ﬁnancial statements and the corresponding  
tax bases used in the computation of taxable proﬁt and is 
accounted for using the balance sheet liability method deferred 
tax liabilities are generally recognised for all taxable temporary 
differences and deferred tax assets are recognised to the extent 
that it is probable that taxable proﬁts will be available against 
which deductible temporary differences can be utilised  
deferred tax liabilities are recognised for taxable temporary 
differences arising on investments in subsidiaries and 
associates and interests in joint ventures except where the 
group is able to control the reversal of the temporary difference 
and it is probable that the temporary difference will not reverse 
in the foreseeable future
the carrying amount of deferred tax assets is reviewed at each 
balance sheet date and reduced to the extent that it is no longer 
probable that sufﬁcient taxable proﬁts will be available to allow 
all or part of the asset to be recovered
deferred tax is calculated at the tax rates that are expected  
to apply in the period when the liability is settled or the asset  
is realised deferred tax is charged or credited in the income 
statement except when it relates to items charged or credited 
directly to equity in which case the deferred tax is also dealt 
with in equity
retirement beneﬁt costs 
the costs of deﬁned beneﬁt contributions to the group’s 
pension schemes and of augmenting existing pensions are 
charged to the income statement on a systematic basis over 
the expected period of beneﬁts from employees’ service
payments to deﬁned contribution retirement beneﬁt schemes 
are charged as an expense as they fall due
actuarial gains on the deﬁned beneﬁt schemes are recognised 
in full in each period in which they occur they are recognised 
outside of proﬁt or loss and are presented in the statement  
of comprehensive income
the uk deﬁned beneﬁt scheme is funded with the assets of the 
scheme held separately from those of the group in separate 
trusteeadministered funds  
for the german schemes the assets are included within the 
assets of the respective companies as permitted under local 
laws the assets of the other overseas schemes are held 
separately from those of the group introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 42
2  signiﬁcant accounting policies continued
provisions
provisions for warranty costs are recognised at the date of  
sale of the relevant products at the directors’ best estimate  
of the expenditure required to settle the group’s liability
provisions for restructuring costs are recognised when the 
group has a detailed formal plan for the restructuring that  
has been communicated to affected parties
revenue recognition
revenue is measured at the fair value of the consideration 
received or receivable and represents amounts receivable for 
goods and services provided in the normal course of business 
net of discounts vat and other salesrelated taxes
sales of goods are recognised when goods are delivered and 
title has passed where delivery is deﬁned in accordance with 
incoterms 2000
sharebased payments
the group has applied the requirements of ifrs 2 sharebased 
payments in accordance with the transitional provisions  
ifrs 2 has been applied to all grants of equity instruments after 
7 november 2002 that were unvested as of 1 january 2006
the group issues equitysettled sharebased payments to 
certain employees equitysettled sharebased payments  
are measured at fair value at the date of grant the fair value 
determined at the grant date of the equitysettled sharebased 
payments is expensed on a straightline basis over the vesting 
period based on the group’s estimate of shares that will 
eventually vest 
deﬁnitions
total sales
total sales represent the total of revenue from yule catto   
co plc its subsidiaries and its share of the revenue of  
joint ventures 
operating proﬁt
operating proﬁt represents proﬁt before ﬁnancing costs  
and taxation  
ebitda
ebitda is calculated as operating proﬁt before depreciation 
amortisation and nonrecurring items
nonrecurring items
nonrecurring items includes those items that are not directly  
or indirectly associated with the group’s posttax trading 
performance which need to be separately disclosed in order  
to enable improved understanding of the accounts by users
nonrecurring items are deﬁned as
•  proﬁt or loss impact arising from the sale or closure  
of an operation
•  impairment of noncurrent assets and
•  other nonoperating or oneoff items
notes to the consolidated ﬁnancial statements continued
31 december 2009
special items
the following are disclosed separately in note 3 as special  
items in order to provide a clearer indication of the group’s 
underlying performance
•  nonrecurring items
•  mark to market adjustments in respect of cross currency  
and interest rate derivatives used for hedging purposes  
where ias 39 hedge accounting is not applied
•  revaluation of us dollar loan notes from the rate of the  
related cross currency swaps to the year end rate
net borrowings
net borrowings represents cash and cash equivalents together 
with short and long term borrowings as adjusted for the effect 
of related derivative instruments irrespective of whether they 
qualify for hedge accounting
critical accounting judgements and key sources  
of estimation uncertainty
in the process of applying the group’s accounting policies 
which are described above management has made the 
following judgements and estimates that have the most 
signiﬁcant effect on the amounts to be recognised in the 
ﬁnancial statements
impairment of goodwill 
determining whether goodwill is impaired requires an estimation 
of the value in use of the cashgenerating units to which 
goodwill has been allocated the value in use calculation 
requires the entity to estimate the future cash ﬂows expected  
to arise from the cashgenerating unit and a suitable discount 
rate in order to calculate present value 
post retirement beneﬁt obligations
included in the actuaries’ calculation of the post retirement 
beneﬁt obligations are a number of assumptions these are 
shown in detail in note 24
current tax liability 
when calculating the current tax liability an appropriate estimate 
has been made regarding the outstanding items in respect  
of previous years with various tax authorities for which the 
outcome of discussions is uncertain 
closure of manufacturing sites
included in costs to close the manufacturing sites are estimates 
for redundancy decontamination and dismantling costs these 
estimates are based on experience gained in previous closures  43
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
3 special items
the special items are made up as follows 
         
