05
report  accounts 2005 01
an introduction to business post 2
chairman’s statement 3
highlights 4
chief executive’s review 5
financial review 19
directors and advisers 23
corporate governance 25
corporate social responsibility 29
remuneration report 30
directors’ report 37
independent auditors’ report 39
consolidated profit and loss account 40
consolidated balance sheet 41
company balance sheet 42
consolidated cash flow statement 43
notes to the financial statements 44
five year summary of results 55
notice of meeting 56
contents
29 june 2005 shares become ex dividend
1 july 2005 record date for dividend
12 july 2005 annual general meeting
21 july 2005 payment of final dividend for the year ended 31 march 2005
november 2005 announcement of interim results and interim dividend for the year ending 31 march 2006
january 2006 payment of interim dividend for the year ending 31 march 2006
financial calendar
operations
express house
wolseley drive
heartlands
birmingham  b8 2sq
tel 0121 335 1000
fax 0121 335 1003
wwwbusinesspostbiz
finance
express house
464 berkshire avenue
slough 
berkshire  sl1 4pl
tel 01753 706000
fax 01753 706141
wwwbusinesspostbiz
company number
02800218
head offices
designed and produced by business post marketing 02
business post is the uk’s leading
independent express delivery company
what do we do
we provide timedefinite deliveries anywhere in the world to both business and residential addresses 
shipments vary in weight from under 60 grammes for a letter to over one tonne for a pallet load
most customers in the uk choose next day deliveries however our courier businesses provide a
same day service whilst uk mail offers a two day service
who for
we have over 20000 customers nearly all of them are uk businesses
how
parcel collections and deliveries in the uk are made by almost 1500 drivers parcels and mail bags are
fed into one of 59 depots nationwide which are linked by a complex network of vehicle movements 
uk pallets operates through a partnership network with over 70 independent haulage businesses
throughout the uk linked via a central hub in staffordshire
shipments for delivery outside the uk are passed to one of our international partners for their onward
journey
the very latest technology is used to control and report on every item that moves through our networks
what makes us different
•
reliability  our ontime delivery record is the envy of our competitors 
•
t echnology our deliveries are supported by information systems which are at the forefront of the 
industry
•
innovation we were the first company to offer nationwide mail delivery services as an alternative to the 
royal mail and more generally we are consistently at the forefront of the express delivery industry
•
fedex  we are the chosen uk partner of fedex the world’s leading express delivery company
•
flexibility our highly efficient operation provides customers with a wide range of collection and delivery 
options
•
entrepreneurship almost twothirds of our depots are franchised  nearly all of our collection and 
delivery drivers are selfemployed
•
specialism different types of deliveries have different requirements we have a number of specialist 
business units run by experts
our business units
express uk b2b parcel delivery
international international parcel and mail delivery primarily b2b
homeserve uk b2c parcel delivery
uk pallets uk palletised delivery
courier uk sameday courier
uk mail uk mail delivery 03
i am pleased to report that in the year ended 31
march 2005 business post enjoyed continued
success
finance
on turnover up 21 at £2333m operating profit increased
by 9 to £208m pretax profit by 7 to £205m and
earnings per share by 9 to 266p in all cases before
deducting goodwill amortisation of £05m 2004 £04m
statutory operating profit pretax profit and earnings per
share were £203m £200m and 257p respectively
aftertax returns on average net assets increased further 
to 269 2004 265
dividends
a final dividend per share of 128p up 6 is proposed
payable on 21july 2005 to shareholders on the register at
the close of business on 1 july 2005 the exdividend date 
is 29 june 2005  together with the interim dividend per
share of 64p proposed dividends per share are 7 higher
at 192p
business
progress across the group during the year was again in line
with the strategy articulated in 2001  
the core express business representing our uk business
tobusiness parcel activity  grew its turnover ahead of
expectations and in so doing increased its market share to
around 8
amongst the newer and smaller businesses of special note
again was the strong growth in homeserve operating in the
businesstoconsumer market  homeserve’s turnover
increase of 54 means that it has grown eightfold since it
was relaunched in april 2002
the most recently launched business uk mail which
commenced trading in may 2004 had an outstanding first
year and is on track to achieve the group’s prediction of a
3 share of the mail market by the end of its third year
ftse 250
since 2001 turnover has increased by 89 pretax profit by
61 and earnings per share by 57  reflecting this
sustained progress and strong prospects for the future i am
delighted to report that business post became a member of
the ftse 250 index in january 2005
personnel
we announced at the beginning of may that russell hodgson
the director responsible for parcel services would be leaving the
group on 30 september 2005 for health reasons following a
restructuring within parcel services the express international
and homeserve business units and network services will report
directly to paul carvell chief executive  russell has contributed
substantially to the considerable success enjoyed by business
post since 2001 when he joined us as group operations
director and we shall be sorry to lose him  
as reported in the 2004 report  accounts philip stephens
was appointed a nonexecutive director on 1 april 2004
whilst richard saville retired as a nonexecutive director on
31 may 2004
to the group’s employees and associates throughout our
parcel mail and other specialist distribution networks i
extend my thanks on behalf of all shareholders
prospects
the board expects substantial progress in the current year and
remains very confident about the group’s long term potential
peter kane
chairman
uk mail is on track to achieve a
3 share of the mail market by
the end of its third year
peter kane chairman
‘‘
‘‘
chairman’s statement operational
express increased market share to c8
exceptional growth in home delivery
volumes via homeserve
uk mail already has a market share of
almost 1
business post became a member
of the ftse 250 index in january
2005
highlights
turnover up by 
21 to £2333m
operating profit up by 
9
earnings per share up by
8
dividends per share up by 
7 to 192p
04
financial 05
strategic development
the group’s strategy first articulated in 2001 has been for
express uk businesstobusiness parcel delivery to remain
the group’s core activity with the group’s other activities
being developed alongside each with more rapid growth
rates  strategic acquisitions have been selectively
considered either to achieve critical mass in a particular area
or to add a complementary service to the range of time
definite deliveries  in all of its businesses business post’s
strategy has been to remain a premium rather than a volume
player
a substantial advance has been achieved since 2001 and
the group has developed strong market positions for each 
of its businesses
•
relative to the pretax profit of £127m and earnings per 
share of 169p reported for the year ended 31 march 
2001 the underlying increases in profits and eps have 
been 61 and 57 respectively
•
express has progressively grown its market share by 
focusing on providing high quality services and in a 
recent independent market survey was again voted best 
for ontime deliveries
•
international through its longterm partnership with 
fedex offers customers access to the world’s 
leading air express delivery company and via the 
eurodis network offers high quality roadbased 
deliveries throughout europe
• homeserve has introduced a number of innovations to 
improve customers’ firsttime delivery success rate 
increasing its turnover eightfold over three years
•
uk mail was the first company to sign an agreement for 
access into royal mail’s network and is recognised as 
the market leader
• courier has developed both a rapidlygrowing nationwide
network for sameday deliveries and through acquisition
a specialist technical courier capability
• uk pallets building on the expertise developed in our 
parcel network is introducing sophisticated it into 
the market for palletised deliveries to differentiate itself 
from the volume competitors through higher 
levels of customer service
the board believes that the group contains the elements
necessary for further substantial profitable growth not only in
uk mail but also through its other businesses which are
collectively capable of driving doubledigit percentage
growth
review of 2005
a summary of the main developments across the group
during the year is set out on the following pages
page 07 parcel services
page 13 mail services
page 15 specialist distribution services
page 18 staff  associates
in all of its businesses
business post’s strategy is to
remain a premium rather than 
a volume player
paul carvell chief executive
‘‘
‘‘
chief executive’s review 06 chief executive’s review
parcel services
parcel services comprises the group’s
businesstobusiness express business
toconsumer homeserve and cross
border international business units all
sharing the combined infrastructure of
network services
07 express is the group’s core uk businesstobusiness parcel
service and in the period contributed 56 of group turnover  
it specialises in nextday deliveries for those customers who
need a reliable service backed up by sophisticated information
systems thereby differentiating itself from the high volumelow
price operators
express made good progress in a market which was challenging throughout the
year increasing its turnover by 54 to £1313m  adjusting for the three fewer
working days express increased its turnover by 7 representing a further
increase in market share to around 8
despite customers tending more towards a standard service the average rate per
consignment advanced marginally through strategic price rises and an increase in
fuel surcharge as a result of higher oil prices  further increases in revenue quality
whilst maintaining market share and the introduction of a business print service
for customers sending out pointofsale materials will be the main focus for
express in the coming year
express is the uk’s largest independent 
parcel business
08
chief executive’s review
express
£1313m
of turnover 
56
of group turnover
54
growth on last year
financial highlights  express international is responsible for all shipments coming into and leaving
the uk accounting in the period for 12 of group turnover  a high
proportion of its business derives from business post’s activities as
global service participant in the uk for fedex  additionally as a
member of the eurodis network international handles roadbased
shipments to and from continental europe    
international increased its turnover by 17 to £281m reflecting the introduction of a
heavyweight distribution service fedex international priority freight from april 2004  
international mail launched in july 2002 to offer business customers an alternative to
royal mail for their overseas postal requirements again grew substantially increasing its
turnover to £24m from £16m  
continued development of the eurodis road arrangement launched in january 2004
contributed to a 23 increase in continental european roadborne business the eurodis
network will benefit in the current year from the 10 states which have recently joined the eu
with the market for crossborder shipments
growing at roughly twice that of domestic
international has considerable scope for
growth
£281m
of turnover 
12
of group turnover
17
growth on last year
09
financial highlights  international
chief executive’s review
international homeserve which accounted for 12 of group turnover is the
group’s uk businesstoconsumer parcel service providing a high
quality timedefinite service to residential addresses with full proof of
delivery and trackandtrace facilities
the home delivery market continues to grow strongly and through its targeted sales
approach focusing on customers requiring a tailored service homeserve continued its
recent success increasing turnover by 54 to £268m representing an eightfold
increase since its relaunch in april 2002
an important element in homeserves success is that it concentrates on delivering high
value items and works closely with the customer to achieve a first time delivery 
a substantial contributor to the turnover increase was the walsh western contract which
was effective from june 2003 to deliver computers and related equipment  important
new business wins all of which are expected to contribute an increased turnover in the
current year included deliveries of computers household goods and golf equipment for a
range of new customers
under an exclusive distribution agreement with torontobased ebox using a network of
eboxes incorporating electronic access devices trials of secure unattended deliveries
commenced and are proceeding satisfactorily
homeserve has grown eightfold 
since its relaunch in april 2002
£268m
of turnover
12
of group turnover
54
growth on last year
10
financial highlights  homeserve
chief executive’s review
homeserve network services is responsible for providing high quality collection
and delivery services to the business units within parcel services
through a network of 59 depots 22 corporate and 37 franchised
network services moved 374 million parcels up 14 on the previous year together with
over 70 million items of mail  against the background of this strong growth and the
increasingly strong prechristmas peak period network services incurred additional
costs of approximately £075m to ensure the maintenance of high quality service levels
during the year the roll out was completed of 1500 new scanners for the groups
collection and delivery drivers their gprs and wifi capability significantly improves the
speed with which scans can be transferred to the groups trackandtrace website both
from within its sites and whilst out on the road 
initiatives designed to enhance further the level of both customer and employee
satisfaction have commenced and the first half of the current year will see significant
levels of training and development throughout the network
the network services infrastructure
ensures the group retains its market 
leading delivery quality
over 37 million
parcels delivered
ontime deliveries
consistently over 
98
major investments
made in scanning
technology
11
key points  network services
chief executive’s review
network services 12 uk mail is licensed by postcomm the
independent regulator to offer mail
services throughout the united kingdom
13
chief executive’s review
mail services uk mail as the first mover in the deregulated uk market for business
mail offers a nationwide two day mail delivery service operating in
both the businesstoconsumer and businesstobusiness markets
