rok
mouldbreaking leadtaking gameraising
everpraising lifechanging wideranging
hardworking funloving rok
wwwrokgroupcom
rok
annual report 2003
rok property solutions plc
fun fresh vibrant passionate open 
advanced impressive cool involved 
excellent exciting servicedriven 
reliable flexible energetic winning
challenging helpful approachable
valued amazing responsive honest
intelligent brilliant motivating
strategic profitable new sorted
rok property solutions plc annual report 2003
cover to print  17304  413 pm  page 1 1 financial highlights
2 what we do and how we do it
6 chairman’s statement
8 chief executive’s review
24 financial review
26 directors’ report
27 directors
28 corporate and social responsibility
32 financial statements
50 corporate governance
52 remuneration report
56 independent auditors’ report
57 five year summary
58 shareholder information
59 contact points
our vision
property solutions
creating specially tailored services that use our core
skills to add value for our clients
our objectives
to be the best construction stock
to be the best employer
to be the best in local markets
contents
front cover
each year rok offices organise
charity days in their local
communities which generate large
sums for deserving causes and great
fun for all taking part
rok sponsors a wide variety of public
events ranging from classes at
county shows and local festivals to
the prestigious riba town and
country design awards
designed and produced by the design stable
printed in the uk by westerham press st ives plc
© rok property solutions plc 2004
the manager of the new land rover
showroom built by rok at matford in
exeter said it had been possible to
move in with the minimum of hassle
thanks to the excellent working
relationships with all parties
throughout the project
cover to print  17304  413 pm  page 2 1
financial highlights
rok annual report 03
t urnover
£million
 before goodwill amortisation and exceptional costs
profit before taxation
£million
earnings per share
pence
dividend per share
pence
92
00
125
01
221
02
380
03
13
00
41
01
68
02
114
03
98
00
196
01
238
02
321
03
45
00
55
02
64
03
rok has enjoyed another very successful year delivering a third
successive record set of resultsthis demonstrates the
effectiveness of the group’s focus on operating a serviceled
rather than product driven offering to its customers
50
01
2003 2002 change
t urnover £3800m £2210m 72
profit before taxation £114m £68m 67
profit before taxation £100m £45m 122
earnings per share 321p 238p 35
dividends per share 640p 550p 16
net assets £347m £297m 17
net debt £26m £76m 66
gearing 75 258
return on average capital employed 268 148
front section 130173  17304  414 pm  page 1 what we do
we develop commercial industrial
retail and leisure premises most of
which we build ourselves in addition
we provide building and construction
services to a wide range of customers
varying from ‘small ticket’ to large
capital projects we also maintain
buildings providing 24hour urgent
response repairs or planned
preventative maintenance
how we do it
rok is the mouldbreaker of our
industry we care passionately about
our customers our people and the
quality of our service and we’re
committed to challenging 
preconceptions about how things
should be done 
we want customers’ experience of rok
to be both exciting and rewarding we
will help them articulate their needs
and use all our skill and expertise to
make their dreams a reality 
we approach all our relationships with
the same flair and enthusiasm for
staff suppliers and business partners –
as well as customers  the rok brand
stands for promises kept expectations
exceeded and working relationships
that are exciting mutually beneficial
and fun
rok
rok annual report 03
2
front section 130173  17304  414 pm  page 2 our brand your experience  shareholders
found the style and
wideranging content of
the company’s magazine
very impressive kept in
the picture in such a
delightful wa y 
extremely good
strategic sense emphasis
on taking on only really
profitable contracts
management knows
exactly what it is doing
a well managed
company one of the best
managed in its sector
always there when i
want to speak to them
extremely approachable
honest and intelligent
concentrating on
instilling its own
culture and philosophy
the feelgood factor a
business that should
grow steadily makes me
proud to have a stake
impressive wideranging
strategic delightful
profitable wellmanaged
approachable feelgood
intelligent proud
front section 130173  17304  414 pm  page 3 johanna harrison shareholder
when my autumn copy of rokface arrived with a covering letter
from the chairman a nice touch i found the style and wideranging
content of the company’s magazine very impressive it’s a good read
and the ‘feelgood’ factor it evokes made me proud to have a stake
in the organisation i really appreciate as a shareholder being kept in
the picture in such a delightful wayas i live in london i can’t attend
the annual general meetings so i asked a friend who lives in exeter
to represent me at one of your agms i am happy to report that she
was so impressed that she too became a shareholderwe hope that
when i am next in exeter we may have the opportunity to visit your
offices and meet some of the people she has already met but i have
only read aboutwe’d very much like that i take a keen interest in
the stockmarket tracking news of the company and its share price
in the daily telegraph and investors chronicle and my friend in
devon sends me cuttings from the local press which keeps me up
to date with what is happening
patrick evershed director of new star asset management ltd
when investing i am looking for a company that is one of the best
managed in its sector rok is made special by the quality of its senior
management who have made a good job of turning the company
around and using it as a base for making further acquisitions which
have fitted in well and have created high quality earningsthese
acquisitions have made extremely good strategic sense and all the
managers of the businesses taken over have the rok management
philosophy instilled into themthe company puts great emphasis on
taking on only really profitable contracts rokforce has been
developed into a business that should grow steadily and not be
affected by a down turn in the economy by building up rokforce the
company is concentrating on quality earnings rok’s management is
extremely approachable honest and intelligent and always there
when i want to speak to themthe relationship could not be better
and i am confident this will continue if there is a down turn it will
be the same for everyone but rok is a well managed company and
its management knows exactly what it is doing in its acquisitions
rationalisations and concentrating on instilling its own culture and
philosophy and i expect it to continue to succeed
rok as an investment
front section 130173  17304  414 pm  page 4 former employee walter mountford
has held shares in the company for
many years and keeps an eye on
developments via the website and
inhouse magazine
rok encourages employees to have a
financial stake in the company with a
tax efficient buy as you earn scheme
our brand your experience  shareholders
rok annual report 03
impressive wideranging
strategic delightful
profitable wellmanaged
approachable feelgood
intelligent proud
front section 130173  17304  414 pm  page 5 i am pleased to report that your company has enjoyed another very
successful year delivering a third successive record set of resultsthis
demonstrates the effectiveness of the group’s focus on operating a
serviceled rather than productdriven offering to its customers
significant progress has been made across all the major parts of the
enlarged group which today has 27 offices in towns and cities across
the uk
i am also pleased to report that the team has continued to achieve
organic growth in both turnover and profitsat the same time we
have successfully integrated major acquisitions furthering our goal of
expanding our regionally focused operations across the length and
breadth of the uk
results and dividend
overall group turnover was up 72 from £221m to £380m with
pretax profits before goodwill amortisation and 2002 exceptional
item rising 67 from £68m to £114mafter the full year impact of
the additional shares in issue as a result of the llewellyn acquisition
earnings per share before goodwill amortisation and 2002
exceptional item rose by 35 to 321pthe organic performance
was also very strong with turnover excluding acquisitions increasing
by 32
in line with our stated policy of growing the dividend at
approximately half the rate of growth in earnings per share the
board is recommending a final dividend of 465p making a total
dividend for the year of 64p up 16 on the 55p paid for 2002the
final dividend will be paid on 7 may 2004 to shareholders on the
register on 2 april 2004
objectives
the board is committed to be judged against the clear targets it has
set out for 2003 the key tasks we set were
★ to demonstrate our ability to integrate and extract significant 
shareholder value from substantial acquisitions whilst continuing 
to drive organic growth in revenue and margin
★ to reorganise rokforce our building maintenance service 
operation and prepare the platform for significant growth
★ to strengthen the executive team in preparation for the next 
stage in the group’s development
i am pleased to report that each of the above tasks has substantially
been achieved
driving value through cultural change and customer service
in september 2002 we acquired llewellyn and effectively doubled
the scale of the groupthe business was swiftly restructured and
integrated key to our success in transforming this business was the
significant investment made in changing the underlying culture to
reflect the rok model with its focus on customer service rather than
product provisionthis has resulted in pretax margins in llewellyn’s
core building activities increasing from zero to 18 mirroring the
progress made in the original group when we embarked on a similar
process in 2001all operations which were noncore to our service
offerings of ‘develop’‘build’ and ‘maintain’ were disposed of the last
substantial element being the plant hire business that was sold in
may similarly some 90 of the property portfolio that came with the
acquisition has now been developed and sold
in november we seized the opportunity to acquire four branches in
glasgowteesside manchester and ellesmere port following the
receivership of ballast plcthe integration of these operations and
the cultural change process is well underway to drive productivity
service and margins
where the rok brand experience is consistently being delivered
across a number of building operations within the original group we
are regularly achieving the 3 optimum pretax margin that we
expect in current trading conditions overall the original rok
building activities achieved a 43 growth in revenues and increased
net pretax margins to 22 2002 18
rokforce which delivers our premium maintenance service was the
focus of major reorganisation during the yearthis reorganisation
coupled with the particularly mild weather throughout 2003 led to a
drop in net pretax margin from these operations to 58 
2002 79 however we are confident that our actions have now
created a robust structure and platform for substantial growth in this
areathe flexible cost base we have created and the continuing
investment in systems give us confidence of increasing revenues and
returns in the current and future years
chairman’s statement
rok annual report 03
6
front section 130173  17304  414 pm  page 6 7
galliford t ry
in november 2003 rok withdrew its interest in pursuing an offer for
galliford try plc following their board’s refusal to engage with us and
to facilitate due diligencewe believe our indicative offer represented
significant value and beyond that level it was not in the best interests
of our shareholders to pursue this approach any further
people
we have made excellent progress in strengthening our executive
team in september 2003 we welcomed ashley martin as group
finance director his experience in substantial devolved and
empowered organisations is proving invaluable
he succeeded michael bailey who had been with the group since
1985 and finance director since 1990we are most grateful to mike
for his valued contribution and dedicated service over these years
a number of other senior executive roles were identified and filled
during the year reflecting the group’s increased scale and ambitions
this process is continuing in 2004
strategy
our strategy remains to drive growth organically from existing
branches and by acquisition supplemented by opening infill branches
to create a local presence throughout the uk
in every acquisition we make we look for good core technical skills
and a local reputation restricted in performance terms by traditional
hierarchical management structures and the common industry focus
on selling product on the basis of lowest pricewe delayer the
management structure streamline the administrative processes and
invest substantially in training our people to deliver a service culture
we are committed to achieving a brand experience for employees
suppliers subcontractors and customers that is enjoyable rewarding
and funwe take this very seriously – it is what makes us different
from ‘traditional’ companies in our sector and what helps us achieve
industry leading margins and longlasting relationships with all our
stakeholders
prospects
the uk building economy remains strong especially in the regions
buoyed by continuing strong demand from the public sector in
health education and housingthe acquisition of four new offices in
the north from ballast and other new branch openings will give
further momentum in the current yearthe rokeagle development
pipeline continues to be healthy with strong visibility of revenues and
margins for the current year and beyond rokforce having been 
reorganised and embedded into our building units coupled with
flexibility now built into the cost base should lead to significant
increases in revenue and return from this activity over the coming
yearsthe group is also well placed financially to take advantage of
acquisition opportunities that may arise in fulfilling its strategy of
providing property solutions on a national scale
whilst much has been achieved in the last year this only serves to
emphasise the group’s potential and gives us confidence that 2004
should be another year of significant progress
bob carltonporter
chairman
15 march 2004
rok annual report 03
front section 130173  17304  414 pm  page 7 chief executive’s review
rok annual report 03
8
rok set itself apart from its peer group in spring 2001 when it set
out its vision for the future with its property solutions strategythe
aim was to revolutionise the way in which people could experience
and value a property development building and maintenance service
our key differentiator is to treat customers as individuals and to
provide a bespoke service to meet their needs rather than a
productled offering
2003 was the third year of this strategy implementation this set of
results clearly demonstrates its effectivenessthey are also a
testament to the dedication and efforts of all 1600 members of the
rok team
rokeagle
property development
at the start of 2003 widespread misgivings and concerns were
expressed nationally about commercial property development –
these issues never manifested themselves in rokeagle demand for
the type of service and product we deliver strengthened throughout
the year and continues in the same vein in the current year
why rokeagle continues to focus on providing tenantled solutions
avoiding speculative development unless economies of scale in terms
of build cost negate the associated risk our strategy revolves
around acquiring welllocated land near major infrastructure routes
or with high tenant demand in or adjacent to key towns and smaller
cities across the regions where the group has a strong presence on
purchase the land always has a minimum of outline planning
permission for the proposed use although we do ensure a continuing
supply of land via low cost option type agreements that are subject
to planning approvalany associated costs of this activity are written
off as they arise raw material in the form of land and buildings for
redevelopment generally equates to approximately three years’
supply
completed developments are sold to the investment market usually
on occupation and completion with larger developments normally in
excess of £5 million gross value being presold with interim financing
to major financial institutionsthis approach enables us to minimise
risk and smooth the flow of returns however the majority of our
developments would be viewed as being at the smaller end with
typical gross values of an individual unit being less than £2 million
consequently we spread investment and risk from development
activity over a wide geographical area and capitalise on
our local contacts and knowledge
at the start of the year rokeagle teams were located at exeter
southampton and crawley in september bristol was added and
coverage will be further enhanced by the creation of a team in
milton keynes during the current year
the exeter team last year continued to extract value from matford
park to the south of the city and completed the 80000 sq ft edf
energy regional centre at exeter business park to much acclaima
45000 sq ft headquarters for regional lawyers bevan ashford is
under construction at the same location and a joint development
with scarborough developments of two buildings totalling 103000
sq ft is on site in the city centrewe also completed the first phase
of plymouth international business park and recently gained planning
permission for an out of town retail scheme in bodmin
the bristol office was opened as a result of the success of the first
two phases of eden office park near junction 19 of the m5 and the
team are already well advanced in negotiating a major part prelet
development in the city centre other smaller scale opportunities are
progressing in gloucester clevedon and the surrounding area
southampton successfully completed the first phase of a small office
scheme at the links solent business park and is on site with a
substantially prelet office unit at eagle point at segenswortha