        2009 2008
        £’000 £’000
continuing operations
operating loss
impairment of goodwill see note 14       30000 –
loss arising from the sale or closure of operations see note 7     – 2406
finance costs       30000 2406
fair value adjustment see note 8       4401 8615
lossproﬁt before taxation from continuing operations     34401 6209
taxation       9345 –
lossproﬁt for the year from continuing operations     25056 6209
discontinued operations
total sales
revenue of operations sold or closed during the year     772 52900
operating proﬁt of discontinued operations
operating proﬁt of operations sold or closed during the year     22 4113
proﬁt arising from the sale or closure of operations see note 7     3652 20067
        3674 24180
taxation
taxation on operating proﬁt of operations sold or closed during the year     6 884
taxation on proﬁt arising from the sale or closure of operations     – 728
proﬁt for the year from discontinued operations      3668  22568 
4  segmental analysis 
the group has adopted ifrs 8 operating segments with effect from 1 january 2009 ifrs 8 requires operating segments to be 
identiﬁed on the basis of internal reports about components of the group that are regularly reviewed by the executive committee  
to allocate resources to the segments and assess their performance following the adoption of ifrs 8 the identiﬁcation of the 
group’s reportable segments has not changed the group has three operating divisions being polymer chemicals pharma 
chemicals and impact chemicals
    total sales  operating proﬁt
    underlying  special  underlying special
    performance  items ifrs  performance  items ifrs
2009   £’000 £’000 £’000 £’000 £’000 £’000
analysis by activity 
continuing activity 
polymer chemicals   439098 – 439098 52510 – 52510
share of polymer joint ventures   15450 – 15450 1242 – 1242
    454548 – 454548 53752 – 53752
pharma chemicals   65296 – 65296 5571 30000 24429
impact chemicals   23554 – 23554 1967 – 1967
total sales   543398 – 543398    
divisional operating proﬁt      61290 30000 31290
unallocated corporate expenses      9884 – 9884
operating proﬁt      51406 30000 21406
            introduction business review governance group ﬁnancial 
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other information
yule catto  co plc
annual report and accounts 2009 44
4  segmental analysis continued
    total sales  operating proﬁt
    underlying  special  underlying special
    performance  items ifrs  performance  items ifrs
2008   £’000 £’000 £’000 £’000 £’000 £’000
analysis by activity
continuing activity
polymer chemicals   489350 – 489350 40829 – 40829
share of polymer joint ventures   17 780 – 17 780 1615 – 1615
    507130 – 507130 42444 – 42444
pharma chemicals   63891 – 63891 5265 1756 3509
impact chemicals   31132 – 31132 1634 650 984
total sales   602153 – 602153
divisional operating proﬁt      49343 2406 46937
unallocated corporate expenses      6151 – 6151
operating proﬁt      43192 2406 40786
special items
        unallocated
      pharma  impact expenses   
       chemicals  chemicals corporate total
2009     £’000 £’000 £’000 £’000
impairment of goodwill     30000 – – 30000
        unallocated
       pharma impact corporate 
       chemicals  chemicals expenses total
2008     £’000 £’000 £’000 £’000
loss arising from the sale or closure of operations    1756 650 – 2406
         depreciation
      total  total capital and
      assets liabilities expenditure amortisation
2009     £’000 £’000 £’000 £’000
analysis by activity
continuing activity
polymer chemicals     181537 154221 3772 9720
pharma chemicals     64151 20893 3219 4545
impact chemicals     8340 16766 292 76
      254028 191880 7283 14341
holding companies     18594 56231 33 411
      272622 248111 7316 14752
share of polymer joint ventures     7013 3368
goodwill see note 14     124027
net borrowings      97646
      403662 349125
net assets      54537
notes to the consolidated ﬁnancial statements continued
31 december 2009 45
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introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
4  segmental analysis continued
         depreciation
      total  total capital and
      assets liabilities expenditure amortisation
2008     £’000 £’000 £’000 £’000
analysis by activity
continuing activity
polymer chemicals     215098 152764 14815 9372
pharma chemicals     75324 31004 4823 9658
impact chemicals     20387 21558 1327 3213
      310809 205326 20965 22243 
holding companies     39604 75848 147 4679
      350413 281174  21112 17564
share of polymer joint ventures     11236 6362
goodwill see note 14     154027
net borrowings      161448
net assets     515676 448984
       66692
geographical information
    total sales segment net assets capital expenditure
    2009 2008 2009 2008 2009 2008
    £’000 £’000 £’000 £’000 £’000 £’000
analysis by region of operation
united kingdom   165454 182043 164506  102209  1323 2646
other europe   183424 209007 130578 104044 2827 5562
asia   154830 178327 50226 62775 1373 10750
rest of world   39690 32776 11858 9503 1793 2154
    543398 602153 28156 74113 7316 21112
goodwill     124027 154027
net borrowings     97646 161448
net assets     54537 66692
        2009 2008
        £’000 £’000
analysis of total sales by destination 
united kingdom       71753 84132
other europe       198053 217680
asia       160123 181451
africa and middle east       63654 68898
rest of world       49815 49992
        543398 602153
intersegmental sales
in addition to the amounts included above inter segmental sales of £231000 2008 £2743000 were made as set out below 
these sales were eliminated on consolidation
      polymer  pharma impact
      chemicals  chemicals  chemicals total
2009     £’000 £’000 £’000 £’000
polymer chemicals      –  –  –  –
pharma chemicals      –  –  –  –
impact chemicals      – 231  – 231
total      – 231  – 231 
      polymer  pharma impact
      chemicals  chemicals  chemicals total
2008     £’000 £’000 £’000 £’000
polymer chemicals      –  –  –  –
pharma chemicals      –  – 551 551
impact chemicals      – 2192  – 2192
total     –  2192  551  2743 introduction business review governance group ﬁnancial 
statements
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other information
yule catto  co plc
annual report and accounts 2009 46
5  operating proﬁt
    company and  joint  company and joint
    subsidiaries  ventures total  subsidiaries ventures total
    2009 2009 2009 2008 2008 2008
    £’000 £’000 £’000 £’000 £’000 £’000
total sales   527948 15450 543398 584373 17780 602153
cost of sales   403052 12317 415369 471626 14438 486064
gross proﬁt   124896 3133 128029 112747 3342 116089
distribution costs   42027 942 42969 45075 1013 46088
administrative expenses   32705 949 33654 26095 714 26809
special items   30000 – 30000 2406 – 2406
operating proﬁt   20164 1242 21406 39171 1615 40786
        2009 2008
        £’000 £’000
operating proﬁt is stated after charging the following
depreciation       14345 15336
amortisation       331 102
hire of plant and equipment       2001 1570
other lease rentals       3047 2790
research and development expenditure      9584 10172
loss arising from the sale or closure of operations      – 2406
impairment of goodwill       30000 –
6  auditors’ remuneration
        2009 2008
        £’000 £’000
fees payable to the company’s auditors for  
 – audit of the company’s annual accounts      7 7
fees payable to the company’s auditors and their associates for 
 – audit of the company’s subsidiaries pursuant to legislation     409 478
total audit fees       416 485
tax services       36 55
other services       25 34
total nonaudit fees       61 89
the other services provided by the group auditors relate to assistance given in grant applications and sundry projects
7  proﬁtloss arising from the sale or closure of an operation
        2009 2008
        £’000 £’000
continuing operations
closure of uquifa’s italian manufacturing site      –  1756
restructuring of william blythe limited      –  650
        –  2406
discontinued operations
sale of oxford chemicals ltd       3944  –
write back of excess provision of holliday encres sa     371  – 
costs associated with prior year disposals      663 – 
closure of holliday pigments uk manufacturing site     – 450
closure of james robinson’s german manufacturing site     –  4523
sale of james robinson limited and james robinson gmbh     –  5637
sale of james robinson india pvt ltd       – 362
sale of holliday pigments sa and holliday france sa      –  8265
sale of holliday chemical espana sa       –  409
sale of pfw aroma chemicals bv       –  774
sale of hull site       –  1351
sale of dieburg site       –  568
        3652  20067
        3652  17661 
in each case assets retained that cannot be sold are written off to the extent that workers are not redeployed termination terms 
are agreed          
notes to the consolidated ﬁnancial statements continued
31 december 2009 47
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statements
company ﬁnancial 
statements other information
8  finance costs
        2009 2008
        £’000 £’000
interest payable on bank loans and overdrafts      6789 11219
interest payable on other loans       3519 4764
        10308 15983
less interest receivable       439 5481
net interest payable       9869 10502
fair value adjustment       4401 8615
total ﬁnance costs       14270 1887
the fair value adjustment is the mark to market adjustment in respect of cross currency and interest rate derivatives used for  
hedging purposes where ias 39 hedge accounting is not applied 
9 current taxation
        2009 2008
        £’000 £’000
continuing operations
current tax
uk corporation tax       11 103
overseas taxation       8657 4278
        8646 4175
deferred tax
origination and reversal of temporary differences      385 729
        8261  4904
special items see note 3       9345 –
total tax on proﬁt before taxation       1084 4904
discontinued operations
tax on special items – uk       6 –
tax on special items – overseas       – 1612
tax charge for the year on discontinued operations      6 1612
uk corporation tax is calculated at 28 2008 285 of the estimated assessable proﬁt for the year taxation for other jurisdictions 
is calculated at the rates prevailing in the respective jurisdictions
        2009 2008
        £’000 £’000
tax expense
continuing operations       1084 4904
discontinued operations       6 1612
total tax expense       1078 6516
reconciliation of tax expense to proﬁt before taxation
the differences between the total tax expense shown above and the amount calculated by applying the standard rate of uk 
corporation tax to the proﬁt before tax is as follows
        2009 2008
        £’000 £’000
proﬁt before taxation – continuing operations      7136 38899
proﬁt before taxation – discontinued operations      3674 24180
proﬁt before taxation       10810 63079
tax on proﬁt before taxation at standard uk corporation tax rate of 28 2008 285   3027 17 978
effects of     
expenses not deductible for tax purposes      727 1409
tax incentives and items not subject to tax      5718 12061
losses not recognised less utilisation of losses not previously recognised    988 639
lower tax rates on overseas earnings       7 171
other deferred tax asset not recognised less amounts now recognised    458 –
adjustments to tax charge in respect of prior periods     501 –
effect of change of rate on deferred tax      52 –
tax charge for year       1078 6516 
            introduction business review governance group ﬁnancial 
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other information
yule catto  co plc
annual report and accounts 2009 48
9 current taxation continued
tax charges to equity       
        2009 2008
        £’000 £’000
deferred tax creditcharge on items recognised directly in equity    306 48
        306 48
current tax liabilities 
        2009 2008
        £’000 £’000
current tax liabilities       34556 44528
10 deferred taxation
deferred tax assets have been recognised in respect of all tax losses and other temporary differences giving rise to deferred tax 
assets to the extent that it is probable that these assets will be recovered no deferred tax is recognised on the unremitted earnings 
of overseas subsidiaries and joint ventures as the earnings are continually reinvested by the group no tax is expected to be payable 
on them in the foreseeable future 
the movements in deferred tax assets and liabilities prior to offset are shown below 
deferred tax liabilities
       accelerated 
      tax depreciation other total
2009      £’000 £’000 £’000
at 1 january      4702 2197 6899
charge to income statement      1416 1407 9 
transfer from current tax liability      2554  – 2554
exchange adjustment      272 128 400 
at 31 december      5568 3476 9044
deferred tax assets  
       pensions other total
2009      £’000 £’000 £’000
at 1 january      457  –  457 
charged to income statement      672 1048  376 
charged through retained earnings      306 –  306 
at 31 december      91  1048  1139 
all of the deferred tax assets were available for offset against deferred tax liabilities and hence the net deferred tax provision  
at 31 december 2009 is as follows          
net deferred tax liability
         total
         £’000
at 31 december 2009        7905
at 31 december 2008        6442
deferred tax asset not recognised 
deferred tax has not been recognised where it has been assumed that the deferred tax asset is not recoverable the amounts of 
deferred tax not recognised at the balance sheet dates are as follows
        2009 2008
        £’000 £’000
uk pension liability       19589  16920
tax losses       8136  957
accelerated capital allowances       18747  10139
other timing differences       628  2434
        47100 30450
notes to the consolidated ﬁnancial statements continued
31 december 2009 49
yule catto  co plc
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introduction business review governance
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statements
company ﬁnancial 
statements other information
10 deferred taxation continued
deferred tax on unremitted overseas earnings
the estimated deferred tax relating to the retained proﬁts held within subsidiary group companies and not yet remitted excluding 
any mitigation through use of loss relief double taxation credits and other reliefs is as follows
        2009 2008
        £’000 £’000
deferred tax liability not recognised       79832  87 548
at the balance sheet date the aggregate amount of temporary differences associated with undistributed earnings of subsidiaries 
associates and joint ventures was £794 million 2008 £882 million calculation of the potential deferred tax liability has not been 
undertaken as the group is in a position to control the timing of the reversal of the temporary differences and it is probable that  
the differences will not reverse in the foreseeable future if the temporary differences were to reverse in the future it is probable  
that the majority of the potential tax liability would be covered by tax credits in respect of tax paid locally 
11 dividends
        2009 2008
        £’000 £’000
ordinary 
 – prior year ﬁnal of nil pence per share 2007 57 pence     –  8303 
  – interim of nil pence per share 2008 40 pence      –  5826 
        –  14129
12 earnings per share
     2009   2008
    underlying  special   underlying special
    performance  items ifrs performance items ifrs
    £’000 £’000 £’000 £’000 £’000 £’000
from continuing operations
earnings proﬁt attributable to 
 equity holders of the parent   31074  25056 6018  26068  6209  32277 
earnings per share   213p  172p 41p  179p  43p  222p 
diluted earnings per share   208p  168p 40p  178p  42p  220p 
from continuing and discontinued operations 
earnings proﬁt attributable to 
 equity holders of the parent   31074  21388 9686  26068  28777  54845 
earnings per share   213p  147p 66p  179p  198p  377p 
diluted earnings per share   208p  143p 65p  178p  196p  374p 
earnings per share are calculated using the weighted average number of shares in issue during the year of 145660000 
2008 145645000
diluted earnings per share are calculated using the weighted average number of shares in issue in the year as adjusted for dilutive 
share options of 149382000 2008 146653000
13  employees   
        2009 2008
        number number
the average monthly number of employees during the year by activity was
polymer chemicals       1435  1497 
pharma chemicals       421  458 
impact chemicals       155  438 
holding companies       34  41 
        2045  2434 
share of joint ventures       48  51 
        2093  2485 
        2009 2008
        £’000 £’000
the aggregate remuneration of all group employees comprised   
wages and salaries       51600  57990 
social security costs       7866  9948 
post retirement beneﬁt obligations       4208  5225 
        63674  73163 introduction business review governance group ﬁnancial 
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other information
yule catto  co plc
annual report and accounts 2009 50
notes to the consolidated ﬁnancial statements continued
31 december 2009
14  goodwill
        2009 2008
        £’000 £’000
cost
at 1 january       263939 309371
recognised on acquisition of a subsidiary      – 412
derecognised on disposal of a subsidiary      – 45844
at 31 december       263939 263939
accumulated impairment losses
at 1 january       109912 136928
impairment losses for the year       30000 –
derecognised on disposal of a subsidiary      – 27016
at 31 december       139912 109912
net book value
at 31 december       124027 154027
the group tests goodwill annually for impairment or more frequently if there are indications that goodwill might be impaired
cash generating units ‘cgu’ comprise primarily acquired entities monitored at business unit level the exception is where 
management monitor a cgu across similar businesses as a whole or components of businesses largely independent of  
other parts of those businesses 
the allocation of the carrying value of goodwill is represented below
      31 december  31 december 31 december 2009
      2007 2008 impairment    
      net book net book during the  net book
      value value year value  
      £’000 £’000 £’000 £’000
polymer chemicals
synthomer ltd and harlow chemical company ltd   70521 70521 – 70521
synthomer gmbh     13120 13120 – 13120
synthomer hasselt bv     3089 3089 – 3089
synthomer vietnam co ltd     – 412 – 412
      86730 87142 – 87142
pharma chemicals
uquifa spain sa and uquifa mexico sacv    66885 66885 30000 36885
      66885 66885 30000 36885
impact chemicals
holliday chemical espana sa     97 – – – 
holliday france sa     136 – – –
holliday pigments ltd and sa     14977 – – –
james robinson gmbh     3382 – – –
other     236 – – –
      18828 – – –
total     172443 154027 30000 124027
in compiling the above table the recoverable amounts for the cgus are determined from value in use calculations based upon 
discounted cash ﬂows the key assumptions for the discounted cash ﬂow calculations are those regarding the discount rate proﬁt 
and growth rate management estimates pretax discount rates that reﬂect current market assessments of the time value of money 
and the risks speciﬁc to each cgu a discount rate of 90 has been used the proﬁt used in the cash ﬂows for the ﬁrst year is 
derived from management forecasts for years 2 to 10 a growth rate is applied the proﬁt for year 10 is then assumed to apply 
without further growth into perpetuity growth rates of between 40 and 50 have been used representing management’s best 
estimate of each cgu’s circumstances and these do not exceed average longterm growth rates for the markets concerned
the pharma chemicals cgu’s have been combined reﬂecting the amalgamation of the management of uquifa spain sa and uquifa 
mexcis sacv a £30 million impairment has been recognised in this cgu to reduce the carrying value to management best estimate 
of the recoverable amount using the methodology above
with the exception of pharma chemicals the group has conducted a sensitivity analysis on the impairment of each cgus  
carrying value a cut in the growth rate to zero percent would not result in the carrying value of goodwill being reduced below  
its recoverable amount 51
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statements other information
15  other intangible assets
expenditure on research activities is recognised as an expense in the period in which it is incurred
no development expenditure met the requirements to be recognised as an internally generated intangible asset therefore all 
development costs in the period were expensed 
        environmental 
       software licences total
       £’000 £’000 £’000
cost   
at 1 january 2009      6163  215  6378
exchange adjustments      626 –  626
additions      72  –  72
disposals      58 –  58
at 31 december 2009      5551  215  5766
accumulated amortisation and impairment
at 1 january 2009      5294 215 5509
exchange adjustments      620 – 620
amortisation charge for the year      331 – 331
disposals      58 – 58
at 31 december 2009      4947 215 5162
net book value
at 31 december 2009      604  –  604
        environmental 
       software licences total
       £’000 £’000 £’000
cost 
at 1 january 2008      6104  215  6319
exchange adjustments      1024  –  1024
additions      579  –  579
disposals      1544 –  1544
at 31 december 2008      6163  215  6378
accumulated amortisation and impairment
at 1 january 2008      5513 215 5728
exchange adjustments      983 – 983
amortisation charge for the year      102 – 102
disposals      1304 – 1304
at 31 december 2008      5294 215 5509
net book value 
at 31 december 2008      869  –  869
16  property plant and equipment
      land and buildings
      leaseholds  plant and 
     freeholds long short equipment total
     £’000 £’000 £’000 £’000 £’000
cost 
at 1 january 2009    61977  4575  3899  332041  402492
exchange adjustments    3139 2 519 13914 17574
additions    1252  –  1051  4941  7 244 
disposals    788 –  –  2602 3390
at 31 december 2009    59302  4573  4431  320466  388772 
accumulated depreciation and impairment
at 1 january 2009    23724  2217  426  258019  284386 
exchange adjustments    785 –  62 9916 10763
depreciation charge for the year     1031  129  149  13112  14421 
disposals    314 –  –  2773 3087
at 31 december 2009    23656  2346  513  258442  284957 
net book value
at 31 december 2009    35646  2227  3918  62024  103815 
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yule catto  co plc
annual report and accounts 2009 52
16  property plant and equipment continued
      land and buildings
      leaseholds  plant and 
     freeholds long short equipment total
     £’000 £’000 £’000 £’000 £’000
cost 
at 1 january 2008    53305  4598  1534  313257  372694
exchange adjustments    17 260  18  1370  52797  71445 
additions    331  102  995  19105  20533 
assets written off on closure of business   1939  –  –  396  2335 
disposals    6609 143 –  45356 52108
reclassiﬁed as held for sale    4249 –  –  8158 12407
at 31 december 2008    61977  4575  3899  332041  402492 
accumulated depreciation and impairment
at 1 january 2008    22665  2100  104  239357  264226 
exchange adjustments    3081  2  140  43395  46618 
depreciation charge for the year    1198  125  182  15957  17 462 
assets written off on closure of business   –  –  –  166  166 
disposals    2306 10 –  33665 35981
on assets reclassiﬁed as held for sale    914 –  –  7 191 8105
at 31 december 2008    23724  2217  426  258019  284386 
net book value
at 31 december 2008    38253  2358  3473  74022  118106 
freehold land amounting to £9357000 2008 £9357 000 has not been depreciated
of the depreciation charge for the year £76000 2008 £2126000 relates to discontinued operations
17  investment in joint ventures
      2009 2009 2008 2008
      £’000 £’000  £’000 £’000
at 1 january
share of noncurrent assets      1091  975
share of current assets      10219  6439
share of current liabilities      6362  4237
       4948  3177
share of income     15450  17780
share of expenses     14096  16113
      1354  1667
tax     112  52
dividends paid during the year     1899  816
exchange adjustments     493  972
retained lossproﬁt     1150  1771
at 31 december
share of noncurrent assets      1028  1091
share of current assets      6135  10219
share of current liabilities      3365  6362
       3798  4948
a list of principal subsidiary undertakings and joint ventures is given on page 77
notes to the consolidated ﬁnancial statements continued
31 december 2009 53
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statements other information
18  inventories 
        2009 2008
        £’000 £’000
raw materials and consumables       22750  27584 
work in progress       1398  1677 
finished goods       31997  34246 
        56145  63507
 