features of the service are trackandtrace and flexibility of collection
for large mailers  
uk mail has made excellent progress and achieved turnover of £102m for the year
comprising £21m in the first half and £81m in the second half  at the year end less
than 11 months after commencing trading uk mail had an annualised throughput of
approximately 250 million items approaching 1 of the market and making uk mail the
largest downstream access operator 
customers cover a broad range of sectors with the march 2005 contract with royal bank
of scotland group rbsg representing a groundbreaking entry into the vat exempt
market place  making full use of the established collection linehaul and delivery expertise
of the group uk mail achieved over 98 ontime deliveries
uk mail achieved monthly profitability by october 2004 and made a small profit for the
year overall  uk mail has ambitious plans for the current year including launching new
products to address the unsorted segment of the market significant advances in market
share and profit are expected
uk mail commenced trading on 10 may
2004 and had an outstanding and profitable
first year
£102m
of turnover 
4
of group turnover
approaching
1
market share
14
financial highlights  uk mail
chief executive’s review
uk mail specialist distribution services comprises
the group’s sameday and palletised
goods delivery activities
15
chief executive’s review
specialist distribution services business post’s courier activity which comprises uk today and
bxtech accounted for 5 of group turnover with an increase 
of 15
uk today is the group’s uk nationwide sameday courier service  it operates out of
corporate and franchised depots using dedicated liveried vehicles and uniformed drivers
in the year uk today increased its turnover by 25 and its profit contribution significantly
rewarding a focus on improved margins
bxtech is the birminghambased technical courier active in the it  medical and utilities
sectors it has a higher proportion of contractbacked business than the rest of the
group including agreements with blockbuster siemens and severn trent water for a
range of specialist support services  in the year a number of important contracts were
successfully renewed and the sales force was strengthened to develop the sales pipeline
a focus for the current year is entry into the market for the installation of lcd and plasma
screens for major manufacturers
business post’s courier activities are
increasingly focusing on smallvan logistics
solutions
£121m
of turnover
5
of group turnover
15
growth on last year
16
financial highlights  courier
chief executive’s review
courier uk pallets provides a nationwide palletised goods delivery service
through a partnership network with over 70 independent haulage
businesses throughout the uk  operating from a national hub at
lichfield staffordshire uk pallets currently handles nearly 5000
pallets each night and is estimated to be the uk’s fourth largest
palletised goods network
uk pallets generated a turnover of £231m which compares with £144m in the eight
months to 31 march 2004 and represents 10 of group turnover  whilst the turnover
increase was 16 year on year this was below the board’s expectations reflecting
disappointing market conditions throughout the year which were further depressed by
poor trading experienced in the retail and parts of the building sectors over christmas
and subsequently  the shortfall in turnover growth and the additional cost of a hub
extension from september 2004 led to a reduced full year profit contribution
the introduction during the year of uk pallets online which incorporates many tried and
tested concepts from the parcels side of the business together with changes in
operational management and expansion of the sales team will benefit the current year
during which a significantly improved performance is expected
uk pallets is introducing a range of it
solutions which put it at the forefront of the
pallet networks
£231m
of turnover
10
of group turnover
16
growth on last year
17
financial highlights  uk pallets
chief executive’s review
uk pallets as always we are entirely dependent upon the hard work and
enthusiasm of not only our employees but also our associates
working within our franchised and partner operations and as owner
drivers
we have already commenced a programme of training and process improvements
designed to make sure our customers’ interests are at the heart of everything we do by
differentiating ourselves further from our competition through everimproving customer
care we will establish a competitive advantage which will be sustainable over the long
term
the delta programme will represent a significant focus for us in the current year and all
our employees and associates will be taking part in these improvements i look forward to
the coming year with enthusiam
paul carvell
chief executive
the employee consultative group has been
strengthened to provide a robust platform for all
employees to make a significant contribution to
bringing about change in the workplace
ecg representatives
increased from 13 
to 59
investors in people
accreditation
renewed
key points  staff  associates
18
chief executive’s review
staff  associates 19
revenues
2005 2004 increase
turnover £2333m £1927m 21
the 21 turnover increase includes a full year contribution from uk pallets which was acquired in july 2003 and an initial
contribution from uk mail which commenced trading on 10 may 2004 on a likeforlike basis growth was 12
the overall increase reflects the strategy being pursued by the group with relatively modest growth in express which
operates in a mature market being complemented by rapid growth in the newer businesses and also from acquisitions
in the year turnover growth was 54 for express and at least an underlying 15 for each of international homeserve 
uk pallets and courier  £102m 44 of turnover was contributed by uk mail in its first year
the overall increase in turnover reduced from 23 in the first half to 20 in the second half the reduction in likeforlike
growth excluding uk mail and uk pallets was from 13 to 12 respectively
profit
2005 2004 increase
operating profit £203m £187m 9
adjusted operating profit £208m £191m 9
pretax profit £200m £187m 7
adjusted pretax profit £205m £191m 7
adjusted operating margins were 89 2004 99 affected by the small profit in uk mail on turnover of £102m and lower
margins in uk pallets on a likeforlike basis excluding uk mail and uk pallets margins were 100 2004 103 in both
cases the three fewer working days are estimated to have depressed margins by 04
net interest payable amounted to £03m 2004 nil reflecting the impact of the aggregate £11m cost of the acquisitions of
bxtech in february 2003 and uk pallets in july 2003
excluding goodwill amortisation of £05m 2004 £04m
the balance sheet 
remains strong and the
group’s aftertax return on
average net assets increased
further to 269
peter fitzwilliam finance director
financial review
‘‘
‘‘ earnings
2005 2004 increase
earnings per share 257p 238p 8
adjusted earnings per share 266p 245p 9
the slightly higher percentage increase in earnings per share than in pretax profit reflects an effective tax rate of 310 
2004 326 of which 16 was a prior year adjustment
dividends
2005 2004 increase
dividends per share 192p 180p 7
together with the interim dividend per share of 64p 2004 595p proposed dividends per share are 7 higher at 192p 
2004 180p covered 134x 2004 132x by eps
cash flow
2005 2004
cash inflow from operating activities £215m £226m
net debt £56m £56m
net cash inflow from operating activities totalled £215m 2004 £226m the small reduction relative to 2004 reflecting
primarily increased working capital requirements and an increase in amounts due from franchisees
net capital expenditure rose to £66m 2004 £58m reflecting principally the rollout of handheld scanners and the replacement
and expansion of the vehicle fleet capital expenditure in 2006 is expected to increase as a result of the group’s planned
investment of £2m in mail sorting equipment
balance sheet
2005 2004
goodwill £90m £108m
equity shareholders’ funds £535m £491m
gearing 10
11
the balance sheet remains strong and the group’s aftertax return on average net assets increased further to 269 from 265 
year end net debt was unchanged at £56m representing gearing of 10 2004 11 at this level the group can comfortably
accommodate further capital expenditure or small acquisitions without recourse to equity financing
risks
the board regularly considers the principal risks facing the group and establishes processes to limit their impact without stifling
entrepreneurial enterprise
overall since the vast majority of the group’s activities are provided to uk businesses the fortunes of the group are linked to the
general health of the uk economy  the group’s exposure is limited by being spread across a wide range of industry sectors with
the most significant being the high tech sector which generates roughly 20 of group turnover  fedex the world’s leading express
delivery company accounts for less than 10 of turnover and no other customer accounts for over 5
operating in the transport and services sector the group’s principal costs are people and vehiclerelated  levels of unemployment
affect the availability of staff and drivers but the group’s expansion is not expected to be constrained by these factors  working
hours will increasingly be subject to the european working time directive which restricts employees’ weekly hours  the group has
evaluated the likely impact of this directive and considers that it will not have a significant impact on its operations  fuel costs
represent an important cost but significant increases can be passed on to customers via a fuel surcharge mechanism common
throughout the industry
handling millions of transactions each year the group is highly reliant on the availability and smooth running of its operational
computer systems  any widescale systems failure would cause significant disruption to the business but disaster recovery
procedures are well established and regularly tested
20 exposure to financial risk
the group is not significantly exposed to the effects of fluctuations in exchange rates since all income is in sterling and costs
denominated in foreign currency represent less than 5 of all expenditure
the group’s profitability traditionally strong levels of cash flow and low indebtedness mean that it is not significantly exposed
to liquidity risk
the group’s exposure to interest risk has been reduced by means of an interest rate cap hedging contract
treasury policy
the treasury function is run prudently with cash invested in low risk cash deposits  the group uses a deposit in euros to hedge
the group’s limited exposure to purchases denominated in european currency and gains and losses on the retranslation of the
account offset increases or decreases in the sterling equivalent value of foreign purchases  at the year end the balance on this
account was £06m
international financial reporting standards
the group will be required to prepare its accounts for the year ending 31 march 2006 under international financial reporting
standards “ifrs”  the interim results to 30 september 2005 will be the first reported in line with ifrs 
there are two principal changes which will be required to the group’s accounting policies under ifrs  these are in relation to the
accounting for sharebased awards and goodwill amortisation  the net impact on reported profits is not expected to be
significant nor to have any effect on cashflow
share price performance
business post’s share price performed strongly in the
financial year ended 31 march 2005 closing up over
34 per cent at 660p on the previous year’s close of
4905p and outperforming the ftse support services
sector by 32 per cent the shares moved in line with
the sector throughout the first quarter of the financial
year before registering strong outperformances ahead
of the final figures announced on 18 may 2004 and
the agm trading update on 13 july 2004 the shares
continued to outperform the market in subsequent
months leading to business post’s entry into the
ftse 250 in january 2005
peter fitzwilliam
finance director
21 22 23
directors  advisers
‘‘
‘‘
progress across the group was
again in line with the strategy
articulated in 2001
peter kane chairman stockbrokers and financial advisers  arbuthnot   arbuthnot house   20 ropemaker street   london   ec2y 9ar
financial pr  bankside consultants   st mary abchurch house   123 cannon street   london   ec4n 5au
auditors  pricewaterhousecoopers llp   harman house   1 george street   uxbridge   middlesex   ub8 1qq
solicitors  dechert llp   2 serjeants’ inn   london   ec4y 1lt                   eversheds llp   115 colmore row   birmingham   b3 3al
bankers  lloyds tsb   125 colmore row   birmingham   b3 2ds barclays   54 lombard street   london   ec3p 3ah
registrars  computershare investor services   po box 82   the pavilions   bridgwater road   bristol   bs99 7nh
registered office  express house   464 berkshire avenue   slough   sl1 4pl
michael kane 55  
nonexecutive director
joined business post in 1974
became managing director in 1984
chief executive in november 1995
and nonexecutive director in march
1997 acted as chief operating
officer from july 2000 until resuming
his nonexecutive role on 
1 april 2001 
from left to right
from left to right
philip stephens 63 
independent nonexecutive
director
was appointed a nonexecutive
director on 1 april 2004  he is 
nonexecutive chairman of oakdene
homes and egdon resources and a
nonexecutive director of foresight 4
vct  until his retirement in 2002 he
was involved in corporate finance
and broking for more than 35 years
dennis clark 61  
nonexecutive director and
senior independent director
has been the finance director of
hunting since 1989 he was
appointed to the board on 
1 october 1998 
bill cockburn cbe td 62  
deputy chairman
is a non executive director of awg
was chief executive of the post
office from 1992 to 1995 chief
executive of wh smith from 1995 to
1997 and group managing director of
bt from 1997 to 2001 he was
appointed as a nonexecutive director
on 1 april 2002 and advises the
group on mail matters
guy buswell 43  
managing director uk mail
joined business post in 1989 and
was appointed sales director in 1992 
after a period elsewhere in the 
industry he rejoined the company in
1997 and was appointed to the board
on 12 august 1998 became
managing director of uk mail from 
1 july 2002
peter fitzwilliam 45  
finance director
joined the board on 1 february 
1999 from rank group where he 
was head of finance at odeon
cinemas previously he was with
pricewaterhousecoopers 
russell hodgson 56 
group managing director 
parcel services
joined the board as operations and
franchise director on 2 january 2001
from jacobs holdings after having
spent 25 years in the parcel industry
holding a number of senior positions
was appointed group managing
director parcel services from 
15 october 2003
paul carvell 50  
chief executive
joined the board on 26 february
2001 from christian salvesen where
he was managing director of the
industrial division prior to that he
held a number of senior positions 
in the logistics and express parcels
sectors 
peter kane 58  
chairman
founded the company and with
michael kane his brother was