number of other projects are underway in the area and we expect a
significant contribution to revenues from this office during the
current year
the crawley team spent a considerable proportion of its efforts in
2003 extracting value from the property portfolio acquired with
llewellyn and subsequently reinvesting the proceeds in other
opportunities in the regionthe team has recently been
supplemented with another senior development executivethese
two actions should ensure the creation of projects over the next few
years in the south east on a similar scale to those in the south west
in milton keynes we disposed of the substantial part of the eight and
a half acre industrial site acquired with llewellyn and are investing in
land for a commercial development that will commence in the
current year
front section 130173  17304  414 pm  page 8 our brand your experience  employees
it has been brilliant
and i have not really
looked back i can look
back and know i was
involved that’s cool
chance to go up and up
challenging but i prefer
that we can pick up the
phone and it will be
sorted will push you
that extra mile i feel
secure here
relationships are good
encouraging me
operates through
teamwork hard
working but relaxed
vibrant buzzy and fun
very rewarding an
exciting place to work
rok allows you to
develop your own skills
the best proud to be
associated with it
brilliant secure
cool encouraging
challenging teamwork
sorted buzzy
exciting best
front section 130173  17304  414 pm  page 9 jake snelltrainee site manageryeovil
my father was a carpenter and i used to help him so was my
brother i decided that was what i wanted to do so i sent letters to
local companies and the first one i had back was a nice one from
rok it has been brilliant and i have not really looked back since it
just feels as if they appreciate you more here i am an assistant site
manager now and doing a course at college i feel secure here and
know that the company will train me if i show willing and will
respond by trying its hardest to get me where i want to be
although i am still young rok has given me opportunities and i am
grateful it makes me feel i don’t want to let them down i am
acquiring more people skills but if i felt i needed to develop them
further i know i could ask and it would be arranged people here
take an interest and the atmosphere is goodwhen a project is
finished and i can look back and know i was involved that’s cool
another thing i like is when the tenant representative on the site
where i am working at the moment gives me a good report and it
makes everything worthwhile i think i have the chance to go up and
up in the company running my own sites because if you want to do
something and show willing the company will do all it can if the
company feels you are good in a role it will push you that extra mile
and help you get there through trainingwe are able to be quite self
sufficient but we know if there are any problems we can pick up the
phone and it will be sorted relationships are good here and it is
friendly hard working but relaxedthere is pressure and it is
challenging but i prefer that because you never get bored
maria bondarea director oxford
rok has a vision of being something different and of being the best
so it is an exciting place to work and fast movingthe world is your
oyster here as long as you can keep up with the pace it is a
company that cares about its brand because it recognises how
important that is in everything it does and it makes people proud to
be associated with it i enjoy working in the construction industry as
i like using my brain as well as being outside in the fresh air and i
like the challenge of it i have been lucky as i have worked with
people who have seen potential in me creating opportunities and
encouraging me to go for them in oxford we have gone from
nothing to having a business with a substantial amount of work
secured and making a name for itself in just 18 months which is
very rewardingvirtually all our technicians have been recruited
without going through an agency which shows we are attracting
people who want to work with us i am pleased that the board has
put its trust in me to deliver and glad it has given me this role
because men and women do think differently and my presence gives
a broader approach to the management strategy rok allows you to
develop your own skills in your own way but operates through
teamwork everybody pulls together and supports each otherthey
say it is a ‘vibrant buzzy and fun’ place to work
rok as a place to work
front section 130173  17304  414 pm  page 10 our brand your experience  employees one rok office found the smart
solution to the environmental and
financial costs of travel with the
delivery of an economical low
emission pool car
there was a champagne moment
for the rok team responsible for the
look of one of the newest most
dynamic rok offices on its opening
night
brilliant secure
cool encouraging
challenging teamwork
sorted buzzy
exciting best
rok annual report 03
front section 130173  17304  414 pm  page 11 rok
build
as part of the group’s property solutions strategy we endeavour to
be recognised as the premier local builder in each of the locations
from which we operateto achieve this we encourage our local
teams to focus on their immediate area gaining substantial market
share by providing exemplary service levels delivered by local people
who are as interested in ensuring community and local business
success as the clients they serve
every town used to have its premier local builderdeveloper who
was both trusted by and part of that communitywe aim to replicate
this model across the uk using the scale of the group to provide
greater purchasing power technical knowledge better working
conditions and career opportunitiesthis enables us to provide cost
parity and expertise akin to large construction organisations in a way
that smaller businesses are traditionally unable to do
local leadership is also a key element of the group’s successwe
encourage our local leaders to perceive themselves as businessmen
delivering building services through their local teamthey are
encouraged to avoid a common error of the industry that of 
‘overmanaging’ their people rather to coach and guide team
members to exceed their own personal goals and expectations
within a clearly defined set of values leadership training is therefore
a key expenditure and cost £120000 in 2003 more will be spent in
the current year and beyond to ensure a continuing supply of 
homegrown talent to support the group’s ambitious growth plans
we started 2003 with 14 outlets for our building operations and
ended with 20taunton was opened in january 2004 with more
branches due to open in newcastle and bodmin in the near futurea
number of the original rok branches where the riskaverse service
culture is truly embedded regularly achieve net operating margins in
excess of 3  the optimum rate we see in current market
conditionstherefore a lot of emphasis in 2003 has been placed on
developing this culture in the branches that were acquired as part of
the llewellyn acquisition in 2002 and latterly in the four that joined
the group in november following the receivership of ballast plc in
total during the year some £400000 was spent on service culture
training alone and involved 1200 team membersthis level of
expenditure will continue into 2004
every rok outlet as a minimum is expected to deliver premium
building maintenance under the rokforce brand and smaller scale
building servicesarea offices provide larger contracting services in a
region that might contain two or three smaller outletsall work as a
team to develop local market share
we seek to ensure that through extensive training and development
programmes the technical skills of the group match the industry’s
best but competitive advantage comes from the manner in which
these are delivered
by these key methods every outlet we open or acquire is expected
to reach the optimum operating margin within three years llewellyn
construction and building activities at acquisition in september 2002
were making zero net margin structural reorganisation and removing
outmoded administration and management systems gave an
immediate boost going into 2003 and the rok culture changes have
already pushed margins to 18 at the pretax level for the full year
meanwhile the original rok business has moved pretax margins to
22 in 2003 2002 18 whilst driving organic growth 43 to
£160m of sales 2002 £111m
at the time of the llewellyn acquisition it was recognised that the
company had a considerable reputation and expertise in social
housing at a time when the government is committed to increasing
expenditure in this areawe intend to become a significant player in
this market and continue to spread this expertise across the group
chief executive’s review
rok annual report 03
12
front section 130173  17304  414 pm  page 12 an excellent place
which works well felt
fantastic having them
here the team was
flexible and
understanding a good
feeling of cooperation
between the parties it
was fun and they
entered into the spirit
not rigid in the way it
goes about things
professional and
customer orientated
went that extra mile to
deliver an exceptional
service shown that it is
servicedriven
experience has been very
good consistent site
team the site manager
was a star easy to talk
to advanced procedures
appreciation of our
needs as the end users
our brand your experience  customers
excellent fantastic
flexible cooperation
fun professional
servicedriven exceptional
advanced consistent
front section 130173  17304  414 pm  page 13 peter flukes scott business park plymouth
the finished park is an excellent place which works well for
business and for us it is a real credit to the design and build team
and the proof of the pudding is that we only have one industrial unit
and three offices left out of the 34 mixed units that were available
following completion and handover in july 2003we are enjoying the
benefits of the build quality and it was obvious that the site team
took a pride in their work it felt fantastic having them herethe site
manager was a star and he was our first point of contactthe team
was flexible and understanding in changing things where necessary as
the project went alongthey were easy to talk to and there was a
good feeling of cooperation between the parties it was fun and
they entered into the spirit of what we were trying to providethey
showed an appreciation of our needs as the end users and i was
impressed that they were able to allow us to continue our other
activities on the site and to work around these other demands
whilst maintaining good progress on the contract and the highest
standards of safetywhen it was finished we threw a party for the
site team because they deserved it and should be proud of what
they have achieved and left for us to use
mike dale pentagon fareham
the overall experience has been very goodthat is down to the
calibre of the people that rok employs which mirrors our own
philosophy rok is a professional and customerorientated company
that has moved the construction industry into the service industry
rok recognised us as the customer and on many occasions went
that extra mile to deliver an exceptional servicethe company has
been caring and committed throughout and shown that it is service
drivenat project commencement we stressed that success would
depend on a high quality and consistent site team and in both
respects we have been satisfiedwe have now confidently employed
rok to work on a third project for us in winchesterthe team’s
flexibility has allowed us to work alongside it is not rigid in the way
it goes about things and yet the necessary discipline is there keeping
the site safe and tidy it matters to us how our sites look even
before they are finished and rok has come with us on thatwe have
also been impressed by the advanced procedures rok employs in
terms of health and safety
rok in action
front section 130173  17304  414 pm  page 14 gadeon house was developed and
built for edf energy in exeter and
opened by the princess royal
rok has built new mercedes
dealerships for pentagon at
chichester and southampton and is
working on a third at winchester
our brand your experience  customers
excellent fantastic
flexible cooperation
fun professional
servicedriven exceptional
advanced consistent
rok annual report 03
front section 130173  17304  414 pm  page 15 rokforce
premium building maintenance
research indicates that during the 20 years after construction of a
commercial building five times the amount spent on its construction
is spent on servicing and maintaining the facility much of this is spent
on fabric repairs alterations and preventive maintenancethe
building industry’s response to this demand is to leave it to small
local operations or through the provision of wide area cost driven
scheduled maintenance providers with the associated high level of
administration costs
rokforce provides an alternative national premium service it is low
on administration costs because of simple billing systems but high in
valueadding quality services that are widely available and reliable
our technicians are typically multiskilled tradesmen trained to
understand our customers’ needs and empowered to take the
decisions that exceed their expectations customers can access this
service from either their local branch or via our 24 hour customer
contact centre
at the beginning of 2003 rokforce was structured as an
independent business within the groupat that time it engaged
other parts of the group and associate suppliers to deliver
maintenance services most of which were classified ‘urgent
response’ for our national clients primarily comprising insurance
companies and high street retailersat the same time many of our
existing building outlets were also selling maintenance services
locally typically at lower margins trading as rok and treating
rokforce as any other customer
we recognised that this was leading to a duplication of costs and
causing internal friction more importantly this was preventing the
group from accessing the potential of rokforcetherefore we have
reorganised this activity during the year so that it is now traded as a
branded building maintenance service from within rok outlets
overseen by a rokforce brand director local outlets support a
rokforce team of technicians and a rokforce service coordinator
this new structure provides a flexibility of resource levels which
enables us to manage fluctuating demand effectively and efficiently
responsibility for management and customer service has been
devolved from the customer contact centre in glasgow to the local
branches which directly benefit from the success of this activitythe
customer contact centre has been reorganised new it systems are
being installed and the whole unit is soon to combine with the
glasgow based ballast business acquired in november 2003
despite the restructuring of rokforce progress was made during
2003 in broadening our customer base over a wide geographical
area increases in market share were achieved in all our established
locations as more customers enjoyed the rok service proposition
of particular note is our relationship with royal and sun alliance
where during the year following a review of their 100 suppliers of
domestic insurance repair work rokforce was chosen to be the sole
supplier in much of southern england south wales and northern
ireland
chief executive’s review
rok annual report 03
16
front section 130173  17304  414 pm  page 16 valued committed
amazing understanding
energetic likeminded
new wonderful
reliable forwardthinking
a valued customer for
whom we will go that
extra mile with rok it
has been amazing good
relationships are
growing up between our
companies on local
levels committed to
continual improvement
there is a mutual
understanding an easy
account to manage the
whole organisation
followed through an
energetic forward
thinking approach we
are likeminded and
have the same goals not
confrontational which
is wonderfula new
approach in the
industry it is about
teamwork if we are
reliable then rok will be
reliable both sides are
working hard at the
relationship forward
thinking way in which it
operates
our brand your experience  suppliers
front section 130173  17304  414 pm  page 17 charles skinner brandon t ool hire
we have had a longstanding relationship with rok and are now sole
supplier of its tools which guarantees us a high level of turnover and
is good for rok as it is a valued customer for whom we will go that
extra milewe have had similar agreements with other companies
but these have often had little impact on our business whereas with
rok it has been amazingwithin a couple of months of the
agreement we had all its business and the leap in our turnover was a
straight line up it was terrific and reflects fantastically well on rok’s
organisationthe company’s word was enough and the whole
organisation followed throughthe lines of communication and the
willingness to work together in rok meant the whole organisation
delivered and remarkably quickly both sides are working hard at the
relationship which is going well and both are committed to continual
improvement so we are always asking what we can do to make life
easierthis kind of relationship has huge benefits for both parties
instead of having to have sales representatives visiting rok sites to
persuade them to use us we can spend the money on providing a
better service good relationships are growing up between our
companies on local levels between the rokforce people and our
branches which is good because there is a mutual understanding of
what is required it’s an energetic forward thinking approach which
many other companies have considered in theory but few have been
able to deliver in the way that rok has
dave williams national account manager jewson
it is a pleasure to deal with rokthe people are not confrontational
which is wonderfulwe have been able to provide information on
what is purchased across the group which makes it easier for us to
fine tune our service and get the prices rightthis is only possible
because of the open and honest relationship we have and it is a new
approach in the industry rok was one of the first and its approach
has benefits for both parties as well as for its own customers rok is
growing very fast and it is sometimes difficult to keep up but we can