the value of stock written off during the year was £853000 2008 £1780000
there is no material difference between the balance sheet value of inventories and their replacement cost
19  trade and other receivables
        2009 2008
        £’000 £’000
trade receivables       86468  108140 
amounts owed by joint ventures       395  390 
other receivables       7793  11522 
prepayments and accrued income       4350  6084 
        99006  126136 
the directors consider that the carrying amount of trade and other receivables approximates to their fair value
credit risk
amounts presented in the balance sheet are net of allowances for doubtful receivables estimated by the group’s management 
based on prior experience and their assessment of the current economic environment the group has no signiﬁcant concentration 
of credit risk with exposure spread over a large number of customers 
before accepting a new customer the group uses appropriate procedures to assess the potential customer’s credit quality  
in order to set a credit limit
ageing of trade receivables
        2009 2008
        £’000 £’000
not yet due       74844  88290 
060 days overdue       11854  18793 
61120 days overdue       986  2356 
over 120 days due       2140  1423 
        89824  110862 
less provision for impairment       3356 2722
        86468  108140 
provision for impairment of receivables          
        2009 2008
        £’000 £’000
at 1 january       2722  1775 
exchange adjustments       11  320 
charge for the year       733  906 
amounts written off as uncollectible       110 263
amounts recovered previously written off      –  16
at 31 december       3356  2722 
the provision is predominantly against trade receivables more than 61 days overdue  introduction business review governance group ﬁnancial 
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other information
yule catto  co plc
annual report and accounts 2009 54
20  cash and borrowings
cash pooling
the group runs notional pooling facilities in a number of countries principally the uk the structure facilitates interest and balance 
compensation of cash and bank overdrafts this notional pooling does not meet the strict setoff rules under ifrs and as a result 
the cash and bank overdraft balances must be reported ‘gross’ on the balance sheet
the table below shows the impact of netting the cash and overdraft balances in each of the pooled facilities it is the opinion of the 
directors that this treatment reﬂects the commercial reality of the group’s position with its banks
     2009  2008
       bank loans   bank loans
       and   and
      cash overdrafts cash  overdrafts
      £’000 £’000 £’000 £’000
as disclosed under ifrs     42384  3608 26576  20844
notional pooling adjustment     –  –  6986 6986 
underlying position     42384  3608 19590  13858
           
        2009 2008
        £’000 £’000
current borrowings
bank loans
bank loans and overdrafts       3608  20844 
malaysian ringgits 100 million sixyear amortising term loan     2372  – 
other loans
136000000 766 guaranteed senior unsecured notes due 8 september 2010   27949  32168 
£15000000 699 guaranteed senior unsecured notes due 8 september 2010   5000  5000 
        38929  58012 
less capitalised costs       5 40
        38924  57972 
noncurrent borrowings
bank loans
unsecured £30m revolving credit facility expiring 2011     –  – 
malaysian ringgits 100 million sixyear amortising term loan     15936  – 
other bank loans       1283  – 
other loans
136000000 766 guaranteed senior unsecured notes due 8 september 2010   –  32168 
£15000000 699 guaranteed senior unsecured notes due 8 september 2010   –  5000  
43000000 555 guaranteed senior unsecured notes due 2 september 2012   26996  29698 
70000000 578 guaranteed senior unsecured notes due 2 september 2014   43948  48346 
22000000 598 guaranteed senior unsecured notes due 2 september 2016   13812  15195 
        101975  130407 
less capitalised costs       869 355
        101106  130052  
bank loans are denominated in a number of currencies and bear interest based on libor or foreign equivalents or government 
bond rates appropriate to the country in which the borrowing is incurred 
at 31 december 2009 the group had available £30 million 2008 £30 million of undrawn committed borrowing facilities in respect 
of which all conditions precedent had been met
notes to the consolidated ﬁnancial statements continued
31 december 2009 55
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statements
company ﬁnancial 
statements other information
20  cash and borrowings continued
the directors calculate the carrying value of the group’s borrowings as follows
analysis of borrowings at carrying value by currency
     sterling us dollar euro other total
     £’000 £’000 £’000 £’000 £’000
31 december 2009
 bank loans and overdrafts    – 14 3410 184 3608
 bank loans    – – 1283 18308 19591
 loan notes    5000 112705 – – 117705
 capitalised costs    874 – – – 874
     4126 112719 4693 18492 140030
 cash and cash equivalents        42384
 net borrowings        97646
 deduct special item        9608
 net borrowings underlying performance       88038
31 december 2008
 bank loans and overdrafts    7 908 4632 8255 49 20844
 loan notes    10000 157575 – – 167575
 capitalised costs    395 – – – 395
     17513 162207 8255 49 188024
 cash and cash equivalents        26576
 net borrowings        161448
 deduct special item        25966
 net borrowings underlying performance       135482
cash and cash equivalents comprise cash at bank and other short term highly liquid investments with a maturity of three months  
or less          
        
the special item represents the revaluation of us dollar loan notes from the rate of the related cross currency swaps to the year  
end rate together with the transitional adjustment required to reﬂect movements in fair value caused by variations in interest rates 
and subsequent amortisation thereof to the extent that these constituted effective hedges prior to the adoption of ifrs
21  financial instruments
the group’s treasury function operates procedures designed to reduce or eliminate ﬁnancial risk and ensure that funds are available 
for current and future needs the policies are approved by the board and the use of ﬁnancial instruments is strictly controlled 
the group manages its capital to ensure that entities in the group will be able to continue as going concerns while maximising the 
return to stakeholders through the optimisation of the debt and equity balance the capital structure of the group consists of debt 
which includes the cash and borrowings disclosed in note 20 and equity attributable to equity holders of the parent comprising 
issued capital reserves and retained earnings as disclosed in note 26
the group’s principal ﬁnancial instruments comprise borrowings some cash and liquid resources and various items such as  
trade debtors and trade creditors that arise directly from its operations the group also uses interest rate swaps currency swaps 
and forward foreign currency contracts to manage the interest rate and currency risks arising from the group’s operations and  
its sources of ﬁnance
it is and has been throughout the period under review the group’s policy that no trading in ﬁnancial instruments shall be undertaken
      introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 56
21  financial instruments continued
set out below is a comparison by category of book values and fair values of the group’s ﬁnancial assets and liabilities
      carrying values  fair values
      at 31 december at 31 december
      2009 2008 2009 2008
      £’000 £’000 £’000 £’000 
fair value of ﬁnancial assets
trade and other receivables excluding prepayments   94656 120052  94656  120052
cash and cash equivalents     42384 26576 42384 26576
derivatives at fair value     11763 33887 11763 33887 
      148803 180515 148803 180515 
fair value of ﬁnancial liabilities          
loan notes     116831 167180  96371 124225
bank loans and overdrafts     23199 20844  23199  20844  
trade and other payables     125825 152788  125825  152788  
      265855 340812 245395 297857 
fair values have been obtained from the relevant institutions where appropriate where market values are not available fair values  
of ﬁnancial assets and ﬁnancial liabilities have been calculated by discounting expected future cash ﬂow at prevailing interest rates 
and by applying year end exchange rates the carrying amount of shortterm borrowings approximates to book value
the fair value of the group’s ﬁnancial instruments are measured using inputs other than quoted prices that are directly  
or indirectly observable
the main risks arising from the group’s ﬁnancial instruments are market risk and liquidity risk the board reviews and agrees  
policies for managing each of these risks and they are summarised below together with related disclosure required by ifrs   
           