responsible for its development until
becoming a nonexecutive director in
1996 after a period as chief
executive from august 1998 he
resumed his nonexecutive role on 
1 april 2001 and was appointed
chairman on 10 july 2001  
alec ross 49  
it director
joined the company in june 1997
with 20 years’ experience in systems 
development in transport and 
logistics and was appointed to the
board on 15 september 1998 
24 corporate governance
the listing rules of the uk listing authority require listed companies to disclose how they comply with the principles of good governance and code of best practice
known as the combined code the code originally adopted in 1998 was revised during 2003 and this is the first year in which the company is required to comply with
the revised code  this statement which incorporates the statement on corporate social responsibility explains how the company has applied the principles of good
governance set out in the new combined code 
the board
during the year business post maintained an equal balance of executive and nonexecutive directors bringing a wide range of skills and experience to the board
biographical details of all directors are set out in the directors and advisers statement of the five nonexecutive directors dennis clark and philip stephens are judged
to be independent according to the guidelines set out in the combined code and dennis clark has been appointed by the board to be the senior independent director
michael and peter kane are not judged to be independent due to their significant shareholdings and bill cockburn is not judged to be independent due to his consultancy
contract with uk mail all the nonexecutive directors make a significant contribution to the functioning of the board and its committees and no one individual or group
dominates the board’s decisionmaking process
all directors are required by the company’ s articles of association to submit themselves for reelection at least every three years the names of those directors standing
for reelection to the board this year are set out in the notice of the forthcoming annual general meeting  there are two nonexecutive directors standing for reelection
at the agm and the board strongly supports their reelection for the reasons set out in the directors’ report
the board’s focus is on strategy formulation policy and control there is a formal schedule of matters reserved for decision by the board which retains all major
operational and risk management decisions with the board  these include the approval of major items of expenditure or commitment including acquisitions major
operational projects including new contract wins financing including leasebuy decisions and the use of derivatives and insurance and changes in policy relating to
the franchise network the board routinely monitors the various financial operational and commercial risks facing the company through reports from management 
the chairman is primarily responsible for the working of the board and the chief executive for the running of the business and implementation of board strategy and
policy there is a clear division of responsibilities between the chairman and the chief executive and this has been agreed by the board  the board meets formally at
least 8 times a year with other meetings as necessary the board receives reports in advance of each meeting from the chief executive and finance director addressing
the financial performance of the company and developments since the previous meeting with further reports on particular issues as appropriate reports are also
supplied to directors in months when a board meeting does not take place all directors have access to the advice and services of the company secretary and there is
a procedure whereby directors wishing to do so in the furtherance of their duties may take independent professional advice at the company’s expense 
the board has a number of committees the principal ones being the audit remuneration and nomination committees  membership of these committees and their
principal terms of reference are set out in the table below  
audit committee
dennis clark chairman 
peter kane philip stephens
assists the board in fulfilling its
responsibilities in respect of
overseeing the group’s financial statements
monitoring the adequacy of internal controls
and risk management processes
the selection compensation independence and
performance of the group’ s external auditors
the independence and performance of the
group’s internal auditor
remuneration committee
philip stephens chairman 
dennis clark peter kane
sets remuneration for all executive directors
including sharebased incentives pensions
and other benefits
monitors the level and structure of
remuneration for the first layer of
management below board level
approves initial grants and subsequent exercise
of all sharebased incentives
responsible for appointing remuneration
consultants
business post group plc
board of directors
nomination committee
peter kane chairman 
paul carvell dennis clark 
bill cockburn philip stephens
leads the process for and recommends to the
board all appointments to the board
reviews succession planning for the board
25   business post group plc corporate governance
peter kane is a member of the audit remuneration and nomination committees resulting in noncompliance with the combined code’s provisions that membership
of the audit and remuneration committees should comprise entirely independent directors and that the nomination committee should comprise a majority of
independent directors  however with over 30 years of indepth experience of the business and as a significant shareholder the board believes that his
membership of these committees is appropriate and that he brings an invaluable knowledge and experience to their operation
the following table shows the attendance of directors at regular board meetings and at meetings of the audit remuneration and nomination committees during
the year 
board audit remuneration nomination
number held 8 4 4 1
guy buswell 7
paul carvell 8 4 4 1
dennis clark 7 4 4 1
bill cockburn 8 4 4 1
peter fitzwilliam 8 4 
russell hodgson 8
michael kane 7
peter kane 8 4 4 1
alec ross 8
richard saville resigned 31 may 2004 1 1 2
philip stephens 8 2 4 1
attendance by directors who are not members of the committee was at the request of the chairman of the committee
during the year the directors have reviewed the effectiveness of the board as a whole and its committees  the individual directors initially completed separate
questionnaires and the results were compiled and analysed by the company secretary who prepared a summary report for the board  the areas covered included
board and committee composition dynamics and accountability preparation for and performance at meetings and induction and professional development  
in addition to regular board meetings the chairman regularly convenes meetings of the nonexecutive directors to assess the performance of the board in the
absence of the executive directors  the performance of the chairman was considered as part of the questionnaires completed by the directors and discussed
separately by the nonexecutive directors without the chairman present  the board and its committees are satisfied that they are operating effectively
directors’ remuneration
the board considers that the company complies with the main principles of the combined code in relation to remuneration by having a formal and transparent
procedure for developing policy on executive remuneration and for fixing the remuneration packages of directors  no director is involved in deciding his own
remuneration  a significant proportion of remuneration is structured so as to link rewards to corporate and individual performance  the board believes that levels
of remuneration are sufficient to attract retain and motivate directors of the quality required to run the company successfully but without paying more than is
necessary  details of directors’ remuneration are set out in the remuneration report
relations with shareholders
whilst there is a substantial shareholding represented on the board the company values its dialogue with both institutional and private investors twoway
communication with institutional investors analysts and private investors is actively pursued and a series of presentations and meetings are held through the year
carefully recognising statutory constraints concerning the disclosure of information  feedback from these meetings is collated by the company’s advisers and circulated
to members of the board to ensure that they are kept informed concerning the views of shareholders  in addition the chairman periodically attends meetings with
shareholders and nonexecutive directors are invited to attend results presentations  
report  accounts 26 corporate governance
this year’s annual general meeting will be held on 12 july 2005 at which time the chairmen of the audit remuneration and nomination committees will be available to
answer shareholder questions the company will continue its practice of proposing individual resolutions including separate resolutions relating to the directors’ report
and accounts and the remuneration report and of reporting the proxy voting in respect of each resolution
accountability and directors’ responsibilities
company law requires the directors to prepare accounts for each financial year which give a true and fair view of the state of affairs of the company and group and of
the profit of the group for that period 
after making due enquiries the directors are satisfied that the company and the group have adequate resources to continue in business for the foreseeable future for
this reason they continue to adopt the going concern basis in preparing the accounts 
in preparing the accounts the directors are required to select suitable accounting policies and then apply them consistently make judgements and estimates that are
reasonable and prudent and state whether applicable accounting standards have been followed subject to any material departures disclosed and explained in the
accounts 
the directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and group
and enable them to ensure that the accounts comply with the companies act 1985 they are also responsible for safeguarding the assets of the company and group
and for taking reasonable steps for the prevention and detection of fraud and other irregularities
the maintenance and integrity of the business post group plc website is the responsibility of the directors the work carried out by the auditors does not involve
consideration of those matters and accordingly the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were
initially presented on the website
legislation in the united kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions
internal controls
the board of directors has overall responsibility for ensuring that the group maintains a system of internal control to provide it with reasonable assurance regarding
effective and efficient operations internal financial control and compliance with laws and regulations there are inherent limitations in any system of internal control
and accordingly even the most effective system can provide only reasonable and not absolute assurance  
the turnbull report issued by the institute of chartered accountants in england and wales in september 1999 provided further guidance as to how the combined code
principles on internal control should be applied in practice 
the board considers that the company has complied with the turnbull report throughout the year there is a formal ongoing process for identifying managing and
reviewing any changes in the risks faced by the company this process operates under the direction of and is regularly reviewed by the board
the key features of the internal control system within the group are
• clearly defined delegation of responsibilities including relevant authorisation levels
• clearly documented internal procedures set out in operational and administration manuals
• regular compliance audit visits to all owned and franchised locations which monitor compliance with procedures and assess the integrity of financial information
• review of financial procedures by the internal auditor
• close personal involvement of executive directors in monitoring and managing the main risk areas of the business
• regular information provided to senior management covering financial performance and key business indicators and
• monthly monitoring of results against budget and forecast with major variances being followed up and management action taken where necessary
details of the group’s activities in relation to its environmental employment and health and safety responsibilities are set out in the corporate social responsibility
statement
27   business post group plc corporate governance
the board has reviewed the effectiveness of the internal control systems during the period covered by the accounts and up to the date of the approval of the
accounts this review covered all controls including financial operational and compliance controls and risk management  
audit committee and auditors
the membership and principal terms of reference of the audit committee are set out above  the committee is chaired by dennis clark who as a qualified
accountant and the finance director of hunting plc is considered to have recent and relevant financial experience
during the year the committee met four times to discharge its responsibilities  these responsibilities included
• monitoring the integrity of the half year and annual financial statements by considering reports from the finance director and the external auditors setting 
out the basis of preparation of the results and the principal reporting judgements therein
• reviewing the company’s internal controls by considering reports from both the internal and external auditors during the year and an annual report on the 
effectiveness of internal controls from the chief executive and finance director
• monitoring the scope and effectiveness of the internal auditor by considering work plans reports throughout the year and attendance at audit committee 
meetings
• monitoring the independence objectivity and effectiveness of the external auditors and approving their terms of engagement and remuneration
• developing a policy for the engagement of the external auditors to supply nonaudit services and 
• monitoring the company’s whistleblowing procedures
in addition during a review of the earnout accounts for uk pallets a business acquired in july 2003 the committee appointed the external auditors to conduct a
review of the accounting records of uk pallets and subsequently reviewed this work at separately convened meetings  in appointing pricewaterhousecoopers
the committee had regard to the need to maintain auditor objectivity and independence
compliance with the combined code
with the exception of the composition of its committees where the code requires a greater proportion of members to be nonexecutive directors judged to be
independent the board considers that the company has complied with the provisions of section 1 of the combined code 2003 throughout the financial year
report  accounts 28 corporate social responsibility