see how it is bringing its culture to the companies it acquires it is an
easy account to manage because it runs so smoothly which means
we are being given the right information first time which is fantastic
we are likeminded and have the same goals and we know that if we
are reliable then rok will be reliablewe agree that a quality service
is more important than simply going for the cheapest price it is
about teamwork and when a situation needs to be resolved it is
resolved in an adult fashionalthough rok is not the biggest
company we deal with it is one of our biggest accounts because of
the forwardthinking way in which it operates
rok as a customer
front section 130173  17304  414 pm  page 18 rok recognises the advantages of a
smooth and efficient supply chain
and passes the cost and time saving
benefits on to its customers
deals with sole suppliers have meant
rok employees can apply their core
skills to projects without the
distraction of chasing lower prices
and delivery dates for materials
rok annual report 03
valued committed
amazing understanding
energetic likeminded
new wonderful
reliable forwardthinking
our brand your experience  suppliers
front section 130173  17304  414 pm  page 19 spaceage
building components
progress was made in spaceage plastics during 2003 which is sadly
not reflected by the pretax profit of £01mthe marketplace for
both plastic building products and conservatory roofs remained
challenging throughout the year due to the iraqi war followed by the
long hot summer and a failure in the usual prechristmas surge in
demand 2004 has commenced with demand continuing below
expectations but signs of an uplift are emergingthe new assembly
unit for conservatory roofs came on stream in september and is
already leading to improvements in quality and productivitywe shall
continue to look to capitalise on our position in this activity
uk economy
the recent rise in interest rates has had no appreciable impact on
demand for any of our core activities if as predicted they continue
to rise and have the effect of slowing down house price inflation and
consequently demand for new houses the effect on rok’s building
and construction activities in the medium term would be positive as
competitive pressures impacted on our supplier base our view
however is that the main driver for housing inflation is the restrictive
planning process and it will take a considerable sustained hike in
interest rates to have any material effect meanwhile public spending
is continuing to expand although it is questionable whether this
trend can continue without increased tax revenues however we do
not envisage any significant slowdown in demand from this sector in
the near future maintenance will continue whatever 
macroeconomic pressures exist
the commercial property world is eagerly awaiting the chancellor’s
paper on real estate investment trustswhatever form this takes it
is likely to increase demand for property investment opportunities of
the type that rokeagle produces
industry overview
the building and construction industry forms over 8 of gdp yet is
highly fragmented slow to change and shy of embracing the
efficiencies of scale and modern technology that have impacted on
other industries in recent decadesthe labour force is ageing with
recruitment and training failing to keep pace with retirementall
these factors we believe will conspire to drive consolidation in the
sector towards financially strong groups which have the scale to
provide good training and career opportunities which value their
employees and which offer their customers a premium service whilst
accessing the benefits of integrated supply chains rok intends to
remain a consolidator in this process
prospects
i have every confidence that rok will continue to grow both
organically and by acquisition fuelled by the enthusiasm and drive of
the whole teamwe all enjoy the success that comes from using our
technical skills in a way that enhances the experience for our
customers suppliers and the communities of which we are a part
with our strong order book of £250m and exciting opportunities
ahead of us i look forward to reporting another successful year in
2004
garvis d snook
chief executive
15 march 2004
chief executive’s review
rok annual report 03
20
front section 130173  17304  414 pm  page 20 has always been helpful
professionalism is what
stands out honest with
each other have been
very responsive to the
need to change we are
all winning everyone is
helpful and open
working with rok and
the supply chain becomes
far more productive and
indeed enjoyable taking
a lot of initiative a
clear understanding of
what the client needs
the most recent project
we completed was the
best so far a strong
team resources to
ensure it delivers we are
learning together and
growing together
recognises its 
responsibilitiesvery
pragmatic a true
partnership from the
beginning
our brand your experience  partners
helpful enjoyable
honest clear
responsive strong
winning delivers
open pragmatic
front section 130173  17304  414 pm  page 21 paul read east dorset housing association
we have worked together for a number of years and it is obvious
that rok is continually improving and adapting to the changing
environmentas a company it is prepared to invest in the resources
to ensure it delivers and it is getting increasingly better levels of
client satisfaction for its servicesthe culture to improve and adapt
comes from the top and is being reflected on site and at the front
end of the business because of the service rok is providing it is
getting a clear understanding of what the client needsthere is an
open book relationship and it is obvious the new way of working is
reflected on site and percolating down into the supply chainas the
teams focus on achieving mutual business goals and processes
become repeated and refined working with rok and the supply
chain becomes far more productive and indeed enjoyable it can be
difficult for companies if the client is not willing to change but
together we have been very responsive to the need to change rok
is taking a lot of initiative and often coming up with suggestions of
ways of doing things differently our measurements of performance
are being met and exceeded by the company and both parties are
aware of the need for measurement so that we can show our clients
just how well we are performing rok recognises this is an advantage
not a threat and the most recent project we completed was the
best so far by working this way we can come up with ways of
reducing costs during the project and we are all winning as a result
we are learning together and growing together side by sidewhat
makes it work is not just the special relationship but the
performance rok achieves
tony fowlestropus ltd
we are working with rok on a hospital at willesden and have put
together a bid for another schemethe company’s attitude is one of
complete professionalism it recognises its responsibilities and i
would not hesitate to recommend rok to any other client i could
not speak more highly of it rok has always been helpful and
understood what the aim is and how we are all trying to achieve a
successful project everyone is looking to make a profit and rok
does not shy away from the fact it is very pragmatic its profes
sionalism is what stands outthe project at willesden is going well
and is ahead of programme everyone is helpful and open if there
are issues that need addressing the team is quite happy to discuss
them and make sure they are resolved satisfactorilythe partnership
begins when you are putting a bid together and it takes a long time
it has to be a true partnership from the beginning otherwise the
parties are not going to be honest with each otheryou have to pull
together in the right direction rok shows a willingness and an
understanding of its responsibilities for what is within its control it
is professional in its manner and is a strong teama project will
succeed if the personalities gel together and i like having rok on
board
rok as a partner
front section 130173  17304  414 pm  page 22 rok has formed strong working
partnerships with organisations
serving a variety of sectors in
particular health education and
social housing
at glastonbury in somerset rok is
working with ryhurst ltd to build a
new community hospital and near
bigbury in devon it has just
completed timber framed affordable
housing for tor homes
our brand your experience  partners
helpful enjoyable
honest clear
responsive strong
winning delivers
open pragmatic
rok annual report 03
front section 130173  17304  414 pm  page 23 overview
2003 has been a very successful year financially for the group with
significant growth in turnover profits earnings and cash generation
the group’s strategy of providing property solutions based on
strong local relationships is continuing to deliver superior returns
the core building and development businesses rok and rokeagle
have performed extremely well with further improvements in
operating marginsthe like for like performance of these divisions
has also been strong and coupled with an integrated operating
structure in place following the llewellyn acquisition in september
2002 the benefits are now being harnessed
overall group turnover was up 72 to £380m pretax profits
increased 122 to £100m and earnings per share rose 74 to 266p
operating costs of £286m increased 46 due to the full year impact
of the llewellyn acquisition headline pretax margins rose 29 to
26 due to the exceptional costs incurred in 2002 on a like for like
basis excluding acquisitions turnover increased 32 before
exceptional costs incurred in 2002 and amortisation of goodwill
pretax profits rose by 67 to £114m
divisional performance 
the construction and building division rok increased turnover by
89 to £329m and pretax profits by 178 to £65m excluding the
llewellyn acquisition turnover grew by 43 and pretax profits by
79 pretax margins improved overall by 47 to 20 with a 24
like for like improvement in the original rok businessthe key
drivers behind this performance have been the mild weather in 2003
enabling improved productivity coupled with a determined focus on
higher margin projects
rokeagle the group’s property development division increased
turnover by 51 to £506m and pretax profit by 62 to £56m
overall margins improved by 7 to 110 over 90 of the surplus
properties acquired with llewellyn had been developed and disposed
of by the yearend rokeagle continues to focus on relatively short
timescale low risk developments which are prelet to tenants
the group’s maintenance activities were reorganised during the year
with all maintenance work previously carried out by the building
division now integrated with the original rokforce business into one
business stream operating under the rokforce brand comparative
figures contained in the segmental analysis have been adjusted
accordinglyturnover from maintenance activities increased 14 to
£225m although pretax profits fell 16 to £13m in part due to
costs associated with the reorganisationas a result pretax margins
fell from 79 to 58
spaceage the building components division had a more difficult year
in a tough marketplaceturnover was down 5 to £65m and profits
fell £06m to £01m as a result of a combination of tightening 
operating margins and higher investment costs associated with the
new assembly facility
t axation
the effective tax rate for the year increased from 264 to 329
the prior year having benefited from the utilisation of tax losses not
previously recognised in 2003 the effective rate has been increased
above the standard rate of 30 due to goodwill amortisation not
being tax deductible partly offset by indexation allowances on
property disposals
earnings per share and dividends
headline earnings per share increased by 74 to 266p excluding
goodwill amortisation and exceptional costs incurred in 2002
adjusted eps increased by 35 to 321p
the board is recommending a final dividend of 465p per share
making a total of 640p for 2003 an increase of 16 on last yearthe
record date for the final dividend is 2 april 2004 and is payable on 7
maythe dividend is covered 42 times by earnings
cashflow interest and borrowings
the group’s activities are financed through a combination of
retained profits bank debt and cash generated from the working
capital cycle in the construction operationsa key focus of the
group is therefore the management of working capital within each
businessthe group’s cash flow can broadly be summarised as
follows
£m
operating cash flow before reinvestment 
in development activities 277
reinvestment in development activities 144
operating cash flow 133
net interest 05
taxation 24
net capital expenditure 18
free cash flow 86
acquisitions 16
dividends paid   11
share issues less own shares purchased 04
change in net debt from cash flows  55
operating cash flow before reinvestment in development activity
increased from £211m to £277mthe group has significant
flexibility as to the amount of its operating cash flow that is re
invested into development activities through the funding of such
projects by the ultimate owner ‘preselling’ in 2003 some 43 of
all new developments were presold net capital expenditure of
£18m includes £37m on fixed asset purchases and £26m for
purchases of quoted investments less £47m received primarily from
the sale of the assets of the llewellyn plant hire business
financial review
rok annual report 03
24
front section 130173  17304  414 pm  page 24 25
net debt at 31 december 2003 was £26m down from £76m at the
end of 2002 largely as a result of strong cash generationyear end
net debt however is not representative of the debt existing
throughout the year which in 2003 averaged £95m up from £76m
in 2002 net interest payable during the year was £06m and was
covered 17 times by profits before interest significant scope
therefore exists to increase debt finance as a component of future
acquisition funding
treasury activities
treasury activities are managed by the plc finance team which is
responsible for optimisation of short term liquidity long term
funding requirements monitoring and management of interest rate
risk and development of the group’s banking relationships
borrowings are only needed to fund acquisition activity and the
rokeagle property developments the construction operations being
cash positiveat the yearend the group had total bank borrowing
facilities of £286m of which £141m was utilised in the form of
secured loan and overdraft finance
the group’s borrowings are all at floating rates in view of the fact
that there is a natural hedge between the cash utilised in the
development activities and the cash surplus generated by the
construction busineses however at the date of the llewellyn
acquisition the group purchased an interest rate cap on £7m of
core borrowing at a base rate of 575 through to october 2005
acquisition of ballast contracts
in october 2003 the group paid a net £09m to purchase by
novation a number of construction contracts from the administrator
of ballast plcthis amount has been added to work in progress on
the relevant contracts and the gross profit thereon will be released
to profit and loss account over the remaining life of the contracts in
accordance with rok’s accounting policy
pensions
during the year the group closed its two defined benefit pension
schemes to future service accrual with a view to being able to
provide more certainty to the level of cost for the company in their
place rokplan a new defined contribution scheme was introduced
whereby the group contributes to individual personal pension plans
dependent upon the level of contributions made by the employee
62 of the group’s employees have now joined rokplan
the full implementation of frs17 has been deferred and the group
has adopted the transitional provisions full details of which are
disclosed in note 26 to the financial statementsthe frs17 gross
deficit across the two defined benefit schemes at 31 december 2003
amounted to £243m 2002 £259m of which £138m has been
provided for in the accounts as part of the fair value adjustment in 
connection with the acquisition of llewellynthe group has
accounted for pension costs under ssap24 reflecting the regular
contributions payable during the year which across all schemes
amounted to £25m 2002 £16m had the group adopted frs17 in
full the charge to the profit and loss account would have been £18m
2002 £13m
risk management
the management of risk is a key factor in the group’s success in the
rok building and construction division the culture is one where
business is mainly won on the basis of deep local relationships often
without the need to tender alongside competitorsas a result the
average value of each building project is typically much lower than
the industry average but with higher marginsthe construction risk
is therefore spread across some 400 projects at any one timethe
vast majority of construction projects are built with subcontract
labour providing increased flexibility in the event of an economic
downturnthere is roughly equal exposure to both the public and
private sectorsthe group does not get involved with “trophy
projects” where the riskreward ratio is so often unbalanced nor
does it operate in central london
in rokeagle all developments are outside the m25 typically take 18
to 24 months from inception to completion and the vast majority of
projects are client specific through preletting to tenants
developments are often presold to the ultimate owner to remove
the funding riskthe board maintains a broad exposure to different
industry sectors to mitigate economic risk with speculative
development of buildings being less than 10 of total turnover
in 2003 the group established a new function rok assurance which
is focussing on systems and processes key controls risk 
identification and business improvement rok assurance has a direct
reporting line to the audit committee
accounting standards
during the year the group has adopted uitf abstract 38 in
connection with employee share ownership trusts and frs 5
application note g on revenue recognition neither of these had
a material impact on the financial statements
ashley martin
group finance director
15 march 2004
front section 130173  17304  414 pm  page 25 rok annual report 03
26
the directors present their report and the audited financial