market risk          
the group’s main exposure to market risk is in the form of interest rate risk and foreign currency risk the policies adopted to 
address these risks are as follows
 interest rate risk          
  the group ﬁnances its operations through a mixture of retained proﬁts loan notes and bank borrowings the group borrows at 
both ﬁxed and ﬂoating rates of interest and uses interest rate swaps to generate the desired interest proﬁle in order to manage the 
group’s exposure to interest rate ﬂuctuations         
      
 foreign currency risk
  the group uses currency borrowings forward contracts and currency swaps to hedge overseas net assets which are 
predominantly denominated in euros proﬁt translation exposures are not hedged
 
  the group hedges currency transaction exposures at the point of conﬁrmed order using forward foreign exchange contracts  
the group’s policy is where practicable to hedge all exposures on monetary assets and liabilities consequently there are no 
material currency exposures to disclose 2008 none
    
impact on income statement          
changes in the fair value of derivative contracts amounting to £4400652 have been charged to the income statement in the year 
2008 credit of £8614461 these changes are shown separately as a special item in the consolidated income statement   
notes to the consolidated ﬁnancial statements continued
31 december 2009 57
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
21  financial instruments continued
hedge accounting
the group has a number of cross currency and interest rate swaps that are used to reduce the exposure to interest rate and 
currency risk   
these swaps are fully effective at eliminating the risks they address
the group has reviewed the requirements necessary to permit the application of hedge accounting under ias 39 it has 
concluded that the costs involved in meeting these requirements cannot be justiﬁed and therefore ias 39 hedge accounting  
will not be applied
changes in the fair value of derivative ﬁnancial instruments to which hedge accounting is not applied are recognised in the  
income statement as they arise
     
given the recent volatility in currency rates the group has taken out forward foreign exchange contracts to ﬁx the euro value  
of a percentage of the anticipated us dollar sales these contracts have been accounted for as cash ﬂow hedges as permitted  
by ias 39  
interest rate risk proﬁle
financial liabilities
after taking into account the various interest rate and currency swaps entered into by the group the currency and interest rate 
exposure of the group as at 31 december 2009 was
    floating rate  fixed rate total floating rate fixed rate total
    borrowings  borrowings  borrowings borrowings borrowings borrowings
    2009 2009 2009 2008 2008 2008 
    £’000 £’000 £’000 £’000 £’000 £’000 
sterling   2223  105000  107223  24122  125000  149122 
euro   4693  –  4693  8255  –  8255  
us dollar   14  –  14  4632 –  4632 
other   18492  –  18492  49  –  49
    25422  105000  130422  37058  125000  162058
cash and cash equivalents     42384   26576
net borrowings underlying performance    88038    135482 
the effective interest rate for the year was 69 2008 69
sensitivity analysis    
the following table illustrates the effect on the income statement and items that are recognised directly in equity that would result 
from reasonably possible movements in uk and us interest rates and in euro and us dollar to sterling exchange rates before the 
effect of tax  
     2009   2008
    income statement  equity income statement  equity
    underlying  ifrs ifrs underlying  ifrs ifrs
     £m  £m  £m  £m  £m  £m
interest rate sensitivity analysis  
uk interest rate  10   01  24  –  02  38  – 
euro interest rate  10   01  01  –  01  01  – 
us interest rate  10   –  38  –  –  59  – 
foreign currency sensitivity analysis  
euro exchange rate  10   05  05  32  11  11  28 
us dollar exchange rate  10   –  11  –  05  45  – 
the interest rate sensitivity analysis has been determined based on the exposure to interest rates for both derivatives and non
derivative instruments at the balance sheet date for ﬂoating rate liabilities the analysis is prepared assuming the amount of liability 
outstanding at the balance sheet date was outstanding for the whole year
the foreign currency sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their 
translation at the period end for a 10 change in foreign currency rates the sensitivity analysis includes external loans as well as 
loans to foreign operations within the group where the denomination of the loan is in a currency other than the functional currency  
of the lender or borrower introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 58
21  financial instruments continued
liquidity risk
the objective of the group is to meet ﬁnancial commitments as and when they fall due the board closely monitors liquidity  
through monthly management accounts
at the year end yule catto  co plc had the following principal facilities
a committed syndicated bank revolving credit facility of £30 million which expires in december 2011 
unsecured loan notes totalling approximately £108 million raised from the us private placement market in 1999 and 2004  
with maturity between 2010 and 2016 these loan notes provide the group’s longterm requirements please see note 20  
for further details 
a rm 100 million £18 million six year amortising loan through its malaysian subsidiary synthomer sdn bhd
the following table details the remaining contractual maturity for nonderivative ﬁnancial liabilities
   2009    2008
  amount due   amount due
   between between    between between
  within  1 and 2 2 and 5 after 5  within 1 and 2 2 and 5 after 5
  one year  years  years years total  one year  years  years  years total 
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 
noninterest bearing
trade and  
other payables 125609  216  –  –  125825  152621  167  –  –  152788 
variable interest 
rate instruments
bank loans  
and overdrafts 5980  3853  13366  –  23199  20844  –  –  –  20844 
fixed interest  
rate instruments
loan notes 33506  –  61615  12102  107223  33472  33472  23672  50598  141214  
  165095  4069  74981  12102  256247  206937  33639  23672  50598  314846  
the following table details the remaining contractual maturity for nonderivative ﬁnancial assets
   2009    2008
  amount due   amount due
   between between    between between
  within  1 and 2 2 and 5 after 5  within 1 and 2 2 and 5 after 5
  one year  years  years years total  one year  years  years  years total 
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 
noninterest bearing
trade and other  
receivables excluding  
prepayments 94656  –  –  –  94656  120052  –  –  –  120052 
variable interest  
rate instruments
cash and  
cash equivalents 42384  –  –  –  42384  26576  –  –  –  26576 
  137040  –  –  –  137040  146628  –  –  –  146628 
notes to the consolidated ﬁnancial statements continued
31 december 2009 59
yule catto  co plc
annual report and accounts 2009
introduction business review governance
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statements
company ﬁnancial 
statements other information
21  financial instruments continued
the following table details the remaining contractual maturity for its derivative ﬁnancial instruments
   2009    2008
  amount due   amount due
   between between    between between
  within  1 and 2 2 and 5 after 5  within 1 and 2 2 and 5 after 5
  one year  years  years years total  one year  years  years  years total 
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 
interest rate swaps 3984  –  –  –  3984  1101  1506  –  –  2607 
cross currency swaps 3845 2370 4732 333 11280 2964 4251 4275 1478 12968
foreign exchange  
forward contracts 26  –  –  –  26  232  –  –  –  232 
  165  2370 4732 333 7270 1631 2745 4275 1478 10129
in accordance wth ifrs 7  the above table shows undiscounted cash ﬂows in contrast ias 39 requires these items to be carried  
in the balance sheet at fair value which is based on discounted cash ﬂows 
22  assets held for sale
assets held for sale in the comparative year related to oxford chemicals limited and land belonging to james robinson gmbh
23  trade and other payables
        2009 2008
        £’000 £’000
amount due within one year
trade creditors       78961  100790
other creditors       24487  27710
accruals and deferred income       22161  24121
        125609 152621
amount due in greater than one year
other creditors       216  167
        125825 152788
accruals and deferred income includes £1413000 2008 £6097 000 in respect of restructuring costs 
average trade creditor days in 2009 was 68 2008 66 this ﬁgure represents trade creditor days for all trading operations 
within the group calculated as a weighted average based on cost of sales
the directors consider that the carrying amount of trade payables approximates to their fair value
24  post retirement beneﬁt obligations
charge to income statement in respect of the group’s pension schemes
   2009   2008   2007   2006   2005
   £’000   £’000   £’000   £’000   £’000
  uk overseas t otal uk overseas total  uk overseas total uk overseas total uk overseas total
deﬁned beneﬁt 3168 699  3867 977 427 1404 1598 763 2361 2200 763 2963 4000 226 4226
deﬁned contribution 486  63  549 388 771 1159 159 952 1111 299 712 1011 347 710 1057
  3654 762  4416 1365 1198 2563 1757 1715 3472 2499 1475 3974 4347 936 5283
deﬁned beneﬁt  
– special item –  –  –  –  –  –  10797 –  10797 –  –  –  –  –  – 
  3654 762  4416 1365 1198 2563 9040 1715 7325 2499 1475 3974 4347 936 5283
the fair value of the assets in the schemes and the present value of the liabilities in the schemes at each balance sheet date were
   2009   2008   2007   2006   2005
   £’000   £’000   £’000   £’000   £’000
  uk overseas t otal uk overseas total  uk overseas total uk overseas total uk overseas total
present value of funded  
deﬁned beneﬁt obligations 241475 13971 255446 205721 13449 219170 228966 15530 244496 260425 16591 277016 225000 16233 241233
fair value of scheme assets 171515 5242 176757 138293 5318 143611 195325 7935 203260 191137 7995 199132 167400 4196 171596
post retirement  
beneﬁt obligations 69960 8729 78689 67428 8131 75559 33641 7595 41236 69288 8596 77884 57600 12037 69637 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 60
24  post retirement beneﬁt obligations continued
uk pension schemes
the group participates in a funded scheme with both a deﬁned beneﬁt and deﬁned contribution section the yule catto group 
retirement beneﬁt scheme the scheme’s deﬁned beneﬁt section was closed to new members with effect from 31 december  
1998 and with effect from 1 january 1999 a deﬁned contribution section was introduced and is open to all eligible group employees 
during 2009 the group announced that it intended to close the deﬁned beneﬁt scheme to future accrual this process commenced  
in 2009 and will be completed by september 2010
the assets of the scheme are held separately from those of the companies concerned 
contributions to the scheme are charged to the proﬁt and loss account to spread the cost of pensions over employees’ working  
lives within the group
deﬁned beneﬁt scheme
a full actuarial valuation was carried out as at 6 april 2006 and updated to 31 december 2009 by a qualiﬁed actuary the major 
assumptions used by the actuary were
     2009 2008 2007 2006 2005
rate of increase in salaries    300 260 310 330 350
rate of increase in pensions in payment   300 250 250 250 250
discount rate    570 650 590 520 490
rates of return on plan assets    822 731 733 695 721
inﬂation assumption    300 260 310 280 250
amount charged to operating proﬁt
        2009 2008
        £’000 £’000
current service cost       1493  1795 
expected return on plan assets       11393 14047
interest cost relating to pension scheme liabilities      13068  13229 
        3168  977 
 
actuarial loss recognised in the statement of comprehensive income
        2009 2008
        £’000 £’000
actual return less expected return on pension scheme assets     21209  64742
experience gains and losses arising on the scheme liabilities     32753 25273 
        11544 39469
history of experience gains and losses
     2009 2008 2007 2006 2005
difference between the expected and  
actual return on scheme assets
amount £’000    21209  64742 5891 13800  17200 
percentage of scheme assets    1237 4682 302 722 1027
experience gains and losses arising  
on the scheme liabilities     
amount £’000    32753 25273  25872  30988 12100
percentage of the present value of scheme liabilities  1356 1229 1130 1190 538
total actuarial lossesgains recognised the  
statement of recognised income and expense
amount £’000    11544 39469 19981  17188 5100 
percentage of the present value of scheme liabilities  478 1919 873 661 227
the actual return on plan assets was £32602000 2008 £50695000
notes to the consolidated ﬁnancial statements continued
31 december 2009 61
yule catto  co plc
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introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
24  post retirement beneﬁt obligations continued
movements in the present value of deﬁned beneﬁt obligations were as follows      
        2009 2008
        £’000 £’000
at 1 january       205721 228966
current service cost       1493 1795
interest cost       13068 13229
contributions from scheme members       438 739
experience gains and losses arising on the scheme liabilities     32753 25273 
beneﬁts paid       11998  13735 
at 31 december       241475 205721
movements in the fair value of the scheme assets were as follows       
        2009 2008
        £’000 £’000
at 1 january       138293  195325 
expected return on scheme assets       11393  14047 
actual return less expected return on pension scheme assets     21209  64742
contributions from sponsoring companies      10951  6659 
contributions from scheme members       438  739 
beneﬁts paid       10769 13735
at 31 december       171515  138293 
contributions from the sponsoring companies are expected to be £6566000 in 2009 2008 £6659000
 
the fair value of the assets in the scheme the present value of the liabilities in the scheme and the expected rate of return at each 
balance sheet date were
 