the board recognises its environmental and employment responsibilities and
continues to devote significant resources towards improving standards
environmental
the group recognises it has the potential to make a significant contribution
towards improving the environment and is determined to realise this potential
responsibility for communicating the group’s environmental policy and
monitoring compliance rests with the group’s transport manager and national
health  safety manager
examples of actions taken by the group to minimise its environmental impact
include
• continued use of automated vehicle routing to eliminate unnecessary mileage
• use of doubledecked trailers modified to be more fuel efficient and less 
harmful to the environment
• continued use of fuel which is both low in sulphur and lead 
•trialling the use of biodiesel
the group was the recipient of an inaugural east award organised by the
journal dedicated to the promotion of environmental and sustainable
technology in transport and sponsored by lloyds tsb autolease for its
revolutionary design for a double decked articulated trailer this vehicle when
compared to a similar trailer of standard design achieved a saving in fuel
consumption of 20 and an even greater reduction in co2 emissions
health  safety 
business post group fully embraces the legal obligation to protect the health
safety and welfare of our employees and others who may be affected by our
operations robust proactive policies are developed and monitored to ensure
training risk assessment safe systems of work and accident investigation
procedures are deployed throughout the network regular board reviews and
safety audits are undertaken to measure compliance against our standards
and to take effective remedial action to provide a safer working environment 
employment
the group has continued to make significant progress in human resource
management over the last year  the employee consultative group has been
strengthened to provide a robust platform for all employees to make a
significant contribution to bringing about change in the workplace and to
provide a forum for the exchange of information opinions and feedback  this
has resulted in a significant increase in elected employee representatives from
13 to 59 and a threetier site regional and national structure including a full
time chairman elected by the employee representatives the annual employee
survey continues to highlight improved employee satisfaction investors in
people accreditation was successfully renewed during the year and employee
turnover continued to fall the operational management capability has been
strengthened and the recruitment process has been significantly enhanced to
include assessment centres a programme to evaluate management capability
and produce long term personal development plans will continue throughout
the group having been successfully introduced into network services last
year  the group continues to ensure all the requirements of current and future
employment and health and safety legislation are met
charitable support
nch the children’s charity has been the chosen charity partner for business
post group its employees and its franchisees for ten years the group donates
one penny to nch for every consignment carried for customers who pay their
accounts by direct debit and in the last year this raised £58000 but of equal
importance are the funds raised by group staff under the charity challenge
scheme which set a target to every one of business post’s operating locations
for fundraising an amazing variety of events were staged from abseiling
skydiving and marathon swims through golf days and a staff calendar to car
washing shaving off moustaches and giving up smoking  in 2005 we expect
the total contribution to nch to be in excess of £120000  as well as this
magnificent effort in january 2005 staff throughout the company raised just
short of £6000 for the asian tsunami appeal which was doubled by the
company to make a total contribution of £11916
29  business post group plc remuneration report
the directors present the remuneration report for the year ended 31 march 2005 this report is unaudited except for those parts which are indicated otherwise
the members of the remuneration committee during the year were richard saville chairman until his retirement from the board on 31 may 2004 philip stephens
who succeeded richard saville as chairman of the committee dennis clark and peter kane during the year and at the request of the remuneration committee
the group’s chief executive paul carvell and deputy chairman bill cockburn gave advice and assistance to the remuneration committee 
remuneration policy
the remuneration policy of the group including the policy for executive directors is determined by the remuneration committee of the board the membership of
which consists entirely of nonexecutive board members  the company’s nonexecutive chairman pete kane is not considered to be independent but his
experience within both the company and the industry for over 30 years is considered to be invaluable to the committee 
the remuneration policy for nonexecutive directors is determined by the board
the objectives of the committee are
1 to ensure that directors and senior executives are fairly rewarded for their individual contributions to the group’s overall performance
2 to ensure that the remuneration of the executive directors and senior executives of the group is set by a committee of board members who have no personal
interest in the outcome of the decisions and who will give due regard to the interests of shareholders and to the financial and commercial health of the group
the remuneration policy of the group is to provide competitive remuneration arrangements for executive directors and senior executives which are commensurate
with those of other companies of a similar nature size and standing and which reflect the group’s business and financial objectives and the goals of corporate
governance remuneration arrangements are addressed within the context of the group’s current performance its progress towards strategic objectives and
individual executives’ personal performance as part of its periodic review of best practice the remuneration committee will be seeking advice from external
consultants during the coming year concerning the continuing relevance and appropriateness of the company’s remuneration arrangements
elements of the remuneration package of executive directors
remuneration of executive directors comprises the following elements
base salaries
base salaries are determined in relation to job responsibilities and sustained level of individual performance and are reviewed annually
bonuses
the company operates a bonus scheme for executive directors the level of bonus payment is dependent upon the group’s performance evaluated against both
the prior year and annual budget and also upon each director’s achievement of personal objectives set out at the beginning of the year in normal circumstances
the maximum payment is limited to 50 of annual salary and payments in respect of personal objectives may not exceed payments in respect of the group’s
financial performance  because the achieved profits for the year fell short of the targets set out at the beginning of the year no payments under the bonus scheme
were made however due to the exceptional result achieved by uk mail in its first year of operation the remuneration committee awarded a discretionary bonus
of £20000 to guy buswell managing director uk mail
benefits
health and sickness insurance schemes are provided for executive directors and include private health cover and permanent health insurance executive directors
receive an annual car allowance and contributions of 125 of each individual director’s base salary into a defined contribution pension scheme
sharebased incentive schemes
the company utilises a long term incentive plan executive share options and a share matching plan to provide longer term sharebased incentives for executive
directors the schemes are designed to motivate and reward achievement of a combination of corporate financial targets and enhancement of shareholder value
executive directors also participate in the group’s sharesave scheme the remuneration committee determined in 2004 that awards made under the company’s
long term incentive plan would be a more effective means of incentivising the company’s directors than share options and accordingly share options will only
be granted in exceptional circumstances specific details of the incentive schemes are shown later in this report
report  accounts 30 remuneration report
the long term incentive plan executive share options and share matching plan all use growth in earnings per share as a performance criterion during the
transition to international financial reporting standards the remuneration committee will ensure that a consistent basis is used in the measurement of earnings
per share performance 
the targeted composition of each executive director’s remuneration excluding long term incentives is that 75 is nonperformance related and that 25 is
performance related the remuneration of each nonexecutive director is 100 nonperformance related except that in addition to his director’s and consultancy
fees bill cockburn has a longterm incentive arrangement whereby he is entitled to receive bonuses if the profit of uk mail exceeds specified targets within a
four year period of the commencement of trading
directors’ service contracts
it is the company’s policy that whilst there should not be a fixed duration in respect of directors’ service contracts each contract contains notice periods of not
more than one year and contains a clause whereby the contractual termination payments do not exceed the director’s remuneration for the previous calendar year
nonexecutive directors are initially appointed for a three year term all directors are required by the company’s articles of association to submit themselves for
reelection at least every three years
the details of the service contracts of those who have served as directors during the year are
contract date notice period contractual
termination payment
guy buswell 010201 6 months 6 months remuneration
paul carvell 260201 12 months 12 months remuneration
dennis clark 011001 3 months none
bill cockburn 010402 3 months none
peter fitzwilliam 010299 6 months 6 months remuneration
russell hodgson 020101 6 months 6 months remuneration
michael kane 011001 3 months none
peter kane 011001 12 months none
alec ross 010201 6 months 6 months remuneration
richard saville resigned 31 may 2004 011001 3 months none
philip stephens appointed 1 april 2004 310304 3 months none
in the event of termination following a change of control executive directors are entitled to termination payments of 12 months’ remuneration
performance graph
the adjacent graph compares the total shareholder return for
an investment in the shares of business post with the return
for the same investment in the ftse support services index
over a five year period commencing on 1 april 2000 in the
opinion of the directors the ftse support services index of
which the company is a constituent is currently the most
appropriate index against which the total shareholder return of
the company should be measured because it is widely used by
our investors shareholders and management as a measure of
performance
31   business post group plc remuneration report
directors’ remuneration
this part of the remuneration report is audited information
salary benefits 2005 2004
 fees in kind bonus total total
£000 £000 £000 £000 £000
guy buswell 130 12 20 162 178
paul carvell 250 14 –– 264 329
dennis clark 27 –– –– 27 26
bill cockburn 111 –– –– 111 75
peter fitzwilliam 145 12 –– 157 181
russell hodgson 183 13 –– 196 238
michael kane 23 –– –– 23 23
peter kane 60 2 –– 62 62
alec ross 113 12 –– 125 158
richard saville 4–––– 4 26
resigned 31 may 2004
phillip stephens 26 –– –– 26 ––
appointed 1 april 2004
1072 65 20 1157 1296
 included in bill cockburn’s remuneration are fees of £40000 as a nonexecutive director and payments of £70942 in respect of consultancy provided to the 
company’s uk mail subsidiary the company has a separate long term incentive agreement with bill cockburn in relation to his consultancy services  under 
this mr cockburn will be entitled to receive bonuses if the profit of uk mail exceeds specified targets within a four year period of the commencement of trading
 michael kane’s remuneration was paid to his company beaufield management ltd for the provision of his services as a director
no director waived emoluments in respect of the year ended 31 march 2005
pensions
this part of the remuneration report is audited information
the following amounts were contributed during the year to the directors’ personal pension schemes which are defined contribution schemes
2005 2004
£000 £000
guy buswell 16 14
paul carvell 26 25
peter fitzwilliam 18 17
russell hodgson 24 16
alec ross 14 14
report  accounts 32 remuneration report
interests in share options
this part of the remuneration report is audited information
details of the options held by each director are set out below
directors’ executive share options
date of earliest expiry exercise number at granted exercised lapsed number at gains on
grant exercise date price 1 april in year in year in year 31 march exercise
date 2004 2005 £000
guy buswell
051201 051204 051211 3625p 28551 –– 28551 –– –– 68
310502 310505 310512 418p 26315 –– –– –– 26315
300503 300506 300513 411p 28101 –– –– –– 28101
300703 300706 310713 450p 25667 –– –– –– 25667
108634 –– 28551 –– 80083
paul carvell
080601 080604 080608 226p 163716 –– 163716 –– –– 449
080601 080604 080611 226p 13274 –– 13274 –– –– 36
130701 011205 130711 204p 294117 –– –– –– 294117
310502 310505 310512 418p 50239 –– –– –– 50239
300503 300506 300513 411p 54744 –– –– –– 54744
576090 –– 176990 –– 399100
peter fitzwilliam
051201 051204 051211 3625p 31724 –– 31724 –– –– 75
310502 310505 310512 418p 29904 –– –– –– 29904
300503 300506 300513 411p 32846 –– –– –– 32846
300703 300706 310713 450p 30000 –– –– –– 30000
124474 –– 31724 –– 92750
russell hodgson
051201 051204 051211 3625p 30344 –– 30344 –– –– 72
310502 310505 310512 418p 29904 –– –– –– 29904
300503 300506 300513 411p 32846 –– –– –– 32846
300703 300706 310713 450p 30000 –– –– –– 30000
181103 181106 181113 487p 71868 –– –– –– 71868
194962 –– 30344 –– 164618
alec ross
051201 051204 051211 3625p 25517 –– 25517 –– –– 61
310502 310505 310512 418p 24521 –– –– –– 24521
300503 300506 300513 411p 26277 –– –– –– 26277
300703 300706 310713 450p 24000 –– –– –– 24000
100315 –– 25517 –– 74798
exercise gains in the above table are calculated at the exercise date although shares may have been retained
no other directors have been granted share options in the shares of the company or other group entities none of the terms and conditions of the share options
were varied during the year
33   business post group plc remuneration report
the exercise of options is subject to the condition that the growth in the company’s earnings per share shall exceed the increase in the index of retail prices from
the date of grant by more than 3 pa  in addition the exercise of share options granted to paul carvell in july 2001 is conditional upon the company’s share
