the ssl f mil y
a st y
f g wth
ssl international p lc annual rep ort and accounts 2010
ssl int e n ti n l lc  nnu l e t n cc unts 2 1
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внутри отчета overvi ew
01 highlights
02  ssl at a glance
04 chairman’s statement
06 chief executive’s review
business r evi ew 
10 strategy and priorities
11 our business model
12 business review
22 corporate responsibility
26 financial review
32 risks and uncertainties
gover nance
34 board of directors
36 executive committee
37 corporate governance
40 directors’ report
42 remuneration report
52 statement of directors’ responsibilities
53 independent auditors’ report
financial s tatements
54 consolidated income statement
55  consolidated statement of 
comprehensive income
56 consolidated balance sheet
57  consolidated statement of 
changes in equity
59 consolidated statement of cash flows
60  notes to the consolidated financial 
statements
101 principal group undertakings
102 company balance sheet
103 company accounting policies
105  notes relating to the company accounts
110 ssl directory
shar eholder in formation
112  company information
financial calendar
the chief executive’s review and certain other sections of the annual 
report contain forward looking statements that are subject to factors 
associated with amongst other matters the economic and business 
circumstances occurring from time to time in the countries and sectors  
in which the group operates it is believed that the expectations 
reflected in these statements are reasonable but they may be affected 
by a wide range of variables which could cause actual results to differ 
materially from those anticipated at the date of the annual report
w e’ve c ome a long way in the five yea rs 
since we rea ligned ssl inte rnat ional  
a s a c onsumer hea l thca re busine ss 
ssl ha s operat ions i n more than 
30 co unt ries ac ross eu rope asi a pac ific 
and the a me rica s selling i nt o ove r 100 
co unt ries w orldw ide
th is yea r we a re de lighted t o we lcome 
russia and ukrai ne int o the ssl famil y 
t he ir impact ha s c ont inued t o exceed  
our expectat ions and the inte grat ion  
of the busine sses is progressing we ll
our global brands  dur ex and sch oll 
are rec ogn ised a s leade rs our people  
ar e pa ssionate en gag ed and focu sed
th is is ssl’ s st ory of growth 01	 highlights overview   annu al  r eport  a nd   accounts   2010
	 before
	 aquisitions	 adjusted
1
	 	 underlying	 as 	 reported
	 31  march  2010	 31 	 march	 2009	 growth	 31 	 march	 2009
s ales	 £m	 £m	 	 £m
durex	 2937	 2802	 48	 2669
scholl	 footcare	 1680	 1606	 46	 1430
scholl	 footwear	 1059	 986	 74	 929
locally	 owned	 brands	 647	 677	 44	 753
t otal  branded   consumer	 6323	 6071	 41	 5781
other		 470	 605	 223	 643
t otal  sales	 6793	 6676	 18	 6424
	 reported 	 sale s	 up 	 249	— 	u nderl ying
1
	 branded 	
con sumer 	s ale s	 up 	 41
	 o pera ting 	 profit 	 of 	 £1260	 million 	 408	 ahead 	 of 	
prior 	 year 	 2009	 £895	 million
	 ru ssian 	 and 	u krainian 	s ale s	 of 	 £1232	 million 	 with 	
opera ting 	 profit 	 of 	 £293	 million 	 p rofit 	 before 	 tax 	 up 	 507	 to 	 £11 53	 million 	
2009	 £765	 million
sale s	g rowth
	 249
	 
op erating 	p rofit 	g rowth
	 408
	 
earnings	p er	 sh are	 up 	 20
	 336p
	
fin al	 divid end	 up 	 25
	 80p
1		 prior	 period	 figures	 translated	 at	 current	 period	 average	 exchange	 rates	 and	 excluding	 the	 impact	 of	 blbv	 and	 gainbridge	 in	 both	 periods 0203	 ssl	 at	 a	gl an ce