  2009 2009 2008 2008 2007 2007 2006 2006 2005 2005  
   £’000  £’000  £’000  £’000  £’000
equities 800 113373  900 90241  800 148447  790 154821  750 134900 
bonds 570 54243  670 47614  517 44925  492 36316  463 31800 
cash 200 3899  425 438  425 1953  425 –  400 700 
total fair value of assets  171515   138293   195325   191137   167400 
present value  
of scheme liabilities  241475  205721  228966  260425  225000
post retirement  
beneﬁt obligations  69960  67428  33641  69288  57600
overseas pension schemes
the group operates a number of smaller overseas pension and postretirement schemes the assets of these schemes are held 
separately from those of the group with the exception of the german schemes where in line with common practice the assets  
are held within the respective company introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 62
24  post retirement beneﬁt obligations continued
deﬁned beneﬁt schemes
the aggregated pension disclosure below for the overseas deﬁned beneﬁt schemes has been compiled from a number of actuarial 
valuations at 31 december 2009 the major assumptions do not differ signiﬁcantly from those disclosed above in relation to the uk 
pension schemes 
amount charged to operating proﬁt
        2009 2008
        £’000 £’000
current service cost       224  369 
gain on settlements and curtailments       –  325
expected return on plan assets       239 310
interest cost relating to pension scheme liabilities      714  693 
        699  427 
actuarial lossgain recognised in the statement of comprehensive income 
        2009 2008
        £’000 £’000
actual return less expected return on pension scheme assets     2  377
experience gains and losses arising on the scheme liabilities     1077 735 
        1075 358 
the actual return on plan assets was £241000 2008 £67 000 loss
analysis of the movements in the net balance sheet liability before deferred tax
        2009 2008
        £’000 £’000
net liability at 1 january       8131 7595
total expense as detailed above       699 427
contributions made       572  938 
actuarial gain       1075 358 
sale of pfw aroma chemicals bv       –  846 
exchange movements       604  2251
net liability at 31 december       8729 8131
25  share capital
        2009 2008
        £’000 £’000
authorised
219 111230 2008 219111230 ordinary shares of 10 pence each    21911  21911 
issued and fully paid 
145663 187 2008 145663187 ordinary shares of 10 pence each    14566  14566 
ordinary shares carry no right to ﬁxed income 
share options
as at 31 december 2009 the following options were outstanding
executive share options       number option price
exercisable between 20102012       1413  a
exercisable between 20102017       254801  a
exercisable between 20112018       655809  a
exercisable between 20122019       2810312  a
saye options       number option price
exercisable in 2010       13872  2610p
   
a options granted under the performance share plan longerterm deferred bonus plan and the deferred bonus plan 2006 with a total exercise price of £45   
           
notes to the consolidated ﬁnancial statements continued
31 december 2009 63
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
26  changes in equity
    capital  hedging and cash ﬂow 
  share share redemption own  translation hedging minority retained
  capital premium reserve shares reserve reserve interest earnings total
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
at 1 january 2009 14566 33034 949 – 6252 678 9157 2056 66692
proﬁt for the year – – – – – – 2202 9686 11888
actuarial gains and losses – – – – – – – 12619 12619
tax on items recognised  
 directly in equity – – – – – – – 306 306
exchange differences  
 on cash ﬂow hedging  
 deferred to equity – – – – – 678 – – 678
exchange differences  
 on translation of  
 overseas operations – – – – 6933 – 825 – 7758
net investment hedging – – – – 253 – – – 253
total recognised expenditure 
 income for the period – – – – 7 186 678 1377 2627 9114
dividends paid – – – – – – 3631 – 3631
shares purchased by esop trust – – – 47 – – – – 47
sharebased payments – – – 47 – – – 590 543
at 31 december 2009 14566 33034 949 – 934 – 6903 19 54537
 
    capital  hedging and cash ﬂow 
  share share redemption own  translation hedging minority retained
  capital premium reserve shares reserve reserve interest earnings total
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
at 1 january 2008 14566 33034 949 – 9087 – 5725 416 45603
proﬁt for the year – – – – – – 1718 54845 56563
actuarial gains and losses – – – – – – – 39111 39111
tax on items recognised 
 directly in equity – – – – – – – 48 48
exchange differences 
 on cash ﬂow hedging 
 deferred to equity – – – – – 678 – – 678
exchange differences 
 on translation of 
 overseas operations – – – – 39956 – 2055 – 42011
net investment hedging – – – – 24617 – – – 24617
total recognised 
 income for the period – – – – 15339 678 3773 15686 35476
dividends paid – – – – – – 341 14129 14470
sharebased payments – – – – – – – 83 83
at 31 december 2008 14566 33034 949 – 6252 678 9157 2056 66692 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 64
27  reconciliation of operating proﬁt to cash generated from operations
        2009 2008
        £’000 £’000
operating proﬁt – continuing operations      21406 40786
operating proﬁt for the year from discontinued operations     3674 24180
less share of proﬁts of joint ventures       1242 1615
        23838 63351
depreciation and amortisation       14771 16890
impairment of goodwill       30000 –
proﬁt arising from the sale or closure of operations      3652 17 661
proﬁtloss on sale of ﬁxed assets       76 79
sharebased payments       1306 470
cash impact of termination of businesses      3591 10283
pension funding in excess of ias 19 charge      10678 6301
decrease in inventories       4690 1070
decrease in trade and other receivables      20779 3399
decrease in trade and other payables       10276 5931
unrealised exchange gains       – 784
cash generated from operations       64499 44299
28  disposal of subsidiaries    
the group disposed of the following interest in group companies in 2009    
    
company name   date of sale purchaser division sale type
oxford chemicals limited   30 january 2009 third party trade impact chemicals assets
    
the net assets of the company at the date of disposal were as follows    
        oxford chemicals
         limited
         £’000
property plant and equipment        2183
inventories        1662
trade receivables        1347
trade payables        1206
         3986
proﬁt on disposal        3944
total consideration        7930
    
satisﬁed by    
cash net of disposal costs        7930
net cash inﬂow arising on disposal
cash consideration        8250 
less costs of disposal        320
         7930 
    
the impact of this disposal on the group’s results in the current period and prior periods is disclosed in note 3
in addition to the £7 930000 proceeds from the disposal of oxford chemicals the group has also received the deferred 
consideration on the disposal of james robinson gmbh of £830000 during the year 
29  acquisition of subsidiary         
on 16 january 2008 the group acquired 60 per cent of the issued share capital of synthomer vietnam co ltd  
formerly chemtech industry co ltd
notes to the consolidated ﬁnancial statements continued
31 december 2009 65
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
30  analysis of changes in net borrowings     
    1 january  reclassiﬁcation cash exchange and 31 december 
    2009  of borrowings inﬂowsoutﬂows other movements 2009
    £’000 £’000 £’000 £’000 £’000
cash and cash equivalents   26576  –  20157  4349 42384 
current borrowing – bank overdrafts   20844 –  13825  3411  3608
    5732  –  33982  938 38776 
current borrowings    37 128 35878 33472  4218  35316
noncurrent borrowings   130052 35878 19740 12808 101106
net borrowings   161448 –  47 714  16088  97646
deduct special item   25966     9608
net borrowings underlying performance  135482    88038
the special item represents the revaluation of us dollar loan notes from the rate of the related cross currency swaps to the year  
end rate together with the transitional adjustment required to reﬂect movements in fair value caused by variations in interest rates 
and subsequent amortisation thereof to the extent that these constituted effective hedges under uk gaap 
31  related party transactions
transactions between the company and its subsidiaries which are related parties have been eliminated on consolidation and  
are not included in this note transactions between the company and its subsidiaries are disclosed in the company’s ﬁnancial 
statements where appropriate
key management compensation
        2009 2008
        £’000 £’000
shortterm employee beneﬁts       2938  2975
post retirement beneﬁt obligations       250  239
sharebased payments       1069  1115
        4257  4329
the key management ﬁgures given above include the directors and all participants of the performance share plan
32 commitments
        2009 2008
        £’000 £’000
capital expenditure authorised but not provided for in the accounts
contracted       1064  607 
        2009 2008
        £’000 £’000
commitments under operating leases are as follows 
payments under operating leases which fall due
within 1 year       3258  3600 
between 2 and 5 years       8917  11280 
after 5 years       41097  41236 
        53272  56116
33 contingent assets contingent liabilities and guarantees
guarantees of the parent company in respect of bank and other facilities of subsidiaries and joint ventures totalled £18309000 
2008 £7 071000
other guarantees and contingent liabilities of the group amount to £1376000 2008 £1523000
the company and its subsidiaries have in the normal course of business entered into guarantees and counterindemnities  
in respect of performance bonds relating to the group’s own contracts         introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 66
34  sharebased payments
save as you earn share option plan
this plan which is available to almost all uk employees provides for a grant price equal to the average quoted market price of  
the group shares on the date of grant the vesting period is ﬁve to seven years followed by an exercise period of six months after  
which the options expire furthermore options are forfeited if the employee leaves the group before the options vest
       weighted  weighted
       av exercise  av exercise
      options price £ options price £
      2009 2009 2008 2008
outstanding at 1 january     13872  2610  293974  2610 
exercised during the period     –   –  
lapsed during the period     –  2610  280102 2610 
outstanding at 31 december     13872  2610  13872  2610 
exercisable at 31 december     13872   –   
no grants have been made under the plan since 7 november 2002 and the group has elected not to apply ifrs 2 to awards  
made before that date for options expected to be settled with shares purchased by the yule catto employee beneﬁt trust in  
the open market the charge to proﬁt reﬂects the anticipated cash cost of these shares spread over the vesting period for options 
expected to be settled by the issue of new shares no charge to proﬁt is made      
      