price exceeding certain targets for a minimum of 100 consecutive days between 48 and 66 months from issue of the 294117 options granted 98039 become
exerciseable if the share price exceeds 600p a further 98039 become exerciseable if the share price exceeds 750p and a further 98039 become exerciseable if
the share price exceeds 900p 
following the decision of the remuneration committee in the prior year that awards made under the company’s long term incentive plan would be a more effective
means of incentivising the company’s directors than share options no share options were granted during the year  
sharesave scheme
date of earliest expiry exercise number at granted exercised lapsed number at gains on
grant exercise date price 1 april in year in year in year 31 march exercise
date 2004 2005 £000
guy buswell
090101 010204 010804 170p 5698 –– 5698 –– –– 19
290604 010807 010208 398p –– 2368 –– –– 2368
paul carvell
030102 010205 010805 290p 3275 –– 3275 –– –– 13
peter fitzwilliam
290604 010807 010208 398p –– 2368 –– –– 2368
russell hodgson
030102 010205 010805 290p 3275 –– 3275 –– –– 13
alec ross
030102 010205 010805 290p 3275 –– –– –– 3275
exercise gains in the above table are calculated at the exercise date although shares may have been retained the sharesave scheme provides a savings plan to
purchase shares and has no performance criteria in order to participate
the market price of the company’s shares at the end of the year was 660p and the range of prices during the year was between 469p  and 7025p
interests in shares
the interests of the directors in the ordinary shares of 10p each of the company were as follows
1 april 31 march
2004 2005
guy buswell 3377 12711
paul carvell 6000 38886
dennis clark 3500 3500
bill cockburn 4000 9000
peter fitzwilliam 5955 9785
russell hodgson 4800 8945
michael kane 7001294 7001294
peter kane 18133801 18133801
alec ross 6437 11214
philip stephens – 5000
all directors’ interests are beneficially held save for 3333334 ordinary shares which are held by beneficiaries who are persons connected with peter kane
there has been no change in the interests set out above between 31 march and 26 may 2005
report  accounts 34 remuneration report
long term incentive plan
this part of the remuneration report is audited information
directors’ interests in shares held in the long term incentive plan are as follows
date of award performance number at granted exercised lapsed number at gains on
award price period 1 april in year in year in year 31 march exercise
ending 2004 2005 £000
guy buswell
020600 345p 310303 12928 –– 3232 9696 –– 16
161104 545p 310307 –– 16063 –– –– 16063
paul carvell
161104 545p 310307 –– 34422 –– –– 34422
peter fitzwilliam
020600 345p 310303 15641 –– 3910 11731 –– 20
161104 545p 310307 –– 16637 –– –– 16637
russell hodgson
161104 545p 310307 –– 20940 –– –– 20940
alec ross
020600 345p 310303 12928 –– 3232 9696 –– 16
161104 545p 310307 –– 10372 –– –– 10372
exercise gains in the above table are calculated as at the exercise date although shares may have been retained
awards at 31 march 2005 may be exercised between three and ten years following the date of grant determined primarily by reference to the company’s total
shareholder return performance over a period of three years  under this condition the company’s total shareholder return tsr is measured against the tsr of
all the other companies in the support services sector listed in the ftse all share index at the start of the financial year in which an award is granted over a period
of three financial years  the proportion of the award which may be exercised depends upon the ranking of the company’s tsr whereby 10 of shares may be
exercised if the company achieves median ranking rising prorata to 100 if the company’s ranking falls within the top 10  no shares are exerciseable if the
company’s ranking is below the median tsr has been chosen as the primary performance condition since it aligns the interests of directors with shareholders by
requiring outperformance of broadly comparable companies
the exercise of awards is also subject to the condition that the growth in the company’s earnings per share shall exceed the increase in the index of retail prices
from the date of grant by more than 3 pa 
furthermore on the exercise of awards under the plan or options previously granted under any of the company’s executive share option schemes directors are
expected to retain a proportion of the aftertax profit in the form of shares until they have acquired a shareholding equal to their basic salaries in relation to prior
years this proportion was expected to be 25 an increase in this proportion was introduced during the year and with effect from 1 april 2005 this proportion is
expected to be 50
the company’s employee share ownership trust holds shares in the company for subsequent transfer to employees under the long term incentive plan  shares
held by the trust are not voted at shareholder meetings and do not accrue dividends  at 31 march 2005 the trust held a total of 214252 shares in respect of its
future obligations under the company’s long term incentive plan
35   business post group plc remuneration report
share matching plan
this part of the remuneration report is audited information 
the remuneration committee considers it appropriate to align further the interests of senior executives with those of longterm shareholders through the operation
of a share matching scheme  under the rules of the business post group share matching plan smp approved by shareholders at the annual general meeting
in july 2004 selected executives may be invited to invest a proportion of their cash bonus in the acquisition of company shares up to 25 of their pretax salary
where such an investment is made the executives will receive the grant of a matching award over shares in the company with an equivalent value 
details of shares purchased and matching grants awarded during the year are as follows
date of earliest number at granted number at
grant exercise date 1 april in year 31 march
2004 2005
guy buswell
161104 161107 –– 870 870
paul carvell
161104 161107 –– 870 870
peter fitzwilliam
161104 161107 –– 1400 1400
russell hodgson
161104 161107 –– 870 870
alec ross
161104 161107 –– 870 870
awards may be exercised between 36 months and 42 months following the date of grant  the proportion of the award which may be exercised depends upon the
growth in the company’s earnings per share and is subject to a minimum growth of 4 pa above the index of retail prices rpi over the three year performance
period  earnings per share has been chosen as the performance condition since it requires substantial improvement in underlying financial performance one third
of the award may be exercised if growth is in excess of rpi growth by 12 over the period two thirds if growth is in excess by between 12 and 15 and in full
if growth exceeds rpi growth by 18 over the period representing rpi 6 pa  the awards lapse if the minimum condition is not achieved at the end of the three
year performance period
philip stephens
on behalf of the board
26 may 2005
report  accounts 36 directors’ report
the directors present their report on the audited financial statements for the
year ended 31 march 2005  
principal activity and review of the business
the group’s principal activity is the provision of express collection and delivery
services for parcels mail and palletised goods a review of the group’s
business during the year and its prospects for the future is set out in the
chairman’s statement chief executive’s review and financial review 
results and dividend
the profit for the financial year of £138 million is reported in the group profit and
loss account an interim dividend of 64p per share was paid on 4 january 2005
and the directors recommend a final dividend of 128p per share payable on 21
july 2005 to shareholders on the register on 1 july 2005  this when added to
the interim dividend will make a total of 192p for the  year 2004 180p 
corporate governance
a statement on corporate governance and the group’s compliance with the
combined code is set out in the corporate governance statement  
charitable donations
during the year the group made charitable donations of £98702 2004 £58434
including £86444 2004 £58434 to the national children’s home charity for
general charitable purposes and £5958 2004 nil to the dec t sunami earthquake
appeal
directors
details of the directors are shown in the directors and advisers statement
together with their biographical details and dates of appointment 
in accordance with the articles of association bill cockburn michael kane
and alec ross retire by rotation at the annual general meeting and being
eligible offer themselves for reelection details of their terms of appointment
can be found in the remuneration report  the board strongly supports their
reelection and recommends that shareholders vote in favour of their re
election  bill cockburn and michael kane are both nonexecutive directors
bill cockburn having been on the boards of large organisations including
the post office wh smith and bt and a nonexecutive director of a number
of other companies brings substantial experience of corporate and staff
management which is of considerable assistance to the company  in his role
as deputy chairman he provides advice counsel and support to the chief
executive and his knowledge of royal mail group and operating in a regulated
environment at bt has proved of considerable benefit in the development of
uk mail  
michael kane joined his brother peter kane who founded the company in
1974 and for over 20 years assisted in its day to day running including as
managing director and chief executive  his detailed understanding of the
business provides valuable insight during board discussions and enables a
detailed assessment of the company’s performance  
the chairman has undertaken an evaluation of the nonexecutive directors
submitting themselves for reelection and confirms that their performance
continues to be effective and that they commit sufficient time to the fulfilment
of their duties as a director and committee member as appropriate
directors’ interests
the interests of the directors and their families as appearing in the register
maintained under the provisions of section 325 of the companies act 1985 in
the share capital of the company on 31 march 2005 are set out in the
remuneration report 
substantial shareholders
in addition to the interests of peter kane 336 and michael kane 130 as at
26 may 2005 the company had been notified that ms joanna bailey and mr john
kane the adult children of peter kane are each beneficial holders of 3333333
shares each representing 62 of the issued share capital of the company in
addition the company had been notified that fidelity international limited and its
direct and indirect subsidiaries are nonbeneficial holders of 2109878 shares
representing 39 of the issued share capital of the company 
annual general meeting  special business
the notice of the annual general meeting to be held on 12 july 2005 may be
found at the back of the report and accounts in addition to the routine
business of the meeting the special business set out below will be transacted  
on 13 july 2004 resolutions were passed by the company’s shareholders
whereby the directors were given authority under section 80 of the
companies act 1985 until the conclusion of the 2005 annual general
meeting to allot shares up to a maximum of the authorised but unissued share
capital of the company the directors recommend by resolution 8 to be
proposed at the forthcoming annual general meeting that this authority
should be renewed so that it applies until the conclusion of the next annual
general meeting of the company  
if resolution 8 is approved by shareholders the directors will have authority
to allot up to 16062262 ordinary shares representing 298 of the ordinary
shares currently in issue of which 2759292 51 of the ordinary shares
currently in issue are currently reserved for issue under the company’s share
option schemes the balance available for allotment is therefore 13302970
ordinary shares representing 247 of the ordinary shares currently in issue
the company does not currently have any treasury shares in issue the
directors have no present intention of exercising the authority except in
connection with the issue of shares under the company’s sharesave scheme
or under the business post group plc franchise share option scheme 2002
37   business post group plc directors’ report
in addition the directors were given authority under section 95 of the
companies act 1985 until the conclusion of the 2005 annual general meeting
to allot equity securities for cash other than to existing shareholders in
proportion to their holdings up to an aggregate nominal amount equal to 5
of the issued ordinary share capital the directors recommend by resolution 9
to be proposed at the forthcoming annual general meeting that this authority
should be renewed up to an aggregate nominal amount of £269689 being
equal to 5 of the ordinary shares currently in issue until the conclusion of
the 2006 annual general meeting or 12 october 2006 whichever is the earlier
the companies act 1985 allows shares purchased by the company to be held
as treasury shares which may then be cancelled sold for cash or used to meet
the company’s obligations under its share option schemes the requirements
to allot equity securities for cash to existing shareholders in proportion to their
holdings will also apply to the sales by the company of any shares it holds as
treasury shares these requirements may be similarly disapplied by
shareholders the authority sought and limits set by resolution 9 will then
apply also to a sale of treasury shares however the directors have no present
intention of holding shares in treasury pursuant to the companies act 1985
at the 2004 annual general meeting the company was given authority under
article 9 of its articles of association and section 166 of the companies act
1985 until the conclusion of the 2005 annual general meeting to make market
purchases of up to 10 of the issued ordinary share capital for cancellation at
a price of not less than 10 pence per ordinary share and not more than 105
of the average of the midmarket quotations for an ordinary share of the
company as derived from the daily official list of the london stock exchange
for the five business days prior to the date of purchase
the authority sought by resolution 10 to make market purchases of its own
ordinary shares is intended to apply equally to shares to be held by the
company as treasury shares in accordance with the companies act however
as mentioned above the directors have no present intention of holding shares
in treasury pursuant to the companies act 1985
the directors recommend by resolution 10 to be proposed at the forthcoming
annual general meeting that this authority should be renewed until the
conclusion of the 2006 annual general meeting or 12 october 2006 whichever
is the earlier the directors did not exercise the company’s power to purchase
its own shares in the year ended 31 march 2005 and do not intend to exercise
this power other than in circumstances where they consider this to be in the
shareholders’ interests and where this would result in an increase in earnings