overview   annu al  r eport  a nd   accounts   2010
ssl t 
t t e 	 durex	 deluxe	 	 durex	 realfeel	 	 durex	
fetherlite	ultra	 	 scholl	 clear	 gel	 blister	
plasters	 	 scholl	 sandals	 	 scholl	
biomechanics	 sensitive	 feet	 	 scholl	
hard	 skin	 softening	 cream	 	 scholl	 hard	
skin	 softening	 pen	 	 scholl	 party	 feet	
heel	 cushions	 	 scholl	 party	 feet	ultra	
slim	 	 durex	 play	 very	 cherry	 	 scholl	
3	 in	1	 perfect	 nail	 treatment	 	 full	 marks	
solution	 	 paramol	 tablets	 	 durex	 play	
vibrations	 	 play	o	 	 syndol	 	 deo	 dress	
	 love	 box
  durex durex
fetherlite fetherlite
plasters plasters
durex durex
blister blister
vibrations vibrations
  love love
dress dress
durex durex deluxe deluxe   durex durex realfeel realfeel durex durex
featured products s ynonymous  not  only  with  safe  sex  but  with  great  sex  durex  continues  to  drive  innovation  in  condoms  lubricants  and  devices  that  enhance  intimacy  and  sexual  wellbeing
durex   condo ms
durex	 condom	 sales	 have		
again	 performed	 well	 with	 good	
underlying	 growth	 this	 year	 has	
seen	 the	 launch	 of	 three	 new	
condoms	 in	 the	 feeling	 range	
–	 deluxe	 the	 diamond	 standard		
in	 thinness	 realfeel	 for	 skinon	
skin	 feeling	 and	 fetherlite	 ultra	
superfine	 condoms	 with	 sensifit	
technology	
durex  p lay  lu bric ants
durex	 play	 inspires	 people	 to	
explore	 and	 discover	 new	 sexual	
pleasures	 and	 experiences	 the	
success	 of	 play	o	 continues	 as	
does	 the	success	 of	 our		
flavoured	 lubricants	
durex  p lay vibra tors
our	 play	 range	 of	 personal		
devices	 continues	 to	 expand	 into		
new	 markets	 and	 durex	 is	 proud		
to	 have	 brought	 vibrators	 into	 high	
street	 stores	 around	 the	 world	
s choll  delivers  new  and  innovative solutions 
increasing  consumer  awareness  and  understanding  through  its  mission  to  give  people  healthier  more  comfortable  and  better   looking  feet  com fort
our	 comfort	 range	 offers	
specialist	 solutions	 to	 make	 feet	
more	 comfortable	 including	
scholl	 biomechanics	 orthotic	
inserts	 designed	 to	 relieve	 pain	 in	
the	 heel	 knee	 and	 lower	 back	 and	
the	 popular	 party	 feet	 range
care   this	 category	 includes	 our	
specialist	 skincare	 and	 nailcare	
ranges	led	 by	 the	 innovative	 new	
hard	 skin	 range	 and	 the	 clinically
proven	 cracked	 heel	 repair	
cream	 it	also	 includes	 our	 foot	
odour	 hygiene	 and	 freshness	
ranges
aid
this	 category	 offers	 specialist	
solutions	 for	 the	 effective	
treatment	 and	 prevention	 of	
common	 foot	 health	 conditions	
including	 corns	 athlete’s	 foot		
and	 verrucas	 this	 category		
also	 includes	 our	 new	 improved		
range	 for	 blisters	
s choll  footwear  is known 
around  the  world  for  comfort  and  value  but  is  increasingly  also  recognised  for  its  style  n ew  contemporary  ranges  in  europe  and  asia  have  adapted  the  comfort  benefits  of s choll  technology  into  highly  fashionable  footwear
t echnology  d evelop ment
at	 the	 heart	 of	 ‘schollness’	 is	
technology	 to	 ensure	 allday	
comfort	 we	 categorise	 this	 into	
four	 areas	 shock	 absorption	
including	 gelactiv	 products	
anatomy		 ergonomics	 including	
bioprint	 and	 biomechanics	 shoes	
and	 removable	insoles	exercise	
effect	 for	 shoes	 that	exercise	 and	
tone	leg	muscles	 and	 massage	
benefits	 for	 our	 range	 of		
massage	 styles
s tyle  im prove ments
working	 with	 designers	 such		
as	 diego	 dolcini	 and	 alberto		