for options outstanding as at 31 december 2009 the exercise price is £261 and the weighted average remaining contractual life 
was 04 years 2008 14 years
executive share option schemes
details of the share option schemes available to senior management are included in the remuneration report on pages 28 to 30
for grants made after 7 november 2002 the charge to proﬁt is calculated on the assumption that given that the exercise price  
is effectively nil the share price at grant provides a reasonable estimate of the option value at grant
for grants made before 7 november 2002 the charge to proﬁt is based on the anticipated cash cost of acquiring shares to meet  
the options exercised
       weighted  weighted
       av exercise  av exercise
      options price £ options price £
      2009 2009 2008 2008
outstanding at 1 january     1226535  –  715781  – 
granted during the period     2810312  –  777865  – 
exercised during the period     76969 –  17 471 – 
lapsed during the period     237543 –  249640 – 
outstanding at 31 december     3722335  –  1226535  – 
exercisable at 31 december     1413   64557 
for options outstanding as at 31 december 2009 the exercise price was £nil and the weighted average remaining contractual life 
was 57 years 2008 53 years
yule catto employee beneﬁt trust
the company established a trust the yule catto employee beneﬁt trust on 17 july 1996 to distribute shares to employees  
enabling the obligations under the yule catto longerterm performance share plan and the yule catto longerterm deferred  
bonus plan to be met the trust is managed by the rbc trustees guernsey limited an independent company located in 
guernsey at 31 december 2009 the trust held 3418 2008 17 767 ordinary shares in the company with a market value 
of £5000 2008 £10000 the dividends on these shares have been waived all of the shares are under option costs are 
amortised over the life of the plans
35  share price information
the middle market value of the listed ordinary shares at 31 december 2009 was 1520 pence during the year the market price 
ranged between 370 pence and 18475 pence the market value of the listed ordinary shares at 31 march 1982 was 195 pence 
the latest ordinary share price is available on the financial times cityline service telephone 09058 171690
notes to the consolidated ﬁnancial statements continued
31 december 2009 67
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
36  reconciliation of ebitda    
      underlying performance ifrs 
      2009 2008 2009 2008
      £’000 £’000 £’000 £’000
operating proﬁt     51406 43192 21406 40786
add operating proﬁt or loss of businesses sold or closed during the year  – – – 2406
add impairment of goodwill     – – 30000 –
add back amortisation     331 102 331 102
add back depreciation     14345 15336 14345 15336
ebitda     66082 58630 66082 58630 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 68
we have audited the parent company ﬁnancial statements of 
yule catto  co plc for the year ended 31 december 2009 
which comprise the company balance sheet and the related 
notes 1 to 16 the ﬁnancial reporting framework that has been 
applied in their preparation is applicable law and united 
kingdom accounting standards united kingdom generally 
accepted accounting practice
this report is made solely to the company’s members  
as a body in accordance with chapter 3 of part 16 of the 
companies act 2006 our audit work has been undertaken so 
that we might state to the company’s members those matters 
we are required to state to them in an auditors’ report and for 
no other purpose to the fullest extent permitted by law we do 
not accept or assume responsibility to anyone other than the 
company and the company’s members as a body for our audit 
work for this report or for the opinions we have formed
respective responsibilities of directors and auditors
as explained more fully in the directors’ responsibilities 
statement the directors are responsible for the preparation of 
the parent company ﬁnancial statements and for being satisﬁed 
that they give a true and fair view our responsibility is to audit 
the parent company ﬁnancial statements in accordance with 
applicable law and international standards on auditing uk and 
ireland those standards require us to comply with the auditing 
practices board’s apb’s ethical standards for auditors
scope of the audit of the ﬁnancial statements
an audit involves obtaining evidence about the amounts  
and disclosures in the ﬁnancial statements sufﬁcient to give 
reasonable assurance that the ﬁnancial statements are free 
from material misstatement whether caused by fraud or error 
this includes an assessment of whether the accounting 
policies are appropriate to the parent company’s circumstances 
and have been consistently applied and adequately disclosed 
the reasonableness of signiﬁcant accounting estimates  
made by the directors and the overall presentation of the 
ﬁnancial statements
opinion on ﬁnancial statements
in our opinion the parent company ﬁnancial statements
•  give a true and fair view of the state of the parent company’s 
affairs as at 31 december 2009
•  have been properly prepared in accordance with united 
kingdom generally accepted accounting practice and
•  have been prepared in accordance with the requirements  
of the companies act 2006
independent auditors’ report  
to the members of yule catto  co plc
opinion on other matters 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 parent company  
ﬁnancial statements
matters on which we are required to report by exception
we have nothing to report in respect of the following matters 
where the companies act 2006 requires us to report to you if 
in our opinion
•  adequate accounting records have not been kept by the 
parent company or returns adequate for our audit have not 
been received from branches not visited by us or
•  the parent company ﬁnancial statements are not in agreement 
with the accounting records and returns or
•  we have not received all the information and explanations  
we require for our audit
other matter
we have reported separately on the group ﬁnancial statements 
of yule catto  co plc for the year ended 31 december 2009
stuart henderson senior statutory auditor
for and on behalf of deloitte llp
chartered accountants and statutory auditors 
cambridge united kingdom
10 march 2010 69
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
        2009 2008
       note £’000 £’000
fixed assets
tangible ﬁxed assets      6  2533  2597 
investments      7  334130  334125 
        336663  336722 
current assets
debtors      8  978  1303 
cash at bank and in hand       1603  2641
derivatives at fair value       11737  33655 
        14318  37599 
creditors – due within one year         
borrowings      9  32944 46940
other creditors      10  112756 66470
        145700 113410
net current liabilities       131382 75811
total assets less current liabilities       205281  260911 
creditors – due after more than one year
borrowings      9  83887 130052
net assets       121394  130859 
capital and reserves
called up share capital      11  14566  14566 
share premium      12  33034  33034 
revaluation reserve      12  824  826 
capital redemption reserve      12  949  949 
proﬁt and loss account      12  72021  81484 
capital employed       121394  130859 
analysis of net borrowings
cash at bank and in hand       1603  2641 
borrowings due in less than one year       32944 46940
borrowings due after more than one year      83887 130052
net borrowings       115228 174351
deduct special item       9608  25966 
net borrowings underlying performance     9  105620 148385
the ﬁnancial statements of yule catto  co plc registered number 98381 were approved on 10 march 2010
a m whitﬁeld
d c blackwood
directors
  
company balance sheet
31 december 2009 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 70
deferred taxation
deferred tax is recognised in respect of all timing differences 
that have originated but not reversed at the balance sheet date 
where transactions or events that result in an obligation to pay 
more tax in the future or a right to pay less tax in the future have 
occurred at the balance sheet date timing differences are 
differences between the group’s taxable proﬁts and its results 
as stated in the ﬁnancial statements that arise from the inclusion 
of gains and losses in tax assessments in periods different from 
those in which they are recognised in the ﬁnancial statements
a net deferred tax asset is regarded as recoverable and 
therefore recognised only when on the basis of all available 
evidence it can be regarded as more likely than not that there 
will be suitable taxable proﬁts from which the future reversal  
of the underlying timing differences can be deducted
deferred tax is measured at the average tax rates that are 
expected to apply in the periods in which the timing differences 
are expected to reverse based on tax rates and laws that  
have been enacted or substantively enacted by the balance 
sheet date 
deferred tax is measured on a nondiscounted basis
financial instruments
financial assets and ﬁnancial liabilities are recognised on the 
group’s balance sheet when the group becomes a party  
to the contractual provisions of the instrument
trade receivables 
trade receivables do not carry any interest and are stated  
at their nominal value as reduced by appropriate allowances  
for estimated irrecoverable amounts 
bank borrowings
interestbearing bank loans and overdrafts are recorded at the 
proceeds received net of direct issue costs finance charges 
including premiums payable on settlement or redemption and 
direct issue costs are accounted for on an accrual basis to the 
proﬁt and loss account using the effective interest method and 
are added to the carrying amount of the instrument to the 
extent that they are not settled in the period in which they arise
trade payables
trade payables are not interestbearing and are stated at their 
nominal value
equity instruments 
equity instruments issued by the company are recorded at the 
proceeds received net of direct issue costs
derivative ﬁnancial instruments
the company uses derivative ﬁnancial instruments to reduce 
exposure to foreign exchange risk and interest rate movements 
the company does not hold or issue derivative ﬁnancial 
instruments for speculative purposes
the use of ﬁnancial derivatives is governed by the group’s 
policies approved by the board of directors which provide 
written principles on the use of ﬁnancial derivatives
1  accounting policies
the principal accounting policies are summarised below  
they have all been applied consistently throughout the year  
and the preceding year
basis of accounting
the ﬁnancial statements have been prepared under the 
historical cost convention as modiﬁed by the revaluation  
of certain ﬁxed assets and comply with applicable uk 
accounting standards
foreign currencies 
transactions in foreign currencies are recorded at the rate  
of exchange at the date of the transaction or if hedged  
at the forward contract rate monetary assets and liabilities 
denominated in foreign currencies at the balance sheet date  
are reported at the rates of exchange prevailing at that date  
or if appropriate at the forward contract rate
tangible ﬁxed assets
tangible ﬁxed assets are stated at cost or valuation net of 
depreciation and any provision for impairment except for 
freehold land which is not depreciated the cost or valuation  
of tangible ﬁxed assets is depreciated on a straightline basis 
over their expected useful lives as follows
freehold buildings  – 50 years
leasehold land and buildings  –  the lesser of 50 years and  
the period of the lease 
plant and equipment  – between 3 and 10 years
revaluation of properties
the company has taken advantage of the transitional provisions 
of frs 15 ‘tangible fixed assets’ and retained the book 
amounts of certain freehold properties which were revalued 
prior to implementation of that standard
where depreciation charges are increased following a 
revaluation an amount equal to the increase is transferred 
annually from the revaluation reserve to the proﬁt and loss 
account as a movement on reserves on the disposal or 
recognition of a provision for impairment of a revalued ﬁxed 
asset any related balance remaining in the revaluation reserve 
is also transferred to the proﬁt and loss account as a movement 
on reserves
investments
fixed asset investments are shown at cost less provision  
for impairment
debt
debt is initially stated at the amount of the net proceeds  
after deduction of issue costs
dividends
dividends are accrued where declared and unpaid at the 
balance sheet date 
taxation
current tax including uk corporation tax and foreign tax is 
provided at amounts expected to be paid or recovered using 
the tax rates and laws that have been enacted or substantively 
enacted by the balance sheet date 
        
notes to the company ﬁnancial statements
31 december 2009 71
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
1  accounting policies continued
net borrowings 
net borrowings represents cash and cash equivalents together with shortand longterm borrowings as adjusted for the effect  
of related derivative instruments irrespective of whether they qualify for hedge accounting
pension funding 
the costs of contributions to the group’s pension schemes and of augmenting existing pensions are charged to the proﬁt and  
loss account on a systematic basis over the expected period of beneﬁts from employees’ service
the uk deﬁned beneﬁt scheme is funded with the assets of the scheme held separately from those of the group in separate 
trusteeadministered funds   
2  auditors’ remuneration   
the audit fee of yule catto  co plc amounted to £7000 2008 £6500 
3  employees
        2009 2008
        number number
the average monthly number of employees during the year was     29  30 
             
        2009 2008
        £’000 £’000
the aggregate remuneration of all company employees comprised
wages and salaries       2260  2440 
social security costs       273  289 
post retirement beneﬁts       153  294 
        2686  3023 
4  loss attributable to equity shareholders 
        2009 2008
        £’000 £’000
uk gaap basis
attributable to yule catto  co plc       10053 19261
as permitted by section 408 of the companies act 2006 no proﬁt and loss account is presented for yule catto  co plc
 the above has been calculated on a uk gaap basis as this is consistent with the continued presentation of yule catto  co plc’s accounts under uk gaap 
5  dividends
        2009 2008
        £’000 £’000
ordinary  – prior year ﬁnal of nil pence per share 2007 57 pence    –  8303 
– interim of nil pence per share 2008 40 pence     –  5826 
        –  14129  introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 72
6  tangible ﬁxed assets    
      land and buildings
       long plant and  
      freeholds leaseholds equipment total
      £’000 £’000 £’000 £’000
cost or valuation
at 1 january 2009     2777  89  1482  4348 
additions     –  –  33  33 
disposals     –  –  73 73
at 31 december 2009     2777  89  1442  4308 
at cost     12  –  1442  1454 
at professional valuation in 1985     2765  89  –  2854 
      2777  89  1442  4308 
depreciation
at 1 january 2009     470  45  1236  1751 
charge for the year     21  2  64  87 
eliminated on disposals     –  –  63 63
at 31 december 2009     491  47  1237  1775 
net book value
at 31 december 2009     2286  42  205  2533 
net book value
at 31 december 2008     2307  44  246  2597 
properties included at valuation would have been stated on a historical cost basis at cost of £1877000 2008 £1877 000 and 
depreciation of £420000 2008 £403000
freehold land amounting to £1781000 2008 £1781000 has not been depreciated
7  investments
       joint other
      subsidiaries ventures investments total
      £’000 £’000 £’000 £’000
cost
at 1 january 2009     334942  500  46  335488 
additions     –  –  13  13 
at 31 december 2009     334942  500  59  335501 
provisions
at 1 january 2009     1118  220  25  1363 
amortisation     –  –  8  8 
at 31 december 2009     1118  220  33  1371 
net book value  
at 31 december 2009     333824  280  26  334130 
net book value
at 31 december 2008     333824  280  21  334125 
details of the principal group companies are given on page 77
       