per share
if they do utilise this authority the directors will neither be encouraging nor
recommending shareholders to buy or sell shares in the company nor in any
way suggesting that it is an appropriate time to deal in such shares
employment policy
the group’s policy is to maintain as far as practicable close consultations
with employees on matters likely to affect their interests and to this end
established an employee consultative group in april 2003 the company is an
equal opportunities employer and holds an investors in people certificate 
the group’s policy and practice is to encourage the recruitment and
subsequent training career development and promotion of disabled persons
according to their aptitudes and abilities and the retention and retraining of
employees who also become disabled during their employment 
further information concerning the group’s human resource management
activities is set out in the corporate social responsibility statement
directors and officers liability insurance
the company maintains insurance against certain liabilities which could arise
from a negligent act or a breach of duty by its directors and officers in the
discharge of their duties
supplier payment policy
the group’s policy concerning the payment of its trade creditors is to follow
the cbi’s prompt payers’ code the group endeavours to agree standard terms
of payment with its major suppliers at the commencement of business
suppliers fulfilling the conditions of supply are paid in accordance with the
agreed standard terms other suppliers are paid in accordance with
contractual terms as agreed from time to time the company does not have
trade creditors and accordingly no creditor days calculation is presented
environmental responsibility and health and safety
a statement on the steps taken to operate the business in pursuit of good
environmental and health standards is set out in the corporate social
responsibility statement
auditors
a resolution to reappoint pricewaterhousecoopers llp as auditors to the
group will be proposed at the annual general meeting
by order of the board
peter fitzwilliam
company secretary
26 may 2005
report  accounts 38 independent auditors’ report
independent auditors report to the members of business post group plc
we have audited the financial statements which comprise the consolidated
profit and loss account the consolidated and company balance sheets the
consolidated cash flow statement and the related notes  we have also
audited the disclosures required by part 3 of schedule 7a to the companies
act 1985 contained in the remuneration report the auditable part
respective responsibilities of directors and auditors
the directors’ responsibilities for preparing the annual report and the
financial statements in accordance with applicable united kingdom law and
accounting standards are set out in the statement of directors
responsibilities the directors are also responsible for preparing the
remuneration report
our responsibility is to audit the financial statements and the auditable part of
the remuneration report in accordance with relevant legal and regulatory
requirements and united kingdom auditing standards issued by the auditing
practices board  this report including the opinion has been prepared for and
only for the company’s members as a body in accordance with section 235 of
the companies act 1985 and for no other purpose  we do not in giving this
opinion accept or assume responsibility for any other purpose or to any other
person to whom this report is shown or into whose hands it may come save
where expressly agreed by our prior consent in writing
we report to you our opinion as to whether the financial statements give a true
and fair view and whether the financial statements and the auditable part of
the remuneration report have been properly prepared in accordance with the
companies act 1985 we also report to you if in our opinion the directors
report is not consistent with the financial statements if the company has not
kept proper accounting records if we have not received all the information and
explanations we require for our audit or if information specified by law
regarding directors remuneration and transactions is not disclosed
we read the other information contained in the annual report and consider the
implications for our report if we become aware of any apparent misstatements
or material inconsistencies with the financial statements the other
information comprises only the chairman’s statement the chief executive’s
review the financial review the directors’ report the unaudited part of the
remuneration report the corporate social responsibility statement and the
corporate governance statement 
we review whether the corporate governance statement reflects the
company’s compliance with the nine provisions of the 2003 frc combined
code specified for our review by the listing rules of the financial services
authority and we report if it does not we are not required to consider
whether the board’s statements on internal control cover all risks and controls
or form an opinion on the effectiveness of the group’s corporate governance
procedures or its risk and control procedures
basis of audit opinion
we conducted our audit in accordance with auditing standards issued by the
auditing practices board an audit includes examination on a test basis of
evidence relevant to the amounts and disclosures in the financial statements
and the auditable part of the remuneration report it also includes an
assessment of the significant estimates and judgements made by the directors
in the preparation of the financial statements and of whether the accounting
policies are appropriate to the companys circumstances consistently applied
and adequately disclosed
we planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the financial statements
and the auditable part of the remuneration report are free from material
misstatement whether caused by fraud or other irregularity or error in forming
our opinion we also evaluated the overall adequacy of the presentation of
information in the financial statements
opinion
in our opinion
• the financial statements give a true and fair view of the state of affairs
of the company and the group at 31 march 2005 and of the profit and
cash flows of the group for the year then ended
• the financial statements have  been properly prepared in accordance with
the companies act 1985 and
• those parts of the remuneration report required by part 3 of schedule 7a
to the companies act 1985 have been properly prepared in accordance
with the companies act 1985
pricewaterhousecoopers llp
chartered accountants and registered auditors
uxbridge
26 may 2005
39   business post group plc 2005 2004
notes £m £m
turnover 2 2333 1927
cost of sales 1847 1496
gross profit 486 431
administrative expenses 283 244
operating profit before goodwill amortisation 208 191
goodwill amortisation 05 04
operating profit 3 203 187
net interest payable 7 03 
profit on ordinary activities before taxation 200 187
taxation 9 62 61
profit for the financial year 138 126
dividends 11 103 96
retained profit transferred to reserves 20 35 30
earnings per share  basic 10 257p 238p
 diluted 10 253p 236p
dividends per share 11 192p 180p
the profit for the financial years presented above is derived from continuing activities and includes all recognised gains and losses for the year
consolidated profit and loss account
for the year ended 31 march 2005
the related notes numbered 1 to 27 form part of these financial statements
report  accounts 40 consolidated balance sheet
at 31 march 2005
2005 2004
restated
notes £m £m
fixed assets
intangible assets 12 90 108
tangible fixed assets 13 348 327
438 435
current assets
debtors due within one year 15 474 374
debtors due after one year 15 33 48
cash at bank and in hand 34 46
541 468
current liabilities
creditors amounts falling due within one year 16 345 306
net current assets 196 162
total assets less current liabilities 634 597
creditors amounts falling due after more than one year 17 80 90
provisions for liabilities and charges 18 19 16
net assets 535 491
capital and reserves
called up share capital 19 54 53
share premium account 20 122 103
profit and loss account 20 359 335
equity shareholders’ funds 21 535 491
the financial statements on pages 40 to 54 were approved by the board of directors on 26 may 2005 and were signed on its behalf by
peter kane peter fitzwilliam
chairman finance director
the related notes numbered 1 to 27 form part of these financial statements
41   business post group plc company balance sheet
2005 2004
restated
notes £m £m
fixed asset investments
in subsidiaries 14 117 139
current assets
debtors 15 554 489
cash at bank and in hand 01 28
555 517
current liabilities
creditors amounts falling due within one year 16 83 95
net current assets 472 422
total assets less current liabilities 589 561
creditors amounts falling due after more than one year 17 80 90
net assets 509 471
capital and reserves
called up share capital 19 54 53
share premium account 20 122 103
profit and loss account 20 333 315
equity shareholders’ funds 509 471
the financial statements on pages 40 to 54 were approved by the board of directors on 26 may 2005 and were signed on its behalf by
peter kane peter fitzwilliam
chairman finance director
at 31 march 2005
the related notes numbered 1 to 27 form part of these financial statements
report  accounts 42 2005 2005 2004 2004
notes £m £m £m £m
net cash inflow from operating activities 24 215 226
returns on investment and servicing of finance
interest received 04 04
interest paid 07 04
issue costs of hedging instrument –– 02
net cash outflow from returns on investment and sevicing of finance 03 02
taxation 61 55
capital expenditure and financial investment
purchase of tangible fixed assets 67 59
proceeds from sale of tangible fixed assets 01 01
net cash outflow from capital expenditure and financial investment 66 58
acquisitions
purchase of subsidiary undertakings 12 06 96
equity dividends paid 99 91
net cash outflow before financing 08 76
financing
term loan 10 100
issue of ordinary share capital to satisfy options exercised 20 04
purchase of own shares 12 ––
net cash outflowinflow from financing 02 104
decreaseincrease in cash 25 10 28
consolidated cash flow statement
for the year ended 31 march 2005
the related notes numbered 1 to 27 form part of these financial statements
43   business post group plc notes to the financial statements
1 accounting policies
accounting convention
the financial statements are prepared under the historical 
cost convention and in accordance with applicable accounting standards a
summary of the more important group accounting policies is set out below
together with an explanation of where changes have been made to
previous policies on the adoption of new accounting standards in the year
changes in accounting policy during the year
the group has adopted uitf 38 ‘accounting for esop trusts’ in these
financial statements which requires shares held in an esop trust to be
reported as a reduction in shareholders’ funds the adoption of this
standard represents a change in accounting policy and the comparative
figures have been restated accordingly details of the effect of the prior
year adjustment are given in note 20
long term incentive plan
the value of awards made under the group’s long term incentive plan are
charged over the relevant performance period discounted by an
estimated probability of meeting the performance criteria
basis of consolidation
the group financial statements consolidate the financial statements of
business post group plc and its subsidiary companies for the year ended
31 march 2005 advantage has been taken of section 230 of the
companies act 1985 not to include the company’s own profit and loss
account the profit of the company for the year is £29m 2004 £35m
acquisitions and disposals
the results of businesses acquired or disposed of are consolidated from
or to the effective dates of acquisition or disposal
goodwill
purchased goodwill being the excess of the purchase consideration over
the fair value of identifiable net assets of the newly acquired
undertakings is capitalised and written off evenly over its estimated
useful economic life the useful life is not normally expected to exceed
20 years
turnover
turnover comprises the value of services provided and income earned in
respect of franchises sold net of value added tax
pension costs
contributions to the group sponsored employees’ personal pension plans
and defined contribution schemes are charged to the profit and loss
account in the year in which they accrue
leases
operating lease rentals are charged to the profit and loss account on a
straight line basis over the period of the lease except for vacant properties
where full provision is made for the anticipated rent liability to be incurred
provision is also made for the cost of making good dilapidations where
required under property leases
the benefits of rent free periods on property leases are spread evenly
over the period of the lease up to the date of the next rent review
rentals received under operating leases are credited on a straight line
basis over the lease term even if the payments are not received on such
a basis
foreign exchange
transactions in foreign currencies are recorded in sterling at the rate
ruling at the transaction date monetary assets and liabilities
denominated in foreign currencies are translated at the rate ruling at the
balance sheet date all exchange differences are taken to the profit and
loss account as they arise
derivatives and financial instruments
financial assets are recorded at the lower of cost and net realisable value
gains and losses arising as a result of interest rate derivatives which
manage the interest rate exposure on borrowings are carried forward so
that the profit and loss account reflects the rate of interest applicable to
the financial instrument that has been entered into
the group does not hold or issue derivative financial instruments for
speculative purposes
investments
fixed asset investments are shown at cost less provision for impairment
impairment
the directors carry out a review of the carrying value of intangible and
tangible fixed assets if an event has taken place that suggests that there
could be an impairment in value where in their opinion there has been
an impairment then the assets concerned are written down to their
recoverable amount the amount of the impairment is charged to the
profit and loss account
depreciation
depreciation is calculated to write down the cost of tangible fixed assets
to their estimated residual values over the following useful economic
lives
• freehold buildings  fifty years on a straight line basis
• short leasehold premises  the period of the lease on a straight line
basis
• motor vehicles plant and equipment  10 to 333 annually on a
reducing balance basis
• computer software and equipment  14 to 33 annually on a 
straight line basis
deferred taxation
deferred tax is provided in full on timing differences between the
recognition of gains and losses in the financial statements and their
recognition in tax computations except that a net deferred tax asset is
recognised only when it can be regarded as more likely than not it will be