statements of the group comprising rok property solutions plc and
its subsidiaries for the year ended 31 december 2003
principal activities
rok property solutions plc is a holding company of a group of
companies providing property solutions through its operations in
property development building and maintenancea review of the
group’s activities and future developments is given in the chairman’s
statement and the chief executive’s review on pages 6 to 20
results and dividends
the results for the year for 2003 are shown in the group profit and
loss account on page 32
the directors recommend that a final dividend of 465p per share be
paid which together with the interim dividend of 175p paid in
october 2003 will make a total for the year of 640p per share if
approved at the annual general meeting the final dividend will be
paid on 7 may 2004 to shareholders on the register at 2 april 2004
directors
the names and biographical details of the directors at the date of
this report are shown on page 27these directors served
throughout the year other than ashley martin who was appointed on
5 september 2003 michael bailey served as a director until his
resignation on 12 august 2003 details of directors’ interests and
those of their families are shown on page 55
in accordance with the articles of association louis sherwood and
gillian camm retire by rotation at the annual general meeting and
being eligible offer themselves and are recommended for reelection
as nonexecutive directors gillian camm and louis sherwood do
not have service contracts but operate under letters of appointment
terminable on 6 months’ notice
ashley martin having been appointed during the year will retire at
the annual general meeting and offers himself and is recommended
for reelection he has a service contract terminable on 12 months’
notice
other than service contracts or as disclosed in note 27 to the
financial statements there were no contracts or transactions
between the company and any of its directors during 2003
share capital and substantial shareholdings
details of the company’s authorised and issued share capital
together with changes during the year are given in note 18 to the
financial statements
the company has been notified of the following substantial interests
in the issued ordinary shares as at 1 march 2004
mr m r kay 3486093 1344
framlington investment management 1469698 567
fleming investment management 1339762 517
merrill lynch investment management 1338469 516
mr c s mccolligan 802500 309
supplier payment policy
operating units are responsible for agreeing the terms and
conditions under which business transactions are conducted with
their suppliers it is group policy that payments to suppliers are
made in accordance with those terms provided that the supplier has
complied with all the relevant terms and conditionsat 31 december
2003 the group had an average of 25 days 2002 24 days purchases
outstanding with suppliers
auditors
a resolution is to be proposed at the annual general meeting for
the reappointment of kpmg audit plc as auditors of the company
and its subsidiaries
annual general meeting
the company’s annual general meeting will be held at the
woodbury park hotel golf and country clubwoodbury exeter on
26 april 2004a formal notice of meeting an explanatory circular
and a form of proxy have been sent to shareholders
by order of the board
julian t urnbull
secretary
15 march 2004
directors’ report
front section 130173  17304  414 pm  page 26 27
bob carltonporter chairman 59
appointed a nonexecutive director in 1992 and as nonexecutive chairman in 1996 bob is an associate of the chartered institute of
bankers and has over 30 years’ experience as a financial and commercial director he was previously group finance director of english china
clays plc and was chairman and chief executive of newport holdings plc
louis sherwood deputy chairman and senior independent director 62
appointed a nonexecutive director in 1990 louis is also a director of hbos plc and of wessex water services limited and was previously
chairman and chief executive of gateway foodmarkets limited and chairman of htv group plc
gillian camm independent director 44
appointed a nonexecutive director in 2002 gillian is also a nonexecutive director on the immigration and nationality supervisory board of
the home office and a member of the general medical council gillian was formerly an executive director of clerical medical investment
group
garvis snook chief executive 51
appointed as chief executive in june 2000 since when he has overseen a substantial increase in the company’s scale profitability and
shareholder value garvis was previously a regional managing director of morgan sindall plc
ashley martin finance director 45
appointed as finance director in september 2003 a chartered accountant ashley worked previously for grand metropolitan plc and
latterly for media services companytempus group plc where he was group finance director for five years to 2002
mark kay property director 53
appointed to the board in 2001 mark is a chartered surveyor and was formerly regional manager of clarke st modwen properties limited
he founded rockeagle limited in 1984 where he developed a substantial property investment portfolio
board committees
audit committee
louis sherwood chair gillian camm and bob carltonporter
nomination committee
gillian camm chair bob carltonporter louis sherwood and garvis snook
remuneration committee
gillian camm chair bob carltonporter and louis sherwood
company secretary and registered office
julian t urnbull
rok property solutions plc
rok centre guardian road exeter business park exeter ex1 3pd tel 01392 354000 fax 01392 354001
company number 358466
rok annual report 03
directors
front section 130173  17304  414 pm  page 27 rok annual report 03
28
corporate and social responsibility
this is the first time we have reported separately on corporate and
social responsibility in an effort to transmit a greater understanding
of the group’s activities as they affect people communities and the
environment
people
the group’s stated objective of being “best employer” in our
industry recognises the vital contribution the group’s employees
make to its success our actions and initiatives in this area far exceed
the minimum requirements of our policy to have regard to an
individual’s aptitude and ability irrespective of race sex religion or
disability when considering their recruitment or career development
to assist the executive in developing best practice we have a
communication group made up of a cross section of twentyfive
individuals from across the groupthey meet regularly with our
people director paul wilkinson under the guidance of their own
elected chairman
this group as part of its activities assists in team briefings
dissemination of company announcements and presentations where
appropriate it acts as a conduit for feedback to the executive and
takes direct responsibility for organising the annual employee survey
the latest survey in december 2003 saw a 73 response rate and
therefore provided reliable data on the views of our most valuable
resource
other key initiatives in 2003 included the launch of our citizenship
programme and rokclimbing
the citizenship programme is aimed at ensuring that by the end of
2005 all employees both those traditionally described as staff and
those described as ‘blue collar’ are employed under the same terms
and conditionsthis covers items such as payment terms pensions
health care sickness pay and holidaysa transitional programme is in
place and commenced in september 2003
rokclimbing is the name we ascribe to our skills training and
development processesall employees take part in an annual personal
development review with their line manageras part of this process
they are encouraged to take responsibility for their own skills
development with the group providing help encouragement and the
facilities to enable them to do so
health and safety
the health and safety of the group’s employees suppliers
subcontractors and others we come into contact with as a result of
our activities is actively managed to minimise both short and 
longterm risk
on a monthly basis the board reviews a report on health and safety
submitted by the chief executive responsibility for day to day
management of health and safety is devolved via the group executive
to a health and safety committee chaired by the south operations
director bob irvingthe committee is made up of key operational
executives and is attended by our three safety managers and our
external advisors ssg training  consultancythis committee sits
regularly to review performance instigate remedial action where
appropriate and ensure that all employees are adequately trained to
fulfil their roles
the group via this system has incidence rates significantly below the
national average for constructionthis is a record that has been
recognised by rospa with the award for the second time of a
president’s award in 2003 following ten years of gold awardswe
shall continue to be vigilant in seeking to maintain and continuously
improve on this record
community
we aim to be “the best in local markets” by encouraging our local
teams to involve themselves in their communities by doing what we
can to enable the success of those communities we aim to ensure
the long term success of the group and its employees
there are numerous examples of this objective in action all individual
to the local branchesthe group initiates charity days where staff
identify a local needy organisation and raise funds through their own
efforts which are then matched by the group in this and other ways
the group donated £11749 2002 £9767 to charity in 2003 other
donations to clubs sponsorship of young people and needy causes
totalled £17730 2002 £2075 no donations were made to political
parties
environment
we have via various local and regional initiatives been recognised in
2003 for our efforts in reducing waste and the environmental impact
of our activitiesthe group acknowledged however that it has a 
responsibility to further enhance its performance in this respect and
intends to set up a dedicated committee on environmental impact
during 2004
front section 130173  17304  414 pm  page 28 our brand your experience  communities
feels modern fresh and
bright puts something
back into its roots has
taken on a leading role
helps the community
take pride in itself has
been farsighted bright
shiny clean ambitious
and vibrant
management is
energetic committed
enthusiastic and up
beat the motivating
force helping to change
people’s perceptions has
shown itself to be
passionate prepared to
stick its head above the
parapet comes across as
positive and proactive
asks the questions ‘what
do you need’ and ‘how
can we help’ undertook
to use local suppliers
wanted to be involved
fresh leading
vibrant farsighted
motivating energetic
passionate positive
involved local 
front section 130173  17304  414 pm  page 29 bruce priday financial  taxation consultants ltd
in the last few years rok has become much more visible and feels
modern fresh and bright it has a high profile in the local business
community and has taken on a leading role it is representative of
what can be achieved and built from the region and so has given
exeter and devon a higher profile which helps the community take
pride in itselfthe rok management is energetic in promoting the
city as it wants to be able to take a pride in the place where its
success beganthere is no doubt exeter is buoyant with the arrival
of the met office and the strength of the professional services
sector and rok is good at promoting it as a place to do business
the new motorway junction which owes its existence largely to
rok and exeter business park which has been developed by
rokeagle have both been important additions to the citythey are
significant development coups that have meant exeter has attracted
more high quality employersat the same time as benefiting from
the good fortune it has helped to create rok has contributed back
into the community with its charity events such as the golf days it
has run with the wooden spoonamidst the growing prosperity of
exeter there are still pockets of poverty where there is an unbroken
spiral people feel they cannot escape rok has been farsighted in
recognising that it needs crafts people administrators and managers
in the future and wants to give those in the local community the
aspirations and means to fill these roles which is why it is backing
the sure start initiativeworking with rok on these charitable
ventures has been funthe impression i get is that rok people are
ambitious committed enthusiastic and up beatthe company is
successful and puts something back into its roots it is very positive
and good for the city and if i had to sum it up i would say it was
bright shiny clean ambitious and vibrant
heather maude head of inward investment go·mk
rok wanted to be involved as much as possible with the milton
keynes community and share in its prosperity it was behind the
mkfirst campaign which undertook to use local suppliers
wherever practicalwhilst the city is regarded as very successful
internationally it is not always seen in that light at home and rok is
helping to change people’s perceptionswe have been pleased to
work closely with rok which has taken a lead role particularly on
the construction forum where it is the motivating force milton
keynes is one of two areas in the south east that have been
earmarked for significant growth with 70000 new homes planned
but this has to be economically led it is essential that the
construction industry is on board and able to use local people for
delivery rok has shown itself to be passionate about milton keynes
and that it understands the challenges ahead it comes across as
positive and proactive which are qualities that tie in with the city as
a young place with a ‘can do’ attitude rok asks the questions ‘what
do you need’ and ‘how can we help’ the company seems prepared
to stick its head above the parapet identify itself with the city and
take a leading role if milton keynes is going to double in size we
have to ensure continued inward investment and that we bring
people with us and by sponsoring debates and coordinating
responses rok is helping to do that
rok in the community
front section 130173  17304  414 pm  page 30 our brand your experience  communities rok has won awards for its
outstanding work in schools and
colleges helping young people to
learn more about careers in
construction
eager to support the communities in
which rok employees live and work
the company sponsors local events
concerts and sports teams
fresh leading
vibrant farsighted
motivating energetic
passionate positive
involved local 
rok annual report 03
back section 3160173  17304  415 pm  page 31 group profit and loss account
rok annual report 03
32
for the year ended 31 december 2003
2003 2002
notes £000 £000 
turnover 2 379974 221037
cost of sales 339343 195535
gross profit 40631 25502
operating and administrative expenses 28640 19616
operating profit before goodwill amortisation 4 11991 5886
amortisation of goodwill 1398 792
operating profit 10593 5094
net interest payable 3 610 592
profit on ordinary activities before taxation 2 9983 4502
tax on profit on ordinary activities 6 3283 1188
profit on ordinary activities after taxation 6700 3314
dividends 8 1605 1304
retained profit for the year 19 5095 2010
earnings per share
basic 9 266p 153p
exceptional item  48p
amortisation of goodwill 55p 37p
adjusted 321p 238p
diluted 9 251p 145p
there is no difference between the profit disclosed in the profit and loss account and that on an unmodified historical cost basisall the
group’s activities are continuing
statement of total recognised gains and losses
there were no gains or losses in the year other than those shown in the profit and loss account above
the notes on pages 35 to 49 form part of these financial statements
back section 3160173  17304  415 pm  page 32 at 31 december 2003 group company 
2003 2002 2003 2002
restated restated
notes £000 £000 £000 £000
fixed assets
intangible assets 10 24490 25798  
tangible assets 11 6020 13309 669 98
investments 12 1685  18084 32037
32195 39107 18753 32135
current assets 
work in progress and stocks 13 39479 28483  
debtors 14 60038 49785 6853 3163
investments 15 2611  2611 
cash and shortterm deposits 12408 14873 18249 2562
114536 93141 27713 5725
creditors amounts falling due within one year 16 88978 74851 9509 8790
net current assets liabilities 25558 18290 18204 3065
t otal assets less current liabilities 57753 57397 36957 29070
creditors amounts falling due after one year 16 9213 13065 766 1014
provisions for liabilities and charges 17 13841 14641  
net assets 34699 29691 36191 28056
capital and reserves
called up share capital 18 2592 2550 2592 2550
share premium account 19 15699 15208 15699 15208
capital redemption reserve 19 5573 5573 5573 5573
own shares held 19 1047 427 1047 427
profit and loss account 19 11882 6787 13374 5152
equity shareholders’ funds 20 34699 29691 36191 28056
the financial statements were approved by the board of directors on 15 march 2004
g d snook a g martin 
chief executive finance director
the notes on pages 35 to 49 form part of these financial statements
33
balance sheets
rok annual report 03
back section 3160173  17304  415 pm  page 33 group cash flow
rok annual report 03
34
for the year ended 31 december 2003
2003 2002
notes £000 £000 
net cash inflow from operating activities 21 13341 14350
returns on investments and servicing of finance
interest received 257 60
interest paid 805 652
net cash outflow from returns on investments and servicing of finance 548 592
t axation
corporation tax paid 2398 1618
capital expenditure and financial investment
purchase of tangible fixed assets 3686 1944
sale of tangible fixed assets 4751 1479
purchase of investments 2827 
net cash outflow from capital expenditure 1762 465
acquisitions
purchase of subsidiary undertakings 24 110 16254
debt acquired with subsidiary  3187
investments in joint ventures 1469 
net cash outflow from acquisitions 1579 19441
equity dividends paid 1096 1027
cash inflow outflow before the use of liquid resources and financing 5958 8793
financing
issue of shares net of expenses 209 6071
purchase of own shares 620 235
repayment of loan notes 2322 1147
decrease increase in bank loans 7542 15079
net cash outflow inflow from financing 10275 19768