del	 biondi	 we	 are	 developing	 the	
scholl	 contemporary	 range	 with	a	
fashion	 focus	 using	 our	 expertise	
in	 foot	 health	 these	 shoes	 are	
stylish	 and	 contemporary	 but	
retain	 their	 comfort	 features	 this	
has	 raised	 interest	 particularly	 in	
the	 shoe	 retail	 trade	 including	
department	 stores	
l ocally  owned  brands  are  those  brands which  are sold 
only  in  specific  countries  predominantly  the u k i taly   and s pain  f ull  marks
ssl’s	 full	 marks	 head	 lice	 brand	
regained	 its	 number	 one	 position	
in	 uk	 and	 ireland	 and	 is	also	 now	
sold	 by	 ssl	 in	 spain	 italy	 australia	
and	 germany	 and	 will	soon	 be	
launched	 in	 russia
otc
this	 year	 we	 have	 increased	
distribution	 of	 medinol	
paracetamol	 suspension	 and	
strong	 performances	 came	 from	
painkillers	 cuprofen	 and	anbesol	
ashton		 parsons	 teething	
powders	 and	 antidiarrhoeal	
treatment	 diocalm	
mister  b aby
mister	 baby	 is	 our	 italian	 mothers’	
and	 infants’	 range	 which	 we	 have	
refocused	 on	 the	 strategic	 pillars	
of	 baby	 feeding	 and	 baby	 hygiene
saub er
also	based	 in	 italy	sauber	 is	a	
range	 of	 wellbeing	 and	 healthcare	
products	 we	 launched	sauber	
deo	 dress	 an	 innovative	 personal	
deodorant	 that	 can	 be	 sprayed	
directly	 on	 clothes	
und erly ing	g rowth
	 48
	 
und erly ing	g rowth
	 46
	 
und erly ing	g rowth
	 74
	 
und erly ing	d eclin e
	 44
du rex scho ll 		
f oot care
scho ll 		
f oot wear
l ocall y	
owned	b rands
1 europe 6216
2 asia pacific
 and rest of
 world 1455
3 americas 354
external sales 
by geography £m
1
2
3
1 durex and
 contex 3481
2 scholl
 footcare 1693
3 scholl
 footwear 1059
4 locall y 
 owned 
 b rands 653
branded consumer
sales by category £m
1
2
3
4 0405	 c hai rman’ s	st at ement
overview   annu al  r eport  a nd   accounts   2010 innova t ion led
organic growth
and we ll chosen 
acquisit ions 
it	 is	 said	 that	 the	 true	 test	 of	 the	 quality	 of	a	 company	 and	 its	
management	 is	 how	 they	 cope	 with	a	 recession	 to	 date	 ssl	
has	 passed	 that	 test	 our	 geographic	 spread	 the	 quality	 of	 our	
brands	 and	 their	 market	 position	 the	 continued	 enhancement	
and	development	 of	 our	 products	 and	 the	remorseless		
focus	 on	 cost	 and	 efficiency	 have	 led	 to	a	 resilient	 financial	
performance	 through	 the	 worst	 worldwide	 recession	 since	
before	 the	 second	 world	 war	
	 the 	 last	 year	 has	 also	 been	 helped	 by	 the	 success		
of	 our	 strategy	 of	 expanding	 our	 geographic	 footprint	 our	
russian	 and	 ukraine	 acquisitions	 have	 to	 date	 exceeded	 all		
our	 expectations	 and	 it	 is	 also	 worth	 recording	 the	 excellent	
results	 which	 were	 achieved	 in	 china	 and	 japan	
	 the 	 results	 from	 the	 more	 established	 markets	 were	
more	 than	 satisfactory	 but	 it	 is	 to	 the	 management	 team’s	
credit	 that	 it	 is	 some	 of	 our	 more	 recent	 investments	 which		
are	 driving	 the	 growth	 of	 the	 company
	 total 	 sales	 in	 the	 year	 rose	 249	per	 cent	 to		
£8025	 million	 underlying	 sales	 growth	 for	 our	 branded	
consumer	 products	 excluding	 the	 effect	 of	 acquisitions		
was	 41	per	 cent	 to	 £6323	 million	 with	 growth	 in	 each	 of	 our	
major	 categories	 durex	 scholl	 footcare	 and	 scholl	 footwear	
underlying	 operating	 profit	 increased	 by	 56	per	 cent	 to		
£967	 million	 total	 operating	 profit	 including	 acquisitions	
grew	 408	per	 cent	 to	 £126	 million	 profit	 before	 tax	 grew		