recovered deferred tax is provided at current rates and is not discounted
deferred tax assets and liabilities are offset where they relate to taxes
levied by the same tax authority and are in the same taxable entity or
group
report  accounts 44 notes to the financial statements
2 segmental analysis of results
total total
restated
turnover 2005 2004
business segment £m £m
parcel services express 1313 1246
international 281 241
homeserve 268 174
specialist distribution services uk pallets 231 144
courier 121
105
mail services uk mail 102

other other 17 17
total group 2333 1927
during 2005 responsibility for shipments tofrom eire was transferred from express to international and accordingly £29m of turnover has been reclassified 
the business does not allocate or apportion costs or assets to business segments all turnover originates in one geographical area being the 
united kingdom
3 operating profit
2005 2004
£m £m
operating profit is stated after chargingcrediting
depreciation of tangible fixed assets 45 39
amortisation of goodwill 05 04
loss on disposal of fixed assets

01
operating lease rentals payable       plant and machinery 61 47
 other 30 24
operating lease rentals receivable    plant and machinery 08 09
 other 02 02
auditors’ remuneration 01 01
 this includes £10900 2004 £10000 for the audit of the company
services provided by the group’s auditor
during the year the group obtained the following services from the group’s auditor at costs as detailed below
2005 2004
£m £m
audit services  statutory audit 01 01
other assurance services 02

tax services  compliance services 01 01
04 02
4 employees
2005 2004
number number
the average number of persons including executive directors employed by the group during the year was as follows
administrative 235 206
operational 1807 1676
2042 1882
45   business post group plc notes to the financial statements
5 employment costs
2005 2004
£m £m
the employment costs incurred by the group including executive directors were
wages and salaries 384 319
social security costs 39 28
other pension costs 08 05
cost of employee share schemes 01

432 352
6 pension costs
the group sponsors employees’ personal pension plans contributions were made by the group at rates of between 3 per cent and 125 per cent of the
eligible employees salaries in the year ended 31 march 2005 the directors’ pension arrangements are set out in the remuneration report
7 net interest payable
2005 2004
£m £m
interest receivable 04 04
interest payable  unsecured term loan 05 03
 bank overdraft 02 01
03 ––
8 directors’ remuneration
details of directors’ remuneration are set out in the remuneration report
9taxation
2005 2004
£m £m
the charge for taxation is based on the profit for the year and comprises
uk corporation tax at 30 2004 30
 current year 60 57
deferred tax
 current year 02 01
 prior year –– 03
62 61
the differences between the total current tax shown above and the amount calculated by applying the standard rate of uk corporation tax to the profit before
tax is as follows
2005 2004
£m £m
profit on ordinary activities before tax 200 187
tax at 30 2004 30 thereon 60 56
expenses not deductible for tax purposes 02 02
capital allowances in excess of depreciation 02 01
current tax change 60 57
10 earnings per share
the basic earnings per share has been calculated by dividing the profit for the financial year of £138m 2004 £126m by the weighted average number of
ordinary shares in issue for the year ended 31 march 2005 of 53586502 2004 53155846 diluted earnings per share have been calculated by adjusting
the weighted average number of ordinary shares by 888909 2004 413426 for the effect of the exercise of share options increasing the number of shares
to 54475411 2004 53569272
report  accounts 46 11 dividends
2005 2004
£m £m
interim of 64p 2004 595p paid on 4 january 2005 34 32
final of 128p 2004 1205p payable on 21 july 2005 69 64
103 96
total dividends per share 192p 180p
dividends amounting to £41136 2004 £4433 in respect of the company’s shares held by an employee share trust note 20 have been deducted in arriving
at the total dividends shown in the profit and loss account
12 intangible fixed assets  the group
goodwill
2005 2004
£m £m
cost
at 1 april 112 17
additions

95
adjustment in respect of uk pallets ltd
13

at 31 march 99 112
amortisation
at 1 april 04 ––
charge for the year 05 04
at 31 march 09 04
net book amount at 31 march 90 108
in the prior year on 26 july 2003 the group purchased weaver four oaks ltd a company now known as uk pallets ltd for an initial amount of £89m in
cash and a deferred and contingent amount of up to £35m comprising cash and shares in equal proportions following a review of the financial position of
uk pallets ltd the final consideration has been agreed with the vendors and goodwill adjusted accordingly
13 tangible fixed assets  the group
motor computer
freehold short vehicles software
land and leasehold plant and and
buildings premises equipment equipment total
£m £m £m £m £m
cost
1 april 2004 230 08 151 83 472
additions 07 01 23 36 67
disposals –– –– 07 01 08
31 march 2005 237 09 167 118 531
depreciation
1 april 2004 24 03 74 44 145
disposals –– –– 06 01 07
charge for the year 03 01 17 24 45
31 march 2005 27 04 85 67 183
net book value
31 march 2005 210 05 82 51 348
31 march 2004 206 05 77 39 327
included in freehold land and buildings is freehold land with a cost of £77m 2004 £77m which is not depreciated
the company owned no tangible fixed assets at 31 march 2005 2004 £nil
notes to the financial statements
47   business post group plc 14 investments
investment in subsidiaries
2005 2004
£m £m
cost
1 april 143 27
additions –– 116
adjustment in respect of uk pallets ltd 22 ––
31 march 121 143
amortisation
1 april 04 ––
amortisation charge –– 04
31 march 04 04
net book amount as at 31 march 117 139
the company has the following principal wholly owned trading subsidiaries all operating within the united kingdom
percentage
country of of ordinary shares
nature of business incorporation held by the group
business post ltd parcel and express mail collection and delivery services england 100
bxt ltd technical courier services england 100
uk mail ltd collection and delivery of business mail england 100
uk pallets ltd collection and delivery services for palletised goods england 100
15 debtors
group company
2005 2004 2005 2004
£m £m £m £m
trade debtors 418 345 –– ––
amounts due from subsidiary undertakings –– –– 553 487
amounts due from franchisees 60 52 –– ––
other debtors 05 08 –– ––
prepayments and accrued income 24 17 01 02
507 422 554 489
included in amounts due from franchisees are amounts recoverable after more than one year in respect of loans of £33m 2004 £48m for the group and
£nil for the company 2004 £nil
16 creditors amounts falling due within one year
group company
2005 2004 2005 2004
£m £m £m £m
unsecured term loan note 17 10 10 10 10
bank overdraft –– 02 –– ––
trade creditors 112 76 –– ––
amounts owed to franchisees 27 39 –– ––
corporation tax 28 28 03 ––
other taxes and social security 47 31 –– ––
other creditors –– 01 –– ––
deferred consideration –– 20 –– 20
accruals and deferred income 52 34 01 ––
dividends 69 65 69 65
345 306 83 95
notes to the financial statements
report  accounts 48 17 creditors amounts falling due after one year
group company
2005 2004 2005 2004
£m £m £m £m
unsecured term loan 80 90 80 90
the term loan whilst unsecured is guaranteed by subsidiaries of business post group plc and is repayable in equal annual instalments of £1m
18 provisions for liabilities and charges  the group
deferred property
taxation leases total
£m £m £m
1 april 2004 12 04 16
charged to profit and loss account
deferred taxation 02 –– 02
dilapidations –– 02 02
utilised in the year –– 01 01
31 march 2005 14 05 19
the provision for property leases relates to dilapidations on properties under leases expiring within 1 year and up to 14 years
deferred taxation 2005 2004
£m £m
deferred taxation potential and provided in respect of
accelerated capital allowances 14 12
19 called up share capital
2005 2004
£m £m
1 authorised
70000000 ordinary shares of 10p each 70 70
2 issued allotted and fully paid
53924283 ordinary shares of 10p each 2004 53297614 54 53
all of the shares issued during the year relate to the exercise of share options the consideration received was £20m
3 share options
options granted as at 31 march 2005 under the business post group plc share option schemes were as follows
subscription normal
number price per share exercise date
employee share option scheme 12641 214p 300698 to 290605
sharesave scheme 350210 170p  398p 010205 to 010210
new executive 2001 share option scheme 2128197 204p  487p 051204 to 171113
franchisee 281699 380p  490p 120705 to 240514
subscription normal
4 long term incentive plan awards number price per share exercise date
long term incentive plan 344975 nil 161107
notes to the financial statements
49  business post group plc 20 reserves
profit and loss account group company
£m £m
1 april 2004 as previously reported 336 316
prior year adjustment  uitf 38 01 01
at 1 april 2004 as restated 335 315
retained profit for the year 35 29
increase in shares held in the esop trust 12 12
adjustment in respect of employee share schemes 01 01
31 march 2005 359 333
share premium account group company
£m £m
1 april 2004 103 103
premium on shares issued 19 19
31 march 2005 122 122
the company established an employee share ownership trust “esop trust” on 4 august 1999 whose purpose is to hold shares in the company for
subsequent transfer to employees under the long term incentive plan at 31 march 2005 the trust held 214252 2004 24626 shares with a nominal value
of £21425 2004 £2463 in the company which have been conditionally gifted to employees under the plan the market value of these shares at 31 march
2005 was £14m 2004 £01m dividends are waived on all shares held by the trust until vested and the cost of the shares purchased are charged to the profit
and loss account in accordance with uitf 17 over the relevant performance periods costs of administration are dealt with in the profit and loss account
prior year adjustment
the adoption of uitf 38 has resulted in a change in the presentation of shares in the esop trust controlled by business post group plc as a deduction in
arriving at shareholders’ funds and has led to a decrease in opening shareholders’ funds of £01m at 31 march 2004 the trust held 24626 shares purchased
during 1999 at a cost of £02m and a carrying value of £01m the representation of the esop shares as a deduction from the profit and loss reserve in
accordance with uitf 38 is not a recognised gain or loss 
21 reconciliation of movements in equity shareholders’ funds group
2005 2004
restated
£m £m
retained profit for the year 35 30
new share capital subscribed 20 04
increase in shares held in the esop trust 12

adjustments in respect of employee share schemes 01

net addition to shareholders’ funds 44 34
opening shareholders’ funds as originally reported 492 458
shares held in the esop trust 01 01
opening shareholders’ funds as restated 491 457
closing shareholders’ funds 535 491
notes to the financial statements
report  accounts 50 notes to the financial statements
22 derivatives and other financial instruments
short term debtors and creditors
short term debtors and creditors have been excluded from all the following disclosures other than the currency risk disclosures
interest rate risk profile of financial liabilities
the interest risk profile of the groups financial liabilities at 31 march 2005 after taking account of the interest rate cap used to manage the interest 
profile was
2005 2004
book floating rate book floating rate
value financial value financial
total liabilities total liabilities
currency £m £m £m £m
sterling term loan 90 90 100 100
sterling bank overdraft
 
02 02
90 90 102 102
the interest rate on the term loan is based on a floating rate linked to the london inter bank offer rate “libor” a separate interest rate cap exists to reduce
exposure to fluctuations in the libor rate ensuring that the interest exposure is capped at 60 the loan has been disclosed as a floating rate financial liability
as the interest rate cap has not been breached the interest rate on the overdraft is based on a floating rate linked to the bank of england rate
all the groups creditors falling due within one year other than bank and other borrowings are excluded from the above table either due to the exclusion of
short term items or because they do not meet the definition of a financial liability such as tax balances
interest rate risk profile of financial assets
2005 2004
long term long term
interest interest
cash at bank earning cash at bank earning
and in hand debtors total and in hand debtors total
£m £m £m £m £m £m
currency
sterling 28 60 88 43 52 95
euro 06 –– 06 03 –– 03
at 31 march 34 60 94 46 52 98
floating rate 34 60 94 46 52 98
at 31 march 34 60 94 46 52 98
bank deposits and long term debtors earn interest based on a floating rate linked to the bank of england rate
maturity of financial liabilities
the maturity profile of the carrying amount of the group’s financial liabilities other than short term trade creditors and accruals was as follows
2005 2004
group company group company
debt debt debt debt
£m £m £m £m
on demand or within one year note 16 10 10 32 30
between one and two years 10 10 10 10
between two and five years 30 30 30 30
after five years 40 40 50 50
90 90 122 120
the group has undrawn borrowing facilities of £10m 2004 £10m these facilities are in place until 31 december 2005
the only monetary assets or liabilities that are denominated in a foreign currency are euro bank account balances of £06m 2004 £03m
51   business post group plc notes to the financial statements
fair value of financial assets and liabilities
the following table provides a comparison by category of the carrying amounts and the fair values of the groups financial assets and liabilities at 31 march
2005 and 2004 fair value is the amount at which a financial instrument could be exchanged in an arms length transaction between informed and willing
parties other than a forced or liquidation sale and excludes accrued interest where available market values have been used to determine fair values
where market values are not available fair values have been calculated by discounting expected cash flows at prevailing interest rates set out below is a
summary of the methods and assumptions used for each category of financial instrument 
2005 2004
book value fair value book value fair value
£m £m £m £m
primary financial instrument held or issued to finance 
the groups operations
short term borrowings 10 10 12 12
long term borrowings 80 80 90 90
cash at bank and in hand 34 34 46 46
interest earning long term debtors 60 60 52 52
derivative financial instrument held to manage the
interest rate profile
interest rate cap 01 01 02 02
an interest rate cap agreement expiring on 31 july 2008 with interest capped at 6 was taken out during 2004 to minimise exposure to increases in the
floating rate of interest on the term loan note 17
derivative financial instrument held to manage fuel volatility profile
a fuel forward contract which hedged against fluctuations in the purchase price of diesel was entered into on 1 april 2004 expired on 31 march 2005