decrease increase in cash 22 4317 10975
reconciliation of net cash flow to movement in net debt
decrease increase in cash in the year 4317 10975
cash outflow inflow from change in debt 9864 13932
change in net debt resulting from cash flows 5547 2957
issue of loan notes on acquisition of subsidiary undertaking 500 492
movement in net debt 5047 3449
net debt at 1 january 7648 4199
net debt at 31 december 22 2601 7648
the notes on pages 35 to 49 form part of these financial statements
back section 3160173  17304  415 pm  page 34 35
notes to the financial statements
rok annual report 03
1accounting policies
the following accounting policies have been applied consistently in
dealing with items which are considered material in relation to the
group’s financial statements during the year the group has adopted
the provisions of uitf abstract 38 in respect of employee share
ownership trusts and frs5 application note g on revenue
recognition neither had a material effect on the financial statements
although the balance sheet comparatives have been amended in
respect of the adoption of uitf abstract 38
basis of preparation
the financial statements have been prepared under the historical
cost convention and in accordance with applicable accounting
standards and have been prepared on a going concern basis
consolidation
the consolidated financial statements incorporate the accounts of
the company and all its subsidiary undertakings made up to 31
december 2003the acquisition method of accounting has been
adopted under this method the results of subsidiary undertakings
acquired or disposed of in the year are included in the consolidated
profit and loss account from the date of acquisition or up to the
date of disposal
turnover and profit
turnover comprises the value of construction building and
maintenance executed during the year total proceeds of property
disposals and other invoiced sales and excludes value added taxthe
results for the year include adjustments for the outcome of
contracts executed in both the current and preceding yearsthese
adjustments arise from claims by customers or third parties in
respect of work carried out and claims and variations on customers
or third parties for variations on the original contract provision for
claims against the group is made as soon as it is believed that a
liability will arise claims and variations made by the group are not
recognised in the profit and loss account until the outcome is
reasonably certain
where it is foreseen that a loss will arise on a contract full provision
for this loss is made in the current year
amounts recoverable on contracts are stated at cost plus
attributable profit less any foreseeable losses and payments on
account and are included in debtors
goodwill
goodwill arises on the acquisition of subsidiaries or businesses
where the fair value of the purchase consideration exceeds the fair
values attributed to the net assets acquired goodwill is capitalised as
an intangible fixed asset and is amortised by equal instalments over
its estimated economic lifethe directors consider each acquisition
separately for the purpose of determining the amortisation period
no such period exceeds 20 years
tangible fixed assets and depreciation
tangible fixed assets are depreciated on a straight line basis over
their useful economic lives estimated as follows
freehold land – nil
freehold and long leasehold buildings – 50 years
plant and office equipment – between 3 and 6 years
fixed asset investments
in the accounts of the company shares in subsidiary undertakings
are stated at cost less provisions for any impairments
accounting for employee share ownership trust esot
the company’s accounts include the rok property solutions plc
employee share ownership t rust “the t rust”the t rust holds
shares over which it grants options under certain employee share
option schemes and under uitf abstract 38 the company is
deemed to have control of the shares held by the trust and bears
their benefits and risks shares held by the trust are shown as “own
shares” deducted from reserves and are valued at cost less any
permanent diminution in valueas required by frs 14 the shares
held by the trust are excluded from the calculation of earnings per
share and any dividends received by the trust have been deducted
from dividends payable in the consolidated accountsthe main
features of the trust are detailed in note 19 to the financial
statements
joint ventures
the appropriate share of results of joint venture undertakings is
included in the consolidated profit and loss account investments in
joint venture undertakings are shown in the consolidated balance
sheet using the gross equity method
work in progress and stocks
contract work in progress is stated at costs incurred less those
transferred to the profit and loss account after deducting
foreseeable losses and payments on account not matched with
turnover
the amount of profit attributable to the stage of completion of a
contract is recognised when the outcome of the contract can be
foreseen with reasonable certainty development and other work in
progress is stated at cost less interim cash receipts interest charges
incurred in respect of development projects are charged to the
profit and loss account as incurred
stocks are valued at the lower of cost and net realisable value
back section 3160173  17304  415 pm  page 35 notes to the financial statements
rok annual report 03
36
2 segmental information
the following table provides details of turnover and pretax profit by division
turnover 2003 2002
£000 £000
rokeagle develop 50578 33512
rok build 328549 174097
rokforce maintain 22519 19777
spaceage building components 6540 6889
408186 234275
intercompany turnover 28212 13238
external turnover 379974 221037
pretax profit
rokeagle develop 5588 3442
rok build 6469 2326
rokforce maintain 1301 1553
spaceage building components 103 700
central administration 2080 1225
11381 6796
exceptional item  1502
amortisation of goodwill 1398 792
9983 4502
in the opinion of the directors the groups activities comprise one business segment property solutions
all activities were conducted within the united kingdom
1accounting policies  continued
pensions
the expected cost to the group of pension benefits is charged to
the profit and loss account so as to spread the cost over the
employees’ estimated service lives with the group in accordance
with advice from independent qualified actuariesthe transitional
disclosure arrangements of frs17 are being used in these financial
statements contributions under the defined contribution scheme
are charged to the profit and loss account as incurred details of the
group’s pension schemes are shown in note 26 to the financial
statements
t axation
the charge for taxation is based on the result for the year and takes
into account taxation deferred because of timing differences between
the treatment of certain items for taxation and accounting purposes
deferred tax is recognised without discounting in respect of all
timing differences between the treatment of certain items for
taxation and accounting purposes which have arisen but not reversed
by the balance sheet date except as otherwise required by frs19
operating leases
operating lease rentals are charged to the profit and loss account in
the period for which the rentals are due
back section 3160173  17304  415 pm  page 36 notes to the financial statements
rok annual report 03
3 net interest 2003 2002
£000 £000
interest payable on bank loans and overdrafts 799 529
interest payable on loan notes 68 123
867 652
interest receivable 257 60
610 592
4 operating profit
operating profit is stated after charging crediting
external rental income 694 205
rentals under operating leases   land and buildings 1168 427
  plant and office equipment 767 832
hire of plant and machinery 4857 2659
long term incentive plan ltip 88 744
depreciation of tangible fixed assets 1289 811
profit loss on sale of fixed assets 211 733
auditors and associates remuneration   audit  parent company 15 10
  audit  subsidiary undertakings 145 120
  further assurance services  420
  tax advisory services 89 90
exceptional item  redundancy and reorganisation costs  1502
5 staff costs
employment costs
wages and salaries 39457 25677
social security costs 4170 2352
other pension contributions note 26 2457 1625
46084 29654
number number
the average number of people employed by the group during the year was
rokeagle develop 21 16
rok build 1109 755
rokforce maintain 252 211
spaceage building components 64 57
group 24 14
1470 1053
37
back section 3160173  17304  415 pm  page 37 notes to the financial statements
rok annual report 03
38
6taxation on profit on ordinary activities 2003 2002
£000 £000 
corporation tax
current tax on income for the year 1761 1699
adjustments in respect of prior years 182 130
1943 1569
deferred tax note 17
origination and reversal of timing differences 1553 187
adjustments in respect of prior years 213 194
1340 381
tax on profit on ordinary activities 3283 1188
the current tax charge for the period is lower than the standard rate of corporation tax in the uk 
of 30 2002 30the differences are explained below
current tax reconciliation
profit on ordinary activities before tax 9983 4502
current tax at 30 2002 30 2995 1351
effects of
expenses not deductible for tax purposes including goodwill amortisation 420 332
utilisation of tax losses 4 208
origination and reversal of provisions 1485 207
origination and reversal of accelerated capital allowances 68 20
property disposals covered by indexation 97 37
adjustments to tax charge in respect of prior years 182 130
total current tax charge as above 1943 1569
7 profit for the financial year
the profit for the year of the holding company was £9827000 2002 £2460000the holding company 
has not presented its own profit and loss account having taken advantage of the exemption available under 
section 230 of the companies act 1985
8 dividends
interim of 175p per share 2002 16p 438 322
proposed final of 465p per share 2002 39p 1205 995
dividends waived on shares held by the trustees of the rok property solutions plc esot 38 13
1605 1304
back section 3160173  17304  415 pm  page 38 notes to the financial statements
rok annual report 03
9 earnings per share
earnings per share has been calculated using the profit for the financial year of £6700000 2002 £3314000 and the average number of
ordinary shares in issue excluding those held by the rok property solutions plc employee share ownership trust in respect of the long
term incentive plan during 2003 of 25218000 2002 21666252 diluted earnings per share uses an average number of 26695593
2002 22871509 ordinary shares in issue which takes account of the outstanding options granted under the share option schemes in
accordance with frs14
10 intangible fixed assets group
goodwill
£000
cost
at 1 january 2003 27406
reassessment of 2002 acquisitions note 24 90
at 31 december 2003 27496
amortisation
at 1 january 2003 1608
charge for year 1398 
at 31 december 2003 3006 
net book value
31 december 2003 24490
31 december 2002 25798
11tangible fixed assets group company
freehold long plant t otal plant
properties leaseholds and office and office
equipment equipment
£000 £000 £000 £000 £000
cost
at 1 january 2003 8600 76 13674 22350 132
additions 811  2875 3686 693
reclassification to work in progress 6130 76  6206  
disposals 460  10277 10737  
at 31 december 2003 2821  6272 9093 825 
accumulated depreciation
at 1 january 2003 600  8441 9041 34
charge for year 218  1071 1289 122 
reclassification to work in progress 496   496 
on disposals 21  6740 6761  
at 31 december 2003 301  2772 3073 156 
net book value
31 december 2003 2520  3500 6020 669
31 december 2002 8000 76 5233 13309 98
the cost of properties not depreciated amounts to £nil 2002 £570000
39
back section 3160173  17304  415 pm  page 39 notes to the financial statements
rok annual report 03
40
12 fixed asset investments group company
own investments joint total own shares in total
shares venture sharessubsidiaries
£000 £000 £000 £000 £000 £000 £000
cost
1 january 2003 427   427 427 32037 32464
prior year adjustment 427   427 427  427
as restated      32037 32037
additions  216 1469 1685  148 148
amounts written off      14101 14101
31 december 2003  21614691685 1808418084
during the year the group acquired 50 of the issued share capital of rokscar limited a company set up to develop commercial property
at 31 december 2003 the group had advanced £1468000 to the joint venture as loan funding towards initial development expenditure
rokscar limited made no profit or loss in the year ended 31 december 2003the group’s share of rokscar limited’s gross assets was
£1521000 and its share of gross liabilities was £52000
details of the principal wholly owned subsidiaries affecting the results for the year and the assets of the group are as follows
registered in england  wales registered in scotland
llewellyn construction ltd llewellyn management services ltd marwood homes ltd city estates ltd
rokbuild ltd rokeagle ltd rokeagle land ltd rokforce ltd
spaceage plastics ltd stonecare ltd
13work in progress and stocks group
2003 2002
£000 £000
commercial development land and work in progress 31933 23221
construction work in progress 6572 4333
construction raw materials consumables and small tools 63 63
building components stock 911 866
39479 28483
14 debtors group company
2003 2002 2003 2002
£000 £000 £000 £000 
due within one year
trade debtors 7961 9882 553 101
amounts recoverable on contracts 46001 32618  
amounts owed by subsidiaries   5424 2406
tax and social security    102
deferred tax 3763 4397 51 18
prepayments and accrued income 2313 2888 825 536
60038 49785 6853 3163
all group debtors are due within one year except for deferred tax of £3763000 2002 £4397000
back section 3160173  17304  415 pm  page 40 notes to the financial statements
rok annual report 03
15 current asset investments 2003 2002
£000 £000 
listed investments at cost market value £2718000 2611 
16 creditors group company
2003 2002 2003 2002
£000 £000 £000 £000 
due within one year
bank overdrafts secured  note 28 2263 411  
bank loans secured  note 28 2610 6550 740 
loan notes 923 2495 923 2495
contract payments on account 6119 3579  
trade creditors 26755 24815 674 213
amounts owed to subsidiaries   4047 2644
tax and social security 2675 3067 239 
corporation tax 536 991 158 
accruals and deferred income 45930 31961 1561 2456
proposed dividend 1167 982 1167 982
88978 74851 9509 8790
due after one year
bank loans secured  note 28 9213 12815 766 764
loan notes  250  250
9213 13065 766 1014
17 provisions for liabilities and charges group
2003 2002
deferred taxation £000 £000
at 1 january 4397 1135
profit and loss account for the year 1340 381
amounts arising on acquisitions 44
fair value adjustments 706 5195
at 31 december 3763 4397
the elements of deferred taxation are as follows
difference between accumulated depreciation and amortisation and capital allowances 132 184
pension provision 4152 4433
other timing differences 521 220
3763 4397
deferred tax asset 4601 5378
deferred tax liability 838 981
3763 4397
in addition to the above the group has an unrecognised deferred tax asset at the year end of £793000 
in respect of tax losses 2002 £1496000
41
back section 3160173  17304  415 pm  page 41 notes to the financial statements
rok annual report 03
42
17 provisions for liabilities and charges  continued group
2003 2002
pension liability £000 £000
at 1 january 14641 
arising on acquisitions under frs17  14775
paid during the year 800 134
at 31 december 13841 14641
18 share capital 2003 2002
authorised allotted  authorised     allotted 
fully paid fully paid
number of shares of 10p each 82500000 25919113 82500000 25500514
£000 £000 £000 £000
ordinary shares of 10p each 8250 2592 8250 2550
the increase in issued share capital during the year arose from the allotment of shares in respect of share option exercises and scrip
dividends for consideration totalling £533000
options over 562791 ordinary shares were outstanding at 31 december 2003 as follows
option schemes date of grant option shares exercisable between
price under option
sharesave scheme 9 october 1998 4850p 40684 011205  310506
executive share option scheme 15 september 2000 7925p 100000 150903  140910
executive share option scheme 30 march 2001 8300p 22000 300304  290308
executive share option scheme 18 april 2001 9450p 50000 180404  170411
executive share option scheme 23 august 2001 13600p 15000 230804  220811
sharesave scheme 30 august 2001 11450p 330107 011104  300409
executive share option scheme 28 march 2002 16250p 5000 280305  270312
19 reserves group and company       group company
share capital own profit profit
premium redemption shares and loss and loss 
account reserve held account account
£000 £000 £000 £000 £000
at 1 january 2003 15208 5573  6787 5152
prior year adjustment   427  
as restated 15208 5573 427 6787 5152
exercise of share options 185     
premium on scrip dividends 306     
purchase of own shares   620  
retained profit for year    5095 8222 
at 31 december 2003 15699 5573 1047 11882 13374
back section 3160173  17304  415 pm  page 42 19 reserves  continued
employee share ownership trust
the rok property solutions plc employee share ownership trust “the trust” was established to purchase shares in the company in the
open market or to subscribe for shares to satisfy awards under the rules of the company’s long term incentive plan ltipthe trust is
financed by gifts from the company at 31 december 2003 the trust held 605232 2002 320017 shares in the company at a cost of
£1047000 2002 £427000 all of which represented ltip awards at that date all costs and income of the trust are charged or credited to
the profit and loss account as they accrue except for dividends which are waived by the trust and are deducted from dividends paid by the
company
20 movements in shareholders’ funds 2003 2002 
£000 £000 
profit on ordinary activities after taxation 6700 3314
dividends 1605 1304
own shares purchased 620 236
new share capital subscribed as a result of
  exercise of options 209 137
  scrip dividend 324 84
  placing and open offer  5850
shares issued in respect of acquisition consideration  2450
net movement in shareholders funds 5008 10295
opening shareholders funds restated 29691 19396