8  debtors
        2009 2008
        £’000 £’000
other debtors       900  1190 
prepayments and accrued income       78  113 
        978  1303
notes to the company ﬁnancial statements continued
31 december 2009 73
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
9  borrowings
        2009 2008
        £’000 £’000
current borrowings
bank loans
bank loans and overdrafts       –  9812 
other loans
136000000 766 guaranteed senior unsecured notes due 8 september 2010   27949  32168 
£15000000 699 guaranteed senior unsecured notes due 8 september 2010   5000  5000 
        32949  46980 
less capitalised costs       5 40
        32944  46940 
noncurrent borrowings
bank loans
unsecured £30 million revolving credit facility expiring 2011     –  – 
other loans
136000000 766 guaranteed senior unsecured notes due 8 september 2010   –  32168 
£15000000 699 guaranteed senior unsecured notes due 8 september 2010   –  5000 
43000000 555 guaranteed senior unsecured notes due 2 september 2012   26996  29698 
70000000 578 guaranteed senior unsecured notes due 2 september 2014   43948  48346 
22000000 598 guaranteed senior unsecured notes due 2 september 2016   13812  15195 
        84756  130407 
less capitalised costs       869 355
        83887  130052 
bank loans are denominated in a number of currencies and bear interest based on libor or foreign equivalents 
at 31 december 2009 the company had available £30 million 2008 £30 million of undrawn committed borrowing facilities 
in respect of which all conditions precedent had been met
the directors calculate the carrying value of the company’s borrowings as follows
analysis of borrowings at carrying value by currency
      sterling us dollar euro total
      £’000 £’000 £’000 £’000
31 december 2009
 loan notes     5000  112705  –  117 705 
 capitalised costs     874 –  –  874
      4126  112705  –  116831 
 cash and cash equivalents        1603
 net borrowings        115228 
 deduct special item        9608
 net borrowings underlying performance       105620
31 december 2008
 bank loans and overdrafts     6242  3221  349  9812 
 loan notes     10000  157 575  –  167 575 
 capitalised costs     395 –  –  395
      15847  160796  349  176992
 cash and cash equivalents        2641
 net borrowings        174351 
 deduct special item        25966
 net borrowings underlying performance       148385 
cash and cash equivalents comprise cash at bank and other shortterm highly liquid investments with a maturity  
of three months or less
      
  the special item represents the revaluation of us dollar loan notes from the rate of the related cross currency swaps to the year end rate together with the transitional 
adjustment required to reﬂect movements in fair value caused by variations in interest rates and subsequent amortisation thereof to the extent that these constituted 
effective hedges under pre frs 26 uk gaap  introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 74
10  other creditors
        2009 2008
        £’000 £’000
amount due within one year          
trade creditors       1088  579 
other taxation and social security       114  127 
other creditors       2341  2164 
amounts owed to subsidiaries       104111  54788 
accruals and deferred income       5102  8812 
        112756  66470 
11  share capital 
        2009 2008
        £’000 £’000
authorised  
219 111230 2008 219111230 ordinary shares of 10 pence each    21911  21911 
issued and fully paid 
145663 187 2008 145663187 ordinary shares of 10 pence each    14566  14566 
share options
as at 31 december 2009 the following options were outstanding
executive share options       number option price
exercisable between 20102012       1413  a
exercisable between 20102017       254801  a
exercisable between 20112018       655809  a
exercisable between 20122019       2810312  a
saye options       number option price
exercisable in 2010       13872  2610p
a options granted under the performance share plan and the longerterm deferred bonus plan and the deferred bonus plan 2006 with a total exercise price of £45
12  share premium and reserves
       capital
     share revaluation redemption proﬁt and
     premium reserve reserve loss account total
     £’000 £’000 £’000 £’000 £’000
at 1 january 2009    33034  826  949  81484  116293 
loss for the year    –  –  –  10053 10053
dividends    –  –  –  –  – 
retained loss for the year     –  –  –  10053 10053
sharebased payments    –  –  –  590  590 
revaluation depreciation    –  2 –  –  2
at 31 december 2009    33034  824  949  72021  106828 
13  related party transactions  
there were no related party transactions during the year 2008 none
14  guarantees and other ﬁnancial commitments
the company has given guarantees amounting to £18309000 2008 £7 071000 in respect of bank and other facilities 
of subsidiaries and joint ventures          
    
notes to the company ﬁnancial statements continued
31 december 2009 75
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
15  pension commitments 
the group participates in a funded scheme with both a deﬁned beneﬁt and deﬁned contribution section the yule catto group 
retirement beneﬁt scheme the scheme’s deﬁned beneﬁt section was closed to new members with effect from 31 december  
1998 and with effect from 1 january 1999 a deﬁned contribution section was introduced and is open to all eligible group  
employees during 2009 the group announced that it intended to close the deﬁned beneﬁt scheme to future accrual this  
process commenced in 2009 and will be completed by september 2010
the assets of the scheme are held separately from those of the companies concerned 
the pension charge for the year for the company amounted to £6972000 2008 £3838000
in accordance with frs 17  the company will account for its contributions to the deﬁned beneﬁt scheme as if it were a deﬁned 
contribution scheme because it is not possible to identify the company’s share of the assets and liabilities in the scheme on a 
consistent and reasonable basis the latest actuarial valuation of the scheme prepared for the purposes of making transitional 
disclosure in accordance with frs 17 shows a net pension liability of £69660000 at 31 december 2009
frs 17 disclosure
due to the application of ias 19 to the group ﬁnancial statements resulting in changes to the required disclosures at group level  
the disclosure requirements of frs 17 for the group have been included below
a full actuarial valuation was carried out as at 6 april 2006 and updated to 31 december 2009 by a qualiﬁed actuary the major 
assumptions used by the actuary were
     2009 2008 2007 2006 2005 
rate of increase in salaries    300 260 310 330 350
rate of increase in pensions in payment   300 250 250 250 250
discount rate    570 650 590 520 490
inﬂation assumption    300 260 310 280 250
the fair value of the assets in the scheme the present value of the liabilities in the scheme and the expected rate of return at each 
balance sheet date were
  2009 2009 2008 2008 2007 2007 2006 2006 2005 2005
  £’000  £’000  £’000  £’000  £’000 
equities 800  113673  900  90541  800  148747  790  155121  750  135200 
bonds 570  54243  670  47 614  517  44925  492  36316  463  31800 
cash 200  3899  425  438  425  1953  425  –  400  700 
total fair value of assets  171815   138593   195625   191437   167700 
present value of  
scheme liabilities  241475  205721  228966  260425  225000
deﬁcit in the scheme  69660  67128  33341  68988  57300
related deferred tax asset  –   –   –   –   – 
net pension liability  69660  67128  33341  68988  57300
contributions from the sponsoring companies are expected to be £11000000 in 2010
analysis of the amount that would have been charged to operating proﬁt under frs 17
        2009 2008
        £’000 £’000
current service cost       1493  1795 
        1493  1795 
analysis of the amount that would have been charged to net ﬁnance income under frs 17
        2009 2008
        £’000 £’000
expected return on pension scheme assets      11393 14047
interest on pension scheme liabilities       13068  13229
        1675  818 introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 76
notes to the company ﬁnancial statements continued
31 december 2009
15  pension commitments continued
analysis of the actuarial lossgain that would have been recognised in the statement of total recognised gains and losses
        2009 2008
        £’000 £’000
actual return less expected return on pension scheme assets     21209  64742
experience gains and losses arising on the scheme liabilities     32753 25273 
        11544 39469
history of experience gains and losses
     2009 2008 2007 2006 2005
difference between the expected and  
 actual return on scheme assets
amount £’000    21209  64742 5891 13800  17200 
percentage of scheme assets    1234 4671 301 721 1026
experience lossesgains on scheme liabilities    
amount £’000    32753 25273  25872  30988 12100
percentage of the present value of scheme liabilities  1356 1229 1130 1190 538
total actuarial lossesgains recognised in the  
 statement of total recognised gains and losses
amount £’000    11544 39469 19981  17188 5100 
percentage of the present value of scheme liabilities  478 1919 873 661 227
16  sharebased payments
for details of sharebased payments please refer to note 34 to the consolidated ﬁnancial statements on page 66 77
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
        effective
       country of  group interest
       incorporation in equity
operating companies      and operation 
arkem pty ltd      south africa 50

distributor of speciality chemicals and allied products
synthomer middle east company      saudi arabia 49