summary of methods and assumptions
interest rate cap
shortterm deposits and borrowings
long term borrowings
hedges
as explained in the financial review section of the report and accounts entitled exposure to financial risk the groups policy is to hedge the following
exposures
interest rate risk  using interest rate hedges
fuel fluctuation  using specific price hedges
there are no unrecognised gains or losses arising from the above hedges which have not been charged to the profit and loss account during the year
fair value is based on the market price of comparable instruments at the balance
sheet date
the fair value of shortterm deposits loans and overdrafts approximates to the
carrying amount because of the short maturity of these instruments
the fair value of the bank loan approximates to the value reported in the balance
sheet since it carries a floating rate where payments are reset to market rates at
intervals less than one year
report  accounts 52 notes to the financial statements
53   business post group plc
financial instruments held for trading purposes
the group does not trade in financial instruments
23 financial commitments
1 operating leases
at 31 march the group had the following annual commitments in respect of noncancellable operating leases
group group
2005 2004
land and land and
buildings other buildings other
£m £m £m £m
expiring within one year –– 08 01 05
expiring during years two to five 09 44 08 39
expiring after five years 15 –– 12 ––
24 52 21 44
2 capital commitments group
2005 2004
£m £m
contracted for at 31 march 04 04
24 reconciliation of operating profit to operating cash flows 2005 2004
£m £m
operating profit 203 187
depreciation and amortisation 50 43
increase in debtors 73 36
increase in creditors 55 13
increase in provisions 01 01
increasedecrease in net amounts due from franchisees 21 18
net cash inflow from operating activities 215 226 notes to the financial statements
25 reconciliation of net cash flow to movement in net debt
2005 2004
£m £m
decreaseincrease in cash 10 28
advance of unsecured term loan –– 100
repayments of unsecured term loan 10 ––
movement in net funds in the year –– 72
net debtfunds at 1 april 56 16
net debt as at 31 march 2005 56 56
cash includes cashintransit of £14m at 31 march 2005 the prior year comparative does not include an equivalent amount as it is not considered to be
material
all cash was denominated in sterling at 31 march 2005 except for £06m held in euro current accounts a commentary of the group’s treasury policy is
included in the financial review section of the report and accounts
26 analysis of net debt
at 1 april at 31 march
2004 cash flow other 2005
£m £m £m £m
cash at bank in hand 46 12 –– 34
overdrafts 02 02 –– ––
44 10 –– 34
debt due within one year 10 10 10 10
debt due after one year 90 –– 10 80
100 10 –– 90
net debt 56 –– –– 56
27 ultimate controlling party
p kane a director of the company and members of his close family and certain family trusts the beneficiaries of which are persons connected with p kane
control directly and indirectly 460 of the issued share capital of the company in addition his brother m kane controls a further 130 of the issued share
capital of the company
report  accounts 54 five year summary of results
2005 2004 2003 2002 2001
£m £m £m £m £m
turnover 2333 1927 1563 1317 1237
cost of sales 1847 1496 1221 1001 951
gross profit 486 431 342 316 286
administrative expenses 283 244 186 170 163
operating profit before goodwill amortisation 208 191 156 146 123
goodwill amortisation 05 04 –– –– ––
operating profit 203 187 156 146 123
net interest payable  receivable 03 –– 05 05 04
profit on ordinary activities before taxation 200 187 161 151 127
taxation 62 61 49 45 38
profit for the financial year 138 126 112 106 89
dividends 103 96 90 85 80
retained profit transferred to reserves 35 30 22 21 09
earnings per share  basic 257p 238p 212p 200p 169p
dividends per share 192p 180p 169p 160p 151p
the calculation of earnings per share for the five years ended 31 march 2005 is based on the following weighted numbers of shares in issue
31 march 2005 53586502
31 march 2004 53155846
31 march 2003 53048564
31 march 2002 53012798
31 march 2001 53007905
55   business post group plc notice of meeting
notice is hereby given that the annual general meeting of business post group plc will be held at the london capital club 15 abchurch lane london ec4 at 12
noon on 12 july 2005 for the following purposes 
ordinary business
1to receive the directors’ report and the accounts for the year ended 31 march 2005 resolution 1
2to declare a final dividend of 128p net per ordinary share for the year ended 31 march 2005 payable to 
shareholders on 21 july 2005 who are on the register on 1 july 2005 resolution 2
3to approve the remuneration report of the directors resolution 3
4to reelect bill cockburn as a director resolution 4
5to reelect michael kane as a director resolution 5
6to reelect alec ross as a director resolution 6
7to reappoint the auditors pricewaterhousecoopers llp  and to authorise the directors to determine the auditors’ remuneration resolution 7
special business
to consider and if thought fit to pass the following resolutions which will be proposed as to resolution 8 as an ordinary resolution and as to resolutions 9 and
10 as special resolutions 
8 that 
81 the directors be and they are hereby generally and unconditionally authorised for the purposes of section 80 of the companies act 1985 “the act” to
exercise all the powers of the company to allot relevant securities within the meaning of section 802 of the act up to a maximum aggregate nominal
amount of £1606226 provided that this authority shall unless previously revoked or varied by the company in general meeting expire at the conclusion
of the next annual general meeting of the company after the passing of this resolution save that the company may before such expiry make an offer or
agreement which would or might require relevant securities to be allotted after such expiry and the directors may allot relevant securities in  pursuance
of such an offer or agreement as if the authority conferred hereby had not expired and 
82 the authority hereby conferred upon the directors replaces the authority conferred upon the directors pursuant to the resolution passed by shareholders of
the company on 13 july 2004 provided that such replacement shall not have retrospective effect 
resolution 8
9 that 
91 the directors be and they are hereby empowered to allot equity securities within the meaning of section 94 of the companies act 1985 “the act”
wholly for cash pursuant to the authority conferred on the directors by resolution 8 contained in the notice of the annual general meeting of the
company of which this resolution forms part as if subsection 1 of section 89 of the act did not apply to any such allotment provided that this power
shall be limited to 
911 the allotment of equity securities in connection with a rights issue open offer or otherwise in favour of ordinary shareholders where the equity
securities respectively attributable to the interests of all ordinary shareholders are proportionate as nearly as may be to the respective number of
ordinary shares held by them and for the purposes of this resolution “rights issue” means an offer of equity securities open for acceptance for a
period fixed by the directors to 
a holders on the register on a fixed record date of ordinary shares in proportion to their respective holdings and 
b holders on the register on a fixed record date of other equity securities to the extent expressly required or if considered appropriate by the
directors permitted by the rights attached thereto 
but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to fractional entitlements or
legal or practical problems under the laws of or the requirements of any regulatory body or any stock exchange or otherwise in any territory and
912 the allotment otherwise than pursuant to paragraph 911 above of equity securities up to an aggregate nominal value of £269689 
and shall unless previously revoked or varied by the company in general meeting expire on the earlier of 12 october 2006 or the conclusion of the
next annual general meeting of the company after the passing of this resolution save that the company may before such expiry make an offer or
agreement which would or might require equity securities to be allotted after such expiry and the directors may allot equity securities in pursuance
of such offer or agreement as if the power conferred hereby had not expired and 
92 all authorities conferred under section 95 of the companies act 1985 prior to the date of this annual general meeting be and they are hereby revoked
provided that such revocation shall not have retrospective effect 
resolution 9
report  accounts 56 notice of meeting
10 that pursuant to article 9 of the company’s articles of association and section 166 of the companies act 1985 the company be and is hereby authorised
to make market purchases of ordinary shares of 10p each in the capital of the company provided that 
101 the maximum number of ordinary shares hereby authorised to be purchased is 5393773 
102 the minimum price which may be paid for each ordinary share is 10 pence per ordinary share which amount shall be exclusive of expenses 
103 the maximum price which may be paid for each ordinary share is in respect of an ordinary share contracted to be purchased on any day an amount
exclusive of expenses equal to 105 of the average of the midmarket quotations for an ordinary share of the company as derived from the daily official
list of the london stock exchange for the five business days immediately preceding the day on which the ordinary share is contracted to be purchased 
104 the authority hereby conferred shall expire on the earlier of 12 october 2006 or the conclusion of the next annual general meeting of the company
after the date of passing this resolution unless such authority is renewed prior to such time and 
105 the company may conclude a contract to purchase ordinary shares under the authority hereby conferred prior to the expiry of such authority which will
or may be exercised wholly or partly after the expiry of such authority and may make a purchase of ordinary shares in pursuance of any such contract
as if the authority hereby conferred had not expired 
resolution 10
by order of the board 
peter fitzwilliam 
company secretary 
26 may 2005 
notes 
1 a member entitled to attend and vote at the annual general meeting is entitled to appoint one or more proxies to attend and on a poll to vote instead of
him  such proxy or  proxies need not be a member of the company 
2 a form of proxy is provided to be effective a form of proxy must be completed signed and together with the original or a notarially certified copy of any
power of attorney or other authority under which it is executed lodged at the company’s registrars computershare investor services plc po box 82 
the pavilions bridgwater road bristol bs99 7nh not later than 48 hours before the time of the meeting depositing a completed form of proxy will not
preclude a member from attending the meeting and voting in person 
3 there will be available for inspection at the registered office of the company on any weekday except saturday during normal business hours from the date
of this notice until the day of the annual general meeting and at the place of the annual general meeting for a period of 15 minutes prior to and during the
annual general meeting copies of contracts of service between directors and the company and the register of directors’ interests in shares of the company
kept in accordance with section 325 of the act 
4 the company pursuant to regulation 41 of the uncertified securities regulations 2001 specifies that only those shareholders registered in the register of
members of the company as at 1200 pm on 10 july 2005 shall be entitled to attend and vote at the aforesaid general meeting in respect of the number of
shares registered in their name at that time changes to entries on the relevant register of securities after 1200 pm on 10 july 2005 shall be disregarded in
determining the right of any person to attend or vote at the meeting 
57   business post group plc


Summary:
 03
i am pleased to report that in the year ended 31
march 2005 business post enjoyed continued
success
finance
on turnover up 21 at £2333m operating profit increased
by 9 to £208m pretax profit by 7 to £205m and
earnings per share by 9 to 266p in all cases before
deducting goodwill amortisation of £05m 2004 £04m
statutory operating profit pretax profit and earnings per
share were £203m £200m and 257p respectively
aftertax returns on average net assets increased further 
to 269 2004 265
dividends
a final dividend per share of 128p up 6 is proposed
payable on 21july 2005 to shareholders on the register at
the close of business on 1 july 2005 the exdividend date 
is 29 june 2005  together with the interim dividend per
share of 64p proposed dividends per share are 7 higher
at 192p
business
progress across the group during the year was again in line
with the strategy articulated in 2001  
the core express business representing our uk business
tobusiness parcel activity  grew its turnover ahead of
expectations and in so doing increased its market share to
around 8
amongst the newer and smaller businesses of special note
again was the strong growth in homeserve operating in the
businesstoconsumer market  homeserve’s turnover
increase of 54 means that it has grown eightfold since it
was relaunched in april 2002
the most recently launched business uk mail which
commenced trading in may 2004 had an outstanding first
year and is on track to achieve the group’s prediction of a
3 share of the mail market by the end of its third year
ftse 250
since 2001 turnover has increased by 89 pretax profit by
61 and earnings per share by 57  reflecting this
sustained progress and strong prospects for the future i am
delighted to report that business post became a member of
the ftse 250 index in january 2005
personnel
we announced at the beginning of may that russell hodgson
the director responsible for parcel services would be leaving the
group on 30 september 2005 for health reasons following a
restructuring within parcel services the express international
and homeserve business units and network services will report
directly to paul carvell chief executive  russell has contributed
substantially to the considerable success enjoyed by business
post since 2001 when he joined us as group operations
director and we shall be sorry to lose him  
as reported in the 2004 report  accounts philip stephens
was appointed a nonexecutive director on 1 april 2004
whilst richard saville retired as a nonexecutive director on
31 may 2004
to the group’s employees and associates throughout our
parcel mail and other specialist distribution networks i
extend my thanks on behalf of all shareholders
prospects
the board expects substantial progress in the current year and
remains very confident about the group’s long term potential
peter kane
chairman
uk mail is on track to achieve a
3 share of the mail market by
the end of its third year
peter kane chairman
‘‘
‘‘
chairman’s statement