closing shareholders funds 34699 29691
21 reconciliation of operating profit to net cash inflow from operating activities
operating profit 10593 5094
profit loss on disposal of fixed assets 211 733
depreciation and amortisation 2687 1603
increase decrease in work in progress and stocks 5293 300
increase in debtors 10771 3221
increase in creditors 16336 9841
net cash inflow from operating activities 13341 14350
22analysis of changes in net debt at cash other non at 
1 jan 2003 flow cash movements 31 dec 2003
£000 £000 £000 £000 
cash in hand at bank 14873 2465  12408
bank overdrafts 411 1852  2263
14462 4317  10145
debt due within 1 year
loan notes 2495 2322 750 923
bank loans 6550 4680 740 2610
debt due after 1 year
loan notes 250  250 
bank loans 12815 2862 740 9213
7648 5547 500 2601
notes to the financial statements
rok annual report 03
43
back section 3160173  17304  415 pm  page 43 notes to the financial statements
rok annual report 03
44
23 commitments
the group and the company have commitments for payments in the next year under operating leases as follows
group company
2003 2002 2003 2002
£000 £000 £000 £000 
plant and office equipment expiring within one year 142 83  52
plant and office equipment expiring from two to five years 420 633  547
562 716  599
land and buildings expiring within one year 73   
land and buildings expiring from two to five years 157 105  
land and buildings expiring over five years 1014 950  
1244 1055  
24acquisitions
the group made no acquisitions during the year in accordance with frs7 the fair value estimates made at 31 december 2002 have been 
reassessed after one year and the following changes are required in respect of the acquisition of the llewellyn companies
£000
fair value as at 31 december 2002 3458
revaluation of fixed assets 185
revaluation of work in progress 178
additional tax impact 27
fair value as at 31 december 2003 3478
the final goodwill capitalised in accordance with frs10 is as follows
goodwill as at 31 december 2002 14494
fair value adjustments 20
additional cost of acquisition 110
revised llewellyn goodwill at 31 december 2003 14584
25 guarantees
guarantees for performance are given by the company in the normal course of business in support of subsidiary companies
the company has also provided composite guarantees to bankers in respect of the liabilities of certain subsidiaries in recognition of banking
arrangements arising in the normal course of business
back section 3160173  17304  415 pm  page 44 notes to the financial statements
rok annual report 03
26 pension contributions
the group operates a defined contribution scheme rokplan which all employees are entitled to jointhe assets of the scheme are held for
individual employees separately from those of the group in an independently administered fundthe amounts charged against profits
represent the contributions payable to the scheme by the group during the year
the group also operates two defined benefit schemes the rok property solutions group scheme “rpsgs” and the llewellyn group
scheme “lgs” the contributions to which are determined by qualified independent actuaries on the basis of triennial valuationsthese
schemes are now closed to new members and to future service accrual in respect of existing members contributions to the defined benefit
schemes are charged to the profit and loss account so as to spread the cost of pensions over employees’ working lives with the group both
schemes’ assets are measured using market values and their liabilities using either the attained age or the projected unit method discounted
at the current rate of return on a high quality corporate bond of equivalent term and currency to the liabilities
the most recent actuarial valuation of the rpsgs using the projected unit method was at 1 july 2002 which showed that the market value of
the schemes assets was £18552000 and that the actuarial value of those assets represented 76 of the benefits that had accrued to
members after allowing for expected future salary increasesthe deficiency of £4454000 is being amortised over the remaining lifetime of
the active membersthe assumptions that had the most significant effect on the result of the valuation were that future investment returns
would exceed salary increases by 25 per annum the rate of increase for each being 75 and 50 respectivelythe next triennial
valuation will be due at 1 july 2005
the most recent actuarial valuation of the lgs using the attained age method was at 1 january 2002 which showed that the market value of
the schemes assets was £18570000 and that the actuarial value of those assets represented 93 of the benefits that had accrued to
members after allowing for expected future salary increasesthe deficiency of £1455000 is being amortised over the remaining lifetime of
the active membersthe assumptions that had the most significant effect on the result of the valuation were that future investment returns
would exceed salary increases by 20 per annum the rate of increase for each being 70 and 50 per annum respectivelythe next
triennial valuation will be due on 1 january 2005
a gross provision of £14775000 was set up on the acquisition of llewellyn in respect of the frs17 pension deficit at that date in addition to
the regular contributions to the scheme an additional £800000 per annum is being paid by the group under the acquisition agreement for 5
years commencing november 2002 to reduce the scheme deficit
the total pension charge for the period was £2457000 2002 £1625000 contributions amounting to £368000 2002 £nil were payable
to the schemes at the year end
frs 17 retirement benefits disclosure
whilst the company continues to account for pension costs in accordance with statement of standard accounting practice 24 accounting
for pension costs under frs17 retirement benefits the following transitional disclosures are required
the valuations were updated by the schemes’ actuaries on an frs17 basis as at 31 december 2003
rpsgs lgs
the major assumptions used by the actuaries were 2003 2002 2001 2003 2002 2002 
at acq’n
rate of increase in salaries na 39 48 40 45 45
rate of increase in pensions in payment and deferred pension 29 23 25 29 25 26
discount rate applied to scheme liabilities 55 55 60 55 55 55
inflation assumption 29 23 25 29 25 25
45
back section 3160173  17304  415 pm  page 45 notes to the financial statements
rok annual report 03
46
26 pension contributions  continued
the assets in the schemes and the expected long term rates of return were as follows
rpsgs return at value at return at value at return at value at 
31 dec 03 31 dec 03 31 dec 02 31 dec 02 31 dec 01 31 dec 01
£000 £000 £000
equities 73 9324 82 8154 64 9204 
bonds 48 6216 45 5436 50 6136 
property 48 291 45 227 50 290  
15831 13817 15630 
lgs return at value at return at value at return at value at 
31 dec 03 31 dec 03 31 dec 02 31 dec 02 acquisition acquisition
£000 £000 £000
equities 70 14132 75 10795 75 10259 
bonds 45 4884 50 4173 50 4109 
property 65 1028 70 836 70 976 
cash 33 337 45 356 45 481 
20381 16160 15825 
the following amounts at 31 december 2003 were measured in accordance with the requirements of frs 17
rpsgs lgs t otal
2003 2002 2001 2003 2002 at acq’n 2003 2002 2001
£000 £000 £000 £000 £000 £000 £000 £000 £000
total market value of scheme assets 15831 13817 15630 20381 16160 15825 36212 29977 15630 
present value of scheme liabilities 26362 23130 20580 34125 32723 30600 60487 55853 20580
deficit in the schemes 10531 9313 4950 13744 16563 14775 24275 25876 4950
included in provisions   13841 14641 14775 13841 14641 
gross unprovided liabilities 10531 9313 4950 97 1922  10434 11235 4950
deferred tax asset at 30 3159 2794 1485 29 577  3130 3371 1485
net unprovided frs17 liability 7372 6519 3465 68 1345  7304 7864 3465
if the above amounts had been recognised in the financial statements the groups net assets and profit and loss reserve at 31 december
would be as follows
2003 2002 2001
£000 £000 £000
net assets 34699 29691 19396 
net unprovided pension liability under frs 17 7304 7864 3465
net assets including frs 17 liability 27395 21827 15931 
profit and loss reserve 11882 6787 4777 
net unprovided pension liability under frs 17 7304 7864 3465
profit and loss reserve including frs 17 liability 4578 1077 1312
back section 3160173  17304  415 pm  page 46 notes to the financial statements
rok annual report 03
26 pension contributions  continued
movement in gross deficit during the year or from date of acquisition 
before deferred tax relief
2003 2002
rpsgs lgs t otal rpsgs lgs t otal
£000 £000 £000 £000 £000 £000
gross deficit at 1 january or date of acquisition 9313 16563 25876 4950 14775 19725
movement in year
current service cost 373 1195 1568 404 394 798
contributions paid 806 1573 2379 578 438 1016
other finance costs 321 669 990 323 162 485
curtailment 781   781       
actuarial loss gain 2111 3110 999 4214 1670 5884
gross deficit at 31 december 10531 13744 24275 9313 16563 25876
if frs 17 had been adopted in these financial statements the 
pension costs for the defined benefit schemes would have been
current service cost 373 1195 1568 404 394 798
curtailment 781   781       
total operating credit charge 408 1195 787 404 394 798
analysis of amounts included in other finance costs
expected return on pension scheme assets 929 1139 2068 904 270 1174
interest on pension scheme liabilities 1250 1808 3058 1227 432 1659
321 669 990 323 162 485
analysis of the amounts recognised in the statement of 
total recognised gains and losses strgl
actual return less expected return on scheme assets 994 1708 2702 2574 349 2923
experience gains and losses arising on scheme liabilities 118 2019 1901 252 1398 1650
changes in assumptions 2987 617 3604 1388 77 1311
actuarial loss gain recognised in the strgl 2111 3110 999 4214 1670 5884
47
back section 3160173  17304  415 pm  page 47 notes to the financial statements
rok annual report 03
48
26 pension contributions  continued
history of experience gains and losses in the year 2003 2002
rpsgs lgs t otal rpsgs lgs t otal
actual return less expected return on scheme assets
amount £000 994 1708 2702 2574 349 2923
percentage of scheme assets 6 8 7 19 2 10
experience gains and losses arising on scheme liabilities
amount £000 118 2019 1901 252 1398 1650
percentage of scheme liabilities 0 6 3 1 4 3
total amount recognised in the strgl
amount £000 2111 3110 999 4214 1670 5884
percentage of scheme liabilities 8 9 2 18 5 11
27 related party transactions
during the year the group entered into the following transactions on an arms length basis with directors and their related companies
party nature of transaction value balance owed by to related party
at 31 december 2003
£000 £000
eagle one limited controlled by mark kay provision of building services 1907 132
eagle one limited controlled by mark kay project management services 316 47 
mark kay loan note interest 25  
garvis snook provision of building services 5 
transactions with joint venture companies
rokeagle limited supplied property solutions services to rokscar limited during the year totalling £58000 and charged interest on loan
funding of £21000 at 31 december 2003 £1487000 was owed by rokscar limited to rokeagle limited
28 financial instruments
the group finances its operations through retained earnings bank borrowings and the management of working capitalthe groups main
financial instruments comprise vendor loan notes bank loans secured on development land overdrafts and cash at bank and shortterm
debtors and creditors it continues to be the groups policy not to engage in speculative arrangements or to trade in complex financial
instruments all the group’s activities take place in the united kingdom and accordingly there is no currency risk
the principal purpose of the groups financial instruments is to raise finance for the groups operationswhilst the construction activities
are generally cash generative the property development and to a lesser extent the maintenance activities are cash consumptive
management of financial risk
the group considers its major financial risks to be liquidity risk interest rate risk and credit riskthe group’s policies with regard to these
risks are set out below
liquidity risk
it is group policy that funding required by subsidiary companies is provided through the group’s centralised banking facilities managed by the
plc finance team subsidiary companies periodically lend funds to or borrow from the group to optimise liquidity positions and interest
income and costsat 31 december 2003 the group had net debt of £2601000 2002 £7648000this comprised cash balances of
£12408000 2002 £14873000 and gross borrowings of £15009000 2002 £22521000
back section 3160173  17304  415 pm  page 48 rok annual report 03
28 financial instruments  continued
interest rate risk
the group’s policy is to accept a degree of interest rate risk as long as the effect of interest rate changes remains within certain parameters
the group has a £7 million hedge against bank base rates exceeding 575 until 17 october 2005 other than this the group does not
currently enter into any arrangement that fixes or caps any portion of debtall borrowings are at floating rates and interest payments are
made quarterly
credit risk
the plc finance team is responsible for managing the group’s exposure with banks and other institutions either as lender or borrower
transactions are only permitted with approved counterparties and dealing limits take account of ratings provided by the major credit rating
agencies
the profile of the groups financial assets and liabilities excluding in accordance with the exemption in frs13 shortterm debtors and
creditors all of which are denominated in sterling was as follows
interest 2003 2002
rates  £000 £000
cash at bank variable 12408 14873
overdrafts secured base plus 10 2263 411
bank loans secured 65  286
bank loans secured base plus 10 3683 7551
bank loans secured base plus 125 8140 11528
vendor loan notes fixed rate 60  861
vendor loan notes variable rate between base and base plus 10 923 1884
2601 7648
the fair value of the financial instruments is not considered to be materially different from their book values overdrafts and bank loans are
secured by fixed charges over the assets to which they relate
maturity of financial liabilities at 31 december group company
2003 2002 2003 2002
£000 £000 £000 £000
in one year or less 5796 9456 1663 2495
between one and two years 618 250 766 250
between two and five years 8595 12815  764
15009 22521 2429 3509
borrowings facilities
at the year end the group had £8367000 2002 £6971000 of undrawn committed bank borrowing facilities available all covenants were
met at 31 december 2003
49
notes to the financial statements
back section 3160173  17304  415 pm  page 49 corporate governance
rok annual report 03
50
combined code
the board recognises the importance of good corporate practice
and is committed to conducting the group’s operations in
accordance with the best principles of corporate governance
this statement together with the remuneration report on pages 52
to 55 describes how the company has applied the principles of
good governance and code of best practice dated june 1998 “the
combined code” a new combined code was published in july
2003 applicable to accounting periods beginning on or after 1
november 2003the board is reviewing the new code and will
report against its requirements in next year’s statementthis report
also describes those matters covered by the new code with which
the company already complies
the board
responsibilities
the board is responsible for the overall management of the group
and for directing and supervising the company’s businessthis
includes establishing the long term objectives and setting commercial
and financial strategythe board approves the group’s business plan
the annual budget acquisitions and interim and annual resultsall
directors are kept appraised of important developments affecting the
group and receive full information monthly in relation to the
group’s operations finances risk factors and business performance
a revised schedule of matters reserved for the board has recently
been adopted
composition
the board currently comprises three executive and three non
executive directors garvis snook as chief executive and ashley
martin as finance director have executive responsibilities across the
group mark kay is directly involved in the group’s development
division rokeaglethere is a clear division between the roles of bob
carltonporter as chairman and garvis snook as chief executive
the board considers louis sherwood and gillian camm to be
independent nonexecutive directorswhile louis sherwood has
been a nonexecutive director for more than nine years the board
believes he remains independent in view of his wide business
experience and perceptive judgement louis sherwood is the senior
independent director
the board met formally ten times during the year and there was full
attendance with the exception of mark kay on two occasionsthe
directors have access to the company secretary and there is an
agreed procedure for directors to take independent advice if
necessary at the company’s expense new directors are 
provided with appropriate training as soon as practical after
appointment it is planned to implement new procedures during the
year for conducting performance evaluation of the board
board committees
the board has long established audit and remuneration committees
and established a nomination committee in december 2003 new
terms of reference for these committees have recently been adopted
and are available for inspection on the company’s website or at the
company’s registered office
audit committee
the audit committee comprises the three nonexecutive directors
and is chaired by louis sherwood it meets at least three times a
year with full attendance on each occasion during 2003 it is
responsible for reviewing the group’s interim and annual financial
statements the scope and effectiveness of the external audit and for
receiving the reports of the auditorsthe committee advises the
board on the appointment of the external auditors and reviews their
fees and any nonaudit work to monitor their objectivity and
independencethe committee considers the effectiveness of the
group’s internal controls and meets periodically with the head of
the rok assurance function it also deals with any matters which may