synthetic resin emulsions
revertex chemicals pty ltd      south africa 100
synthetic resin and emulsions and allied products 
revertex finewaters sdn bhd      malaysia 63
adhesives
revertex malaysia sdn bhd      malaysia 70
synthetic resin and emulsions natural rubber latices plasticers and allied products   
synthomer bv      netherlands 100
compounds of synthetic rubber latices
synthomer gmbh      germany 100
synthetic rubber latices and related compounds 
synthomer ltd      england 100
synthetic rubber latices and emulsions
synthomer sa      belgium 100
compounds dispersions and adhesives   
synthomer sdn bhd      malaysia 100
synthetic rubber latices and related compounds
synthomer vietnam co ltd      vietnam 60
synthetic adhesives   
union quimico farmaceutica sa uquifa      spain 100
pharmaceutical actives and intermediates   
uquifa mexico sacv      mexico 100
pharmaceutical actives and intermediates   
william blythe ltd      england 100
inorganic chemicals   
holding companies   
holliday chemical holdings      england 100
yule catto international sa      france 100
yule catto bv      netherlands 100
yule catto financing ltd      ireland 100
yule catto holdings gmbh      germany 100
yule catto international ltd      england 100
yule catto spain sl      spain 100
yule catto nederland bv      netherlands 100
 joint ventures   
 shares held by yule catto  co plc   
principal subsidiaries and joint ventures introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 78
underlying performance a    2009 2008 2007 2006 2005
     £’000 £’000 £’000 £’000 £’000
total sales    543398  602153  511313  485137  448841 
ebitda   b 66082  58630  56242  54519  49724 
operating proﬁt   c 51406  43192  42696  41634  36230 
finance costs     9869 10502 11497 11443 11741
proﬁt before taxation    41537  32690  31199  30191  24489 
earnings per share    213p  179p  160p  140p  98p 
dividends per share    – 40p  96p  93p  90p 
dividend cover    – 45  17  15  11 
net borrowings   e 88038 135482 170831 166271 165591
free cash ﬂow before dividends   d 39001  7 781  14012  8479  19786 
capital expenditure    8687  17 707  16994  18468  14331  
ifrs – continuing operations     2009 2008 2007 2006 2005
     £’000 £’000 £’000 £’000 £’000
total sales    543398  602153  511313  485137  448841 
ebitda   b 66082  58630 56242  54519  49724 
operating proﬁt   c 21406  40786  41032  22533  36239 
finance costs     14270 1887 7050 7825 14162
proﬁt before taxation    7136  38899  33982  14708  22077 
earnings per share    41p  222p  179p  26p  82p 
dividends per share    – 40p  96p  93p  90p 
dividend cover    –  55  19  03  09 
net borrowings   e 97646 161448 150341 150656 171266
free cash ﬂow before dividends   d 39001  7 781  14012  8479  19786 
capital expenditure    8687  17 707  16994  18468  14331 
a as presented in the consolidated income statement on page 34
b as deﬁned in the accounting policies at note 2 and derived in note 36
c as deﬁned in note 2 to the ﬁnancial statements on pages 38 to 42
d as shown with the consolidated cash ﬂow statement on page 37
e as deﬁned in note 2 to the ﬁnancial statements and derived in note 30
five year ﬁnancial summary 79
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
11  that the company be unconditionally and generally 
authorised for the purpose of section 701 of the companies 
act 2006 ‘the act’ to make market purchases as deﬁned  
in section 6934 of the act of ordinary shares of 10p each 
in the capital of the company provided that
 a  the maximum number of shares which may be purchased 
is 14566318
 b  the minimum price which may be paid for each share  
is 10p exclusive of expenses
 c  the maximum price which may be paid for a share is  
an amount equal to 105 of the average of the closing 
middle market quotations of the company’s ordinary 
shares as derived from the london stock exchange  
daily ofﬁcial list for the ﬁve business days immediately 
preceding the day on which such share is contracted  
to be purchased exclusive of expenses and
 d  this authority shall expire at the conclusion of the next 
annual general meeting of the company or if earlier  
15 months after the passing of this resolution except  
in relation to the purchase of shares the contract for  
which was concluded before the expiry of such authority 
and which might be executed wholly or partly after  
such expiry unless such authority is renewed prior  
to such time
12  that a general meeting other than an annual general 
meeting may be called on not less than 14 clear  
days’ notice
13  that the amendments to the yule catto performance  
share plan main features of which are summarised  
in the chairman’s letter to shareholders dated 8 april 2010 
be and are hereby approved
by order of the board
r atkinson
secretary
10 march 2010
registered ofﬁce
temple fields
central road
harlow
essex
cm20 2bh
registered in england and wales number 98381
notice is hereby given that the annual general meeting of the 
company will be held at the manor of groves hotel high wych 
sawbridgeworth hertfordshire cm21 0ju on thursday 6 may 
2010 at 1100am for the following purposes
resolutions 8 10 11 and 12 will be proposed as special 
resolutions all other resolutions will be proposed as  
ordinary resolutions
ordinary business
1  to receive and adopt the report of the directors and audited 
ﬁnancial statements for the year ended 31 december 2009
2   to approve the report of the board on directors’ 
remuneration for the year ended 31 december 2009
3  to reelect as a director the hon a g catto
4  to reelect as a director dato’ lee hau hian
5 to reelect as a director mr p s wood
6  to reappoint deloitte llp as auditors of the company to 
hold ofﬁce until the conclusion of the next annual general 
meeting at which accounts are laid before the company
7   to authorise the directors to determine the remuneration  
of the auditors
special business
8   to resolve that with effect from the end of this annual 
general meeting
 
 a  the articles of association of the company be amended 
by deleting all the provisions of the company’s 
memorandum of association which by virtue of section 
28 of the companies act 2006 are to be treated as 
provisions of the company’s articles of association and
 b  the articles of association produced to the meeting and 
initialled by the chairman of the meeting for the purpose 
of identiﬁcation the ‘new articles’ be adopted as the 
articles of association of the company in substitution  
for and to the exclusion of the existing articles  
of association 
9   to resolve that the authority conferred on the directors by 
article 52 of the company’s new articles be renewed upon 
the new articles becoming effective for the period ending  
at the end of the annual general meeting in 2011 or on  
30 june 2011 whichever is the earlier and for such period 
the section 551 amount shall be £4855439 such authority 
shall be in substitution for all previous authorities pursuant  
to section 551 of the companies act 2006
10  to resolve that subject to the passing of resolution 9 above 
the power conferred on the directors by article 53 of the 
company’s new articles be renewed for the period referred 
to in such resolution and for such period the section 561 
amount shall be £728315 such authority shall be in 
substitution for all previous powers pursuant to section 561 
of the companies act 2006
notice of meeting introduction business review governance group ﬁnancial 
statements
company ﬁnancial 
statements
other information
yule catto  co plc
annual report and accounts 2009 80
be transmitted so as to be received by the issuer’s agent id 
3ra50 by the latest times for the receipt of proxy appointments 
speciﬁed in note 2 for this purpose the time of receipt will be 
taken to be the time as determined by the time stamp applied to 
the message by the crest application host from which the 
issuer’s agent is able to retrieve the message by enquiry to crest 
in the manner prescribed by crest after this time any change of 
instructions to proxies appointed through crest should be 
communicated to the appointee through other means 
10  crest members and where applicable their crest sponsors  
or voting service providers should note that euroclear uk  ireland 
limited does not make available special procedures in crest for 
any particular message normal system timings and limitations will 
therefore apply in relation to the input of crest proxy instructions 
it is the responsibility of the crest member concerned to take  
or if the crest member is a crest personal member  
or sponsored member or has appointed a voting service provider 
to procure that his crest sponsor or voting service providers 
takes such action as shall be necessary to ensure that a 
message is transmitted by means of the crest system by any 
particular time in this connection crest members and where 
applicable their crest sponsors or voting system providers are 
referred in particular to those sections of the crest manual 
concerning practical limitations of the crest system and timings 
11  the company may treat as invalid a crest proxy instruction in the 
circumstances set out in regulation 355a of the uncertiﬁcated 
securities regulations 2001 
12  any corporation which is a member can appoint one or more 
corporate representatives who may exercise on its behalf all of its 
powers as a member provided that they do not do so in relation to 
the same shares 
13  under section 527 of the companies act 2006 members meeting 
the threshold requirements set out in that section have the right to 
require the company to publish on a website a statement setting 
out any matter relating to i the audit of the company’s accounts 
including the auditor’s report and the conduct of the audit that  
are to be laid before the annual general meeting or 
  ii any circumstance connected with an auditor of the company 
ceasing to hold ofﬁce since the previous meeting at which annual 
accounts and reports were laid in accordance with section 437 of 
the companies act 2006 the company may not require the 
shareholders requesting any such website publication to pay its 
expenses in complying with sections 527 or 528 of the companies 
act 2006 where the company is required to place a statement on 
a website under section 527 of the companies act 2006 it must 
forward the statement to the company’s auditor not later than the 
time when it makes the statement available on the website the 
business which may be dealt with at the annual general meeting 
includes any statement that the company has been required under 
section 527 of the companies act 2006 to publish on a website
14  any member attending the meeting has the right to ask questions 
the company must cause to be answered any such question 
relating to the business being dealt with at the meeting but no such 
answer need be given if a to do so would interfere unduly with the 
preparation for the meeting or involve the disclosure of conﬁdential 
information b the answer has already been given on a website  
in the form of an answer to a question or c it is undesirable in  
the interests of the company or the good order of the meeting that 
the question be answered 
15  a copy of this notice and other information required by  
section 311a of the companies act 2006 can be found at  
wwwyulecattocom
notes 
1  members are entitled to appoint a proxy to exercise all or any  
of their rights to attend and to speak and vote on their behalf at  
the meeting a shareholder may appoint more than one proxy in 
relation to the annual general meeting provided that each proxy  
is appointed to exercise the rights attached to a different share or 
shares held by that shareholder a proxy need not be a shareholder 
of the company a proxy form which may be used to make such 
appointment and give proxy instructions accompanies this notice 
2  to be valid any proxy form or other instrument appointing a proxy 
must be received by post or during normal business hours only  
by hand at computershare investor services plc the pavilions 
bridgwater road bristol bs99 6zy or at the electronic address 
provided in the proxy form in each case no later than 48 hours 
before the time appointed for holding the meeting or any  
adjourned meeting 
3   the return of a completed proxy form other such instrument or any 
crest proxy instruction as described in paragraph 9 below will 
not prevent a shareholder attending the annual general meeting 
and voting in person if heshe wishes to do so 
4   any person to whom this notice is sent who is a person nominated 
under section 146 of the companies act 2006 to enjoy information 
rights a ‘nominated person’ may under an agreement between 
himher and the shareholder by whom heshe was nominated 
have a right to be appointed or to have someone else appointed 
as a proxy for the annual general meeting if a nominated person  
has no such proxy appointment right or does not wish to exercise 
it heshe may under any such agreement have a right to give 
instructions to the shareholder as to the exercise of voting rights 
5   the statement of the rights of shareholders in relation to the 
appointment of proxies in paragraphs 1 and 2 above does not 
apply to nominated persons the rights described in these 
paragraphs can only be exercised by shareholders of the company 
6  to be entitled to attend and vote at the annual general meeting 
and for the purpose of the determination by the company of the 
votes they may cast shareholders must be registered in the 
register of members of the company at close of business on 
tuesday 4 may 2010 or in the event of any adjournment on the 
date which is two days before the time of the adjourned meeting 
changes to the register of members after the relevant deadline 
shall be disregarded in determining the rights of any person to 
attend and vote at the meeting 
7   the company’s capital consists of 145663187 ordinary shares 
with voting rights 
8   crest members who wish to appoint a proxy or proxies through 
the crest electronic proxy appointment service may do so by 
using the procedures described in the crest manual crest 
personal members or other crest sponsored members and 
those crest members who have appointed a service providers 
should refer to their crest sponsor or voting service providers 
who will be able to take the appropriate action on their behalf 
9   in order for a proxy appointment or instruction made using the 
crest service to be valid the appropriate crest message  
a ‘crest proxy instruction’ must be properly authenticated in 
accordance with euroclear uk  ireland limited’s speciﬁcations 
and must contain the information required for such instruction as 
described in the crest manual available via wwweuroclearcom
crest the message regardless of whether it constitutes the 
appointment of a proxy or is an amendment to the instruction  
given to a previously appointed proxy must in order to be valid  
notice of meeting continued designed and produced by the college  wwwthecollegeukcom yule catto  co plc
temple fields
harlow
essex cm20 2bh
uk
t 44 01279 442 791
f 44 01279 641 360
wwwyulecattocom


Summary:
 01
yule catto  co plc
annual report and accounts 2009
introduction business review governance
group ﬁnancial 
statements
company ﬁnancial 
statements other information
financial highlights
          underlying performance
a
 ifrs
  
         2009 2008 2009 2008
   £’000 £’000 £’000 £’000
total sales
b
  543398 602153 543398 602153
ebitda
c
  66082 58630 66082 58630
operating proﬁt  51406 43192 21406 40786
proﬁt before taxation  41537 32690 7136 38899
earnings per share  213p 17 9p 41p 222p
dividends per share
d
  – 40p – 40p
net borrowings
e
  88038 135482 97646 161448
cash generated from operations  64499 44299 64499 44299
free cash ﬂow before dividends
f
  39001 7781 39001 7781
the above table represents the results of yule catto  co plc its subsidiaries and its share of joint ventures
a underlying performance excludes special items as shown on the consolidated income statement
b as deﬁned in the accounting policies at note 2
c as deﬁned in the accounting policies at note 2 and reconciled at note 36
d see note 11
e as shown on the consolidated balance sheet on page 36
f as shown within the consolidated cash ﬂow statement on page 37
   proﬁt before taxation up 27 
to £41 5 million 2008 £327 million
   operating proﬁt ahead in 
all divisions
  polymers operating proﬁt 
ahead by 27
   earnings per share up 19 
at 21 3p 2008 1 7 9p
   substantial reduction in net debt 
to £88 million 2008 £1 35 million
total sales
£543m
earnings per share
213p
proﬁt before taxation
£415m
increase in proﬁt before taxation
 27
underlying performance
ifrs