be brought to its attention by the auditors
nomination committee
the nomination committee consists of the three nonexecutive
directors together with garvis snook and is chaired by gillian
camm it will meet at least twice a year and is responsible for
regularly reviewing the structure and composition of the board and
for making recommendations to the board on the appointment of
new directors external search consultants and advertising are used
as appropriate in the recruitment of directors and senior executives
remuneration committee
the remuneration committee comprises the three nonexecutive
directors and is chaired by gillian camm it meets at least three
times a year and there was full attendance during 2003the
committee’s responsibilities include setting remuneration policy and
determining the remuneration packages for the executive directors
and other senior executives it is also responsible for monitoring
best practice in remuneration and related issues
shareholder communications
the board gives priority to establishing and maintaining good
relationships with all shareholders to develop a clear understanding
of the group’s strategy performance and potentialthe chief
executive and finance director meet regularly with analysts and
major current and potential shareholders feedback on such
meetings and shareholder views generally are communicated to the
board as a wholethe annual and interim reports are seen as
important communication tools and other information is released
through the stock exchange shareholders are also sent the
company’s regular inhouse newsletter rokface
back section 3160173  17304  415 pm  page 50 rok annual report 03
51
there is also a comprehensive investor relations section on the
company’s website – wwwrokgroupcom – which includes annual
and interim reports institutional presentation documents and stock
exchange releases
the annual general meeting is held in april and is attended by the
full board including the chairmen of the three board committees
who will be available to answer shareholders’ questions
internal control
the board has overall responsibility for the group’s systems of
internal control which are reviewed in accordance with the
combined code such systems however are designed to manage
rather than eliminate risk and can only give reasonable but not
absolute assurance against material misstatement or loss
during the year and up to the date of this report the board has
maintained the process adopted for its review of the effectiveness of
internal controlthis process identifies the risk categories that
threaten the achievement of the group’s business plan objectives the
factors contributing to these risks and the controls and early warning
systems in placethese are assessed and appropriate action and
responsibility identified and allocatedthese actions will then be
monitored through the year
in the year the board established a new function‘rok assurance’ to
focus on systems controls and processes risk identification and
business improvement throughout the organisationthe head of rok
assurance reports directly to the chief executive with a functional
reporting line to the chairman of the audit committee
each division operates a comprehensive rolling three year business
planning process which is reviewed and approved by group
management in the autumn of each year annual operating cashflow
and capital expenditure budgets at a divisional level are prepared
linked to the business plan objectivesthe consolidated group
budget that results is reviewed by the board prior to its adoption
monthly financial results are reviewed by both the executive
directors and the full board and compared to prior years and
budgets with variances highlighted and explaineda full reforecast of
the result for the year is updated monthly
the board has reviewed the operation and effectiveness of the
internal controls for the year ended 31 december 2003
combined code compliance
the group has complied throughout the year with the combined
code
going concern statement
the directors are required under the combined code to consider
whether or not to adopt the financial statements on the basis that
the company and the group are going concernsas part of its
normal business practice the group prepares annual and longerterm
plans and in reviewing this information and in particular the 2004 
2006 threeyear plan and the 2004 budget the directors believe that
the company and the group have adequate resources for the
foreseeable futuretherefore the company and the group continue
to adopt the going concern basis in preparing the financial
statements
statement of directors’ responsibilities
company law requires the directors to prepare financial statements
for each financial year which give a true and fair view of the state of
affairs of the company and group at the end of the financial year
and of the profit or loss of the group for that period in preparing
those financial statements the directors are required to
★ select suitable accounting policies and then apply them 
consistently
★ make judgements and estimates that are reasonable and prudent
★ follow applicable accounting standards
★ prepare the financial statements on the going concern basis
the directors are responsible for maintaining proper accounting
records which disclose with reasonable accuracy at any time the
financial position of the company and to enable them to ensure that
the financial statements comply with the companies act 1985they
are also responsible for safeguarding the assets of the group and
hence for taking reasonable steps for the prevention and detection
of fraud and other irregularities
back section 3160173  17304  415 pm  page 51 remuneration report
rok annual report 03
52
this report has been prepared in accordance with the directors’
remuneration report regulations 2002 which apply to the
company for the first time this year and has been approved by the
board information relating to directors’ remuneration and their
interests in shares and their pension contributions on pages 54 and
55 has been audited
remuneration committee
the remuneration committee is responsible for determining the
broad policy and individual remuneration packages of the executive
directors and other senior executives and is governed by terms of
reference approved by the board during the year and to date the
members of the committee were gillian camm chairman bob
carltonporter and louis sherwoodthe meetings are attended by
garvis snook except when his own remuneration is under
consideration
the committee obtains independent advice when required from
external consultants on executive remuneration monks partnership
provided such advice during the year but did not provide any other
services to the company
the remuneration of nonexecutive directors is determined by the
chairman of the company the chief executive and the finance
director
remuneration policy
the committee’s policy on directors’ remuneration is designed to
attract and retain directors with the experience and ability required
to manage the company and to shape and deliver the strategy
approved by the board aimed at enhancing shareholder valuethis
policy applies to 2003 and subsequent years
it is the aim of the committee to reward directors competitively and
on the broad principle that their remuneration should be in line with
the remuneration paid to senior management of comparable public
companies reference is made to the market median for similar
positions in comparable companies as well as utilising market survey
data it is aimed at recognising both the contribution of individual
directors and at linking reward to group performance to align the
interests of directors with those of shareholders
in order to achieve this the remuneration of executive directors
comprises the following
base salary and benefits
the base salary which is reviewed annually is based on each
director’s role within the group the nature of their responsibilities
and on individual performance in addition a range of benefits 
is provided which include car allowance health insurance and 
life cover and company pension contributions of between 12 and
15 of base salary to the group’s defined contribution scheme
annual performance bonus
the annual performance bonus under which executive directors can
earn up to 50 of base salary subject to additional awards for
exceptional performance is dependent on achieving short term
performance targets and typically relates to growth in earnings per
share of the companythe bonus arrangements for mark kay relate
to the gross profit achievement from the commercial development
activities of the group as defined in his service contract
long term incentives
shareholders approved a long term incentive plan “the ltip” in
april 2001 in which the executive directors and other senior
executives participatethe ltip is designed to provide rewards for
consistent outperformance over the longer term by making awards
dependent on performance of total shareholder return over three
year periods against a group of comparator companies in the ftse
actuaries construction and building materials sectortotal
shareholder return “tsr” and comparable companies in the same
sector were chosen as they best align executive performance with
shareholders’ intereststhe comparator companies used to date are
amey boot costain galliford t ry gleeson interserve kier 
montpellier morgan sindall and mowlem
at the end of each three year performance period the company’s tsr
is ranked within the peer group and awards vested as set out below
position in ranking  age vesting
below 4th 0 
450
3 100
2 150
1 200
the percentage of awards vesting will be enhanced to 300 if first
position in the peer group is achieved and tsr performance exceeds
that of the second ranked company by more than 10 and by 400
if this outperformance is 25 or more if the shares vested under
the scheme are retained for a further two years and the participant
remains in employment there will be an entitlement to a loyalty
award equivalent to 10 of the number of shares vested
it is the intention of the committee to continue to award shares
under the ltip under which a participant is eligible to receive awards
with an initial value of up to 100 of annual salary in a 12 month
period
back section 3160173  17304  415 pm  page 52 rok annual report 03
53
the company also has an executive share option scheme approved
by shareholders in 1996the exercise of options under this scheme
is subject to the growth in earnings per share exceeding the growth
in the retail price index by 2 per annum compounded annually
over three consecutive years no further options will be granted
under this scheme to executives participating in the ltip
there is also a save as you earn scheme in which full time directors
are able to participate on the same basis as other employees
during the year the company adopted a share incentive plan known
as the rok property solutions plc buy as you earn scheme “the
baye scheme”the baye scheme was approved by the inland
revenue on 2 december 2003 and enables employees including full
time directors to acquire shares in the company from pretax
income matching shares currently on a 110 basis are allocated to
employeesthe shares acquired are held by the trusteesyorkshire
building society
performance graph
the graph below charts the company’s total shareholder return
performance share price movements plus dividends reinvested over
the past five years relative to the ftse actuaries construction and
building materials indexthis index is regarded as the most direct
comparator for this purpose as it comprises a broad equity market
index of which the company has been a constituent during the year
it is also the index from which the comparator companies for the
ltip are drawn
service contracts
the three executive directors are appointed under service contracts
terminable on one year’s notice and entered into as follows
executive contract date 
garvis snook 19 march 2001 
mark kay 17 april 2001 
ashley martin 3 october 2003
the directors’ service contracts do not make specific provision for
compensation payments in the event of early termination except in
the case of garvis snook and ashley martin which contain
compensation of two years’ salary and loss of benefits for loss of
office following a change of control in the companythe
remuneration committee will consider individual cases when
necessary when termination occurs for any other reason in line with
any legal obligations
the nonexecutive directors do not have service contracts but are
subject to letters of appointment which are terminable on six
months’ notice
pensions
during the year the company closed the two defined benefit
schemes to future service accrual following negotiations with the
trustees of those schemesa group wide defined contribution
pension scheme rokplan was established which all employees
including executive directors are entitled to join
16204
1999 2000 2001 2002 2003
0
100
200
300
400
500
600
700
800
rok prsolutions  tot return ind
ftse cnstr  bldgmats  tot return ind
source datastream
back section 3160173  17304  415 pm  page 53 rok annual report 03
54
directors’ remuneration
details of the remuneration of each director and their pension entitlements during their period of office were as follows
salary annual benefits pension compensation 2003 2002
bonus in kind contributions for loss of office total t otal
£000 £000 £000 £000 £000 £000 £000
executive directors
garvis snook  268 120 35 22  445 361
ashley martin appointed 5 september 2003 70 30  5  105 
mark kay  102     102 89 
michael bailey resigned 12 august 2003 97   18 457 572 193
537 150 35 45 457 1224 643
nonexecutive directors
bob carltonporter  79     79 74
louis sherwood  30     30 23
gillian camm  28     28 72
674 150 35 45 457 1361 812
garvis snook and ashley martin are members of the company’s defined contribution pension scheme rokplanthe company contributes
15 of base salary in respect of garvis snook and 12 in respect of ashley martin no pension contributions are paid in respect of mark kay
garvis snook received a salary supplement during 2003 of £14000 in lieu of his capped pension entitlement
bob carltonporter receives no remuneration from the companythe remuneration disclosed represents the total of payments made to
lansdown consultants ltd in which he has an interest under contracts for the provision of his services as a nonexecutive director and for
the provision of consultancy services to spaceage plastics ltd
under the terms of his leaving the company on 12 august 2003 compensation for loss of office of £202000 was paid to michael bailey who
had a service contract terminable on 12 months’ notice in addition 100000 shares in rok property solutions plc held by the trust were
transferred to him in settlement of his participation in the ltip the market value of these shares at the termination date was £255000
subject to the terms of the compromise agreement michael bailey also exercised 27500 share options under the executive share scheme
and made gross gains of £43000
defined benefit pension entitlements
accrued increase increase transfer transfer transfer increase in
benefit at in accrued in accrued value of value of value of transfer value
31 dec 2003 benefits benefits a less accrued accrued less directors
excluding including directors benefits at benefits at contributions
inflation a inflation contributions 1 jan 2003 12 aug 2003
£000 £000 £000 £000 £000 £000 £000
michael bailey age 50 50 5 5 23 263 322 55
the total accrued pension for michael bailey includes fixed pensions amounting to £18063 pa payable from age 65 arising from transfers
from other pension arrangementsthe transfer value shown above represents a potential liability of the rok retirement benefit scheme it
does not represent a sum paid or payable to the directorthese figures reflect michael bailey’s resignation as a director on 12 august 2003
remuneration report  continued
back section 3160173  17304  415 pm  page 54 rok annual report 03
55
directors’ interests in shares and share options
the directors’ interests which are all beneficial in the shares of the company were as follows
31 december 2003 1 january 2003
ordinary shares ordinary shares
bob carltonporter 15030 14551 
louis sherwood 150000 150000 
garvis snook 17887 17410 
gillian camm 2950 2950 
mark kay 3486093 3177202 
ashley martin appointed 5 september 2003 12450 
 or date of appointment if later
between 1 january 2004 and 1 march 2004 garvis snook and ashley martin have both acquired 82 shares under the baye scheme apart
from these purchases there were no other changes in the directors’ share interests between 31 december 2003 and 1 march 2004
executive share options
date of option at at exercisable
grant price 010103 311203 between
garvis snook 150900 7925p 100000 100000 150903  140910
long term incentive plan
date of vesting at shares at 
award date 010103 awarded 311203
garvis snook 170401 170404 67974  67974
110302 110305 33566  33566 
170403 170406  39735 39735 
101540 39735 141275
ashley martin 061003 061006  10000 10000
the ltip shares are awarded at nil cost to the directors and with performance criteria as described on page 52
the market price of the company’s ordinary shares at 31 december 2003 was 295p 2002 1555p and during the year the price ranged
between 1345p and 3045p
back section 3160173  17304  415 pm  page 55 independent auditors’ report to the members of 
rok property solutions plc
rok annual report 03
56
we have audited the financial statements on pages 32 to 49we have
also audited the information in the remuneration report that is
described as having been audited
the report is made solely to the companys members as a body in
accordance with section 235 of the companies act 1985 our audit
work has been undertaken so that we might state to the companys
members those matters we are required to state to them in an
auditors report and for no other purposeto the fullest extent
permitted by law we do not accept or assume responsibility to
anyone other than the company and the companys members as a
body for our audit work for this report or for the opinions we have
formed
respective responsibilities of directors and auditors
the directors are responsible for preparing the annual report and
the remuneration report as described on page 51 this includes
responsibility for preparing the financial statements in accordance
with applicable united kingdom law and accounting standards our
responsibilities as independent auditors are established in the
united kingdom by statute the auditing practices board the listing
rules of the financial services authority and by our professions
ethical guidance
we report to you our opinion as to whether the financial
statements give a true and fair view and whether the financial
statements and the part of the remuneration report to be audited
have been properly prepared in accordance with the companies act
1985we 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 with the group is not disclosed
we review whether the statements made on pages 50 and 51 reflect
the companys compliance with those provisions of the combined
code specified for our review by the listing rules and we report if
it does notwe are not required to consider whether the boards
statements on internal control cover all risks and controls or form
an opinion on the effectiveness of the groups corporate governance
procedures or its risk and control procedures
we read the other information contained in the annual report
including the corporate governance statement and the unaudited
part of the remuneration report and consider whether it is
consistent with the audited financial statements
we consider the implications for our report if we become aware of
any apparent misstatements or material inconsistencies with the
financial statements
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 part of the
remuneration report to be audited 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 groups circumstances
consistently applied and adequately disclosed
we planned and performed our audit so as to obtain all the
information and explanations which we considered necessary in
order to provide us with sufficient evidence to give reasonable
assurance that the financial statements and the part of the
remuneration report to be audited are free from material
misstatement whether caused by fraud or other irregularity or
error in forming our opinion we also evaluated the overall adequacy
of the presentation of information in the financial statements and the
part of the remuneration report to be audited
opinion
in our opinion
• the financial statements give a true and fair view of the state of 
affairs of the company and the group as at 31 december 2003 
and of the profit of the group for the year then ended and
• the financial statements and the part of the remuneration report 
to be audited have been properly prepared in accordance with the
companies act 1985
kpmg audit plc
chartered accountants
registered auditor
15 march 2004
back section 3160173  17304  415 pm  page 56 five year summary
rok annual report 03
2003 2002 2001 2000 1999
£000 £000 £000 £000 £000
profit and loss account
gross turnover 379974 221037 124953 91774 82227
cost of sales 339343 195535 109226 80180 70680
gross profit 40631 25502 15727 11594 11547
operating and administrative expenses 28640 18114 11310 10434 10035
operating profit before goodwill 
amortisation and exceptional items 11991 7388 4417 1160 1512
goodwill amortisation 1398 792 386 125 125
exceptional items  1502  1096 
net interest paid received 610 592 270 159 158
profit before taxation 9983 4502 3761 98 1545
taxation 3283 1188 878 90 205
profit for the financial year 6700 3314 2883 188 1340
dividends 1605 1304 978 496 438
retained profit loss 5095 2010 1905 308 902
earnings per share
basic 266p 153p 172p 17p 124p
goodwill amortisation 55p 37p 23p 11p 12p
exceptional items  48p  70p 
adjusted 321p 238p 196p 98p 136p
diluted 251p 145p 170p 17p 124p
dividends per share 64p 55p 50p 45p 40p
2003 2002 2001 2000 1999
restated restated
£000 £000 £000 £000 £000
balance sheet
fixed assets 32195 39107 13961 8394 11216
net current assets liabilities 25558 18290 12756 1870 247
total assets less current liabilities 57753 57397 26717 10264 10969
creditors due after 1 year 9213 13065 6186  416
provisions 1384114641 1135  
net assets 34699 29691 19396 10264 10553
net debt cash 2601 7648 4199 4495 4594
57
back section 3160173  17304  415 pm  page 57 analysis of shareholders at 31 dec 03
number of shares held number of  total 
holders     shares
1 to 1000 447 221114 09
1001 to 10000 723 2418162 93
10001 to 100000 217 6423230 248
100001 to 250000 32 4824162 186
250001 to 500000 6 2045881 79
500001 to 1000000 7 5315128 205
1000001 and above 2 4671436 180
1434 25919113 1000
share price performance
rok property solutions plc v ftse all share v
ftse construction  building materials sector 
last 12 months
contact point
the company welcomes contact with investors brokers analysts and
others requiring information if you have any question about the
group or its services please do not hesitate to contact garvis
snookashley martin or the group’s senior independent director
louis sherwood at rok centre pegasus place gatwick road
crawley rh10 9ay
website wwwrokgroupcom
email inforokgroupcom
financial calendar
exdividend date 31 march 2004
record date 2 april 2004
annual general meeting 26 april 2004
final dividend date 7 may 2004
interim results announced  august 2004
interim dividend paid october 2004
registrars
the company’s registrars are computershare investor services plc
they will be pleased to deal with any questions regarding your 
shareholding or dividendstheir contact details are
po box 82
the pavilions
bridgwater road
bristol bs99 7nh
t 0870 702 0000
0
50
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p
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76 78
145
295
134
143
197
304
155
134
2000 2001 2002 2003
year end
high
low
shareholder information
rok annual report 03
58
25204
fm a m j j a s o n d j f
80
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rok prsolutions
ftse all share  price index
ftse cnstr  bldgmats  price index
source datastream
back section 3160173  17304  415 pm  page 58 contact points  rok and rokforce offices
rok annual report 03
rok and rokforce offices
brighton
rok centre 19 north street portslade brighton bn41 1ed t 01273 439494 f 01273 430741
bristol
rok centre eden office park 68 macrae road ham green eastoningordano bristol bs20 0eb t 01275 378800 f 01275 376369
crawley
rok centre pegasus place gatwick road crawley rh10 9ay t 01293 643100 f 01293 643191
eastbourne
rok centre courtlands road eastbourne bn22 8ts t 01323 434000 f 01323 434099
ellesmere port
rok centre dockyard road ellesmere port south wirral ch65 4ef t 0151 355 7262 f 0151 357 1740
exeter
rok centre guardian road exeter business park exeter ex1 3pd t 01392 354030 f 01392 354031
glasgow
rok centre centurion business park 3 seaward place glasgow g41 1hh t 0141 420 6899 f 0141 420 6462
london
rok centre 83 coborn road london e3 2db t 020 898 00013 f 020 898 16549
manchester
rok centre laser housewaterfront quay salford quays manchester m5 2xw t 0161 877 1411 f 0161 877 1412
milton keynes
rok centre bleak hall milton keynes mk6 1la t 01908 679222 f 01908 678631
newcastle
rok centre 1011 allison court metrocentre gatesheadtyne  wear ne11 9ys t 0191 495 6200 f 0191 488 9055
oxford
rok centre hinksey court botley oxford ox2 9ju t 01865 305950 f 01865 724750
plymouth
rok centrethe business village plymouth international business park plymouth pl6 5xn t 01752 237500 f 01752 780081
poole
rok centre 7 acorn business park ling road poole dorset bh12 4nz t 01202 731144 f 01202 736800
reading
rok centrethe clock house 2224 high streettheale reading berks rg7 5an t 01189 323300 f 01189 323331
solent
rok centre st andrew’s house 4400 parkwaywhiteley fareham hampshire po15 7fj t 01489 569900 f 01489 570640
t aunton
rok centre equity house blackbrook business park blackbrook park avenuetaunton ta1 2px t 01823 446020 f 01823 443572
t eesside
rok centrewellington house falcon court preston farm business park
stockton on t ees ts18 3ts t 01642 616616 f 01642 679526
t orquay
rok centrewoodland closetorquay devon tq2 7bd t 01803 616171 f 01803 616564
truro
rok centre lower quay newham road newhamtruro tr1 2su t 01872 241333 f 01872 241275
yeovil
rok centrethe abbey manor business centre preston roadyeovil somerset ba20 2xx t 01935 424444 f 01935 420006
59
back section 3160173  17304  415 pm  page 59 contact points  rokeagle spaceage and plc offices
rok annual report 03
60
rokeagle offices
bristol
commonwealth house 14 whiteladies road clifton bristol bs8 1pd t 0117 946 4630 f 0117 973 5286
crawley
rok centre pegasus place gatwick road crawley rh10 9ay t 01293 649450 f 01293 643192
exeter
malvern house matford courtyeoford way exeter ex2 8lb t 01392 823123 f 01392 823388
southampton
brunswick house brunswick place southampton so15 2ap t 02380 212060 f 02380 212007
spaceage offices
birmingham
unit 2witton park industrial estatetame roadwitton birmingham b6 7hs t 0121 328 0625 f 0121 327 3673
poole
7 witney road nuffield industrial estate poole dorset bh17 ogh t 01202 207300 f 01202 666968
reading
unit 2 hyperion way off rose kiln lane reading rg2 ohg t 01189 874777 f 01189 863655
plc offices
crawley
rok centre pegasus place gatwick road crawley rh10 9ay t 01293 649400 f 01293 643193
exeter
rok centre guardian road exeter business park exeter ex1 3pd t 01392 354000 f 01392 354001
back section 3160173  17304  415 pm  page 60 1 financial highlights
2 what we do and how we do it
6 chairman’s statement
8 chief executive’s review
24 financial review
26 directors’ report
27 directors
28 corporate and social responsibility
32 financial statements
50 corporate governance
52 remuneration report
56 independent auditors’ report
57 five year summary
58 shareholder information
59 contact points
our vision
property solutions
creating specially tailored services that use our core
skills to add value for our clients
our objectives
to be the best construction stock
to be the best employer
to be the best in local markets
contents
front cover
each year rok offices organise
charity days in their local
communities which generate large
sums for deserving causes and great
fun for all taking part
rok sponsors a wide variety of public
events ranging from classes at
county shows and local festivals to
the prestigious riba town and
country design awards
designed and produced by the design stable
printed in the uk by westerham press st ives plc
© rok property solutions plc 2004
the manager of the new land rover
showroom built by rok at matford in
exeter said it had been possible to
move in with the minimum of hassle
thanks to the excellent working
relationships with all parties
throughout the project
cover to print  17304  413 pm  page 2 rok
mouldbreaking leadtaking gameraising
everpraising lifechanging wideranging
hardworking funloving rok
wwwrokgroupcom
rok
annual report 2003
rok property solutions plc
fun fresh vibrant passionate open 
advanced impressive cool involved 
excellent exciting servicedriven 
reliable flexible energetic winning
challenging helpful approachable
valued amazing responsive honest
intelligent brilliant motivating
strategic profitable new sorted
rok property solutions plc annual report 2003
cover to print  17304  413 pm  page 1


Summary:
 i am pleased to report that your company has enjoyed another very
successful year delivering a third successive record set of resultsthis
demonstrates the effectiveness of the group’s focus on operating a
serviceled rather than productdriven offering to its customers
significant progress has been made across all the major parts of the
enlarged group which today has 27 offices in towns and cities across
the uk
i am also pleased to report that the team has continued to achieve
organic growth in both turnover and profitsat the same time we
have successfully integrated major acquisitions furthering our goal of
expanding our regionally focused operations across the length and
breadth of the uk
results and dividend
overall group turnover was up 72 from £221m to £380m with
pretax profits before goodwill amortisation and 2002 exceptional
item rising 67 from £68m to £114mafter the full year impact of
the additional shares in issue as a result of the llewellyn acquisition
earnings per share before goodwill amortisation and 2002
exceptional item rose by 35 to 321pthe organic performance
was also very strong with turnover excluding acquisitions increasing
by 32
in line with our stated policy of growing the dividend at
approximately half the rate of growth in earnings per share the
board is recommending a final dividend of 465p making a total
dividend for the year of 64p up 16 on the 55p paid for 2002the
final dividend will be paid on 7 may 2004 to shareholders on the
register on 2 april 2004
objectives
the board is committed to be judged against the clear targets it has
set out for 2003 the key tasks we set were
★ to demonstrate our ability to integrate and extract significant 
shareholder value from substantial acquisitions whilst continuing 
to drive organic growth in revenue and margin
★ to reorganise rokforce our building maintenance service 
operation and prepare the platform for significant growth
★ to strengthen the executive team in preparation for the next 
stage in the group’s development
i am pleased to report that each of the above tasks has substantially
been achieved
driving value through cultural change and customer service
in september 2002 we acquired llewellyn and effectively doubled
the scale of the groupthe business was swiftly restructured and
integrated key to our success in transforming this business was the
significant investment made in changing the underlying culture to
reflect the rok model with its focus on customer service rather than
product provisionthis has resulted in pretax margins in llewellyn’s
core building activities increasing from zero to 18 mirroring the
progress made in the original group when we embarked on a similar
process in 2001all operations which were noncore to our service
offerings of ‘develop’‘build’ and ‘maintain’ were disposed of the last
substantial element being the plant hire business that was sold in
may similarly some 90 of the property portfolio that came with the
acquisition has now been developed and sold
in november we seized the opportunity to acquire four branches in
glasgowteesside manchester and ellesmere port following the
receivership of ballast plcthe integration of these operations and
the cultural change process is well underway to drive productivity
service and margins
where the rok brand experience is consistently being delivered
across a number of building operations within the original group we
are regularly achieving the 3 optimum pretax margin that we
expect in current trading conditions overall the original rok
building activities achieved a 43 growth in revenues and increased
net pretax margins to 22 2002 18
rokforce which delivers our premium maintenance service was the
focus of major reorganisation during the yearthis reorganisation
coupled with the particularly mild weather throughout 2003 led to a
drop in net pretax margin from these operations to 58 
2002 79 however we are confident that our actions have now
created a robust structure and platform for substantial growth in this
areathe flexible cost base we have created and the continuing
investment in systems give us confidence of increasing revenues and
returns in the current and future years
chairman’s statement
rok annual report 03
6
front section 130173  17304  414 pm  page 6 7
galliford t ry
in november 2003 rok withdrew its interest in pursuing an offer for
galliford try plc following their board’s refusal to engage with us and
to facilitate due diligencewe believe our indicative offer represented
significant value and beyond that level it was not in the best interests
of our shareholders to pursue this approach any further
people
we have made excellent progress in strengthening our executive
team in september 2003 we welcomed ashley martin as group
finance director his experience in substantial devolved and
empowered organisations is proving invaluable
he succeeded michael bailey who had been with the group since
1985 and finance director since 1990we are most grateful to mike
for his valued contribution and dedicated service over these years
a number of other senior executive roles were identified and filled
during the year reflecting the group’s increased scale and ambitions
this process is continuing in 2004
strategy
our strategy remains to drive growth organically from existing
branches and by acquisition supplemented by opening infill branches
to create a local presence throughout the uk
in every acquisition we make we look for good core technical skills
and a local reputation restricted in performance terms by traditional
hierarchical management structures and the common industry focus
on selling product on the basis of lowest pricewe delayer the
management structure streamline the administrative processes and
invest substantially in training our people to deliver a service culture
we are committed to achieving a brand experience for employees
suppliers subcontractors and customers that is enjoyable rewarding
and funwe take this very seriously – it is what makes us different
from ‘traditional’ companies in our sector and what helps us achieve
industry leading margins and longlasting relationships with all our
stakeholders
prospects
the uk building economy remains strong especially in the regions
buoyed by continuing strong demand from the public sector in
health education and housingthe acquisition of four new offices in
the north from ballast and other new branch openings will give
further momentum in the current yearthe rokeagle development
pipeline continues to be healthy with strong visibility of revenues and
margins for the current year and beyond rokforce having been 
reorganised and embedded into our building units coupled with
flexibility now built into the cost base should lead to significant
increases in revenue and return from this activity over the coming
yearsthe group is also well placed financially to take advantage of
acquisition opportunities that may arise in fulfilling its strategy of
providing property solutions on a national scale
whilst much has been achieved in the last year this only serves to
emphasise the group’s potential and gives us confidence that 2004
should be another year of significant progress
bob carltonporter
chairman
15 march 2004
rok annual report 03
front section 130173  17304  414 pm  page 7