507	per	 cent	 to	 £1153	 million	 and	 earnings	 per	 share	 grew		
by	 200	per	 cent	 to	 336	 pence
dividends   the	 directors	 recommend	 an	 increased	 final	 dividend	 up		
25	 per	 cent	 of	 80	 pence	 per	 ordinary	 share	 2009	 64	 pence	
which	 subject	 to	 shareholder	approval	 at	 the	 annual	 general	
meeting	 ‘agm’	 on	 22	 july	 2010	 will	 be	 paid	 on	2	september	
2010	 to	 shareholders	 on	 the	 register	 on	6	 august	 2010	 this		
will	 make	a	 total	 dividend	 of	 111	 pence	per	 ordinary	 share	
2009	 90	 pence	
o utloo k
the	 new	 financial	 year	 has	 started	 as	 we	 expected	 the	 global	
economy	 seems	 to	 be	 improving	 although	 in	 certain	 territories	
recovery	 will	 be	 slow	 this	 is	 in	 line	 with	 our	 predictions	 and		
we	 continue	 to	 expect	 to	 perform	 strongly	 the	 twin	drivers		
of	 innovation	 led	 organic	 growth	 in	 durex	 and	 scholl	 and	
wellchosen	 acquisitions	 support	 both	 our	 earnings	 target		
of	 increasing	 eps	 by	 50	per	 cent	 in	 the	 three	 years	 to	 march	
2012	 and	 our	 continuing	longerterm	 growth	 ambitions	 we	
have	 the	 brands	 the	 market	 positions	 and	 the	 geographic	
footprint	 combined	 with	 the	 continued	 product	development	
and	 innovation	 to	 be	confident	 of	 continuing	 to	 perform	
strongly
	 once 	 again	 this	 year	 our	employees	 around	 the	 world	
have	 shown	 real	 commitment	 and	 passion	 to	 achieve	 these	
strong	 results	 on	 behalf	 of	 the	 board	i	 offer	 sincere	 thanks		
for	 their	 contribution	 ● 0607	 c hi ef	 ex ecutiv e’s	 revi ew
overview   annu al  r eport  a nd   accounts   2010
ssl ’s   diverse   geogr aphic   footprint   and   worldcl ass  b ra nds ha ve  a ga in   supported   ro bust   growth   in   the   business  while   integr ation   of   the   r ussi an  b usiness   continues   it   is   alre ady  ha ving  a  signific ant   positive   impact   on   the  b otto m  line  c hief   executive  ga rry  wa tts   loo ks  ba c k  on   a  strong   ye ar  for  ssl i ntern ation al…
it’s  b een  a nother  year  of   growth   for    ssl  a re   you   on   tr ac k  to  a chieve   your   ta rget  ea rly
as	a	 business	 we	 have	 set	 increasingly	 challenging	 targets	 and	
we	 continue	 to	 remain	 on	 track	 to	 achieve	 50	per	 cent	 growth	
in	 eps	 over	 three	 years	 we	 expect	 to	 make	 further	 significant	
progress	 in	 the	 current	 year	 and	 to	 achieve	 the	 target	 next		
year	 once	 we	 have	 the	 full	 benefit	 of	 our	 russian	 acquisition	
	 of 	 course	 whilst	 we	 are	 very	 pleased	 to	 be	 hitting	
profit	 targets	 we	 are	 equally	 pleased	 that	 our	 cash	 flow	 is	
strong	 which	 allows	us	 both	 to	 invest	 in	 the	 business	 and		
to	 increase	 returns	 to	 our	 shareholders
ha s  the   glo bal  econo mic  downturn   impacted  ssl 
yes	 we	 have	 seen	 some	 impact	 from	 decreased	 consumer	
spending	 particularly	 in	 some	 of	 our	 larger	 markets	 including	
the	 uk	 and	 italy	 we	 have	 also	 seen	 customer	 inventory	
reductions	 in	 some	 of	 our	 markets	 we	 are	 fortunate	 however	
that	 our	 categories	 are	 more	 resilient	 than	 many	 other	
consumer	 products	 we	 have	 also	 been	 working	 closely	 with	
our	customers	 to	deliver	 outstanding	 instore	 execution	
education	 and	 promotions	 our	 distribution	 channels	 have	
been	 enhanced	 with	 the	 expansion	 of	 our	 consumer	websites	
in	 many	 markets
what  do   you   consider  ssl ’s   grea test   achieve ment   in   this  pa st  yea r
there	 have	 been	numerous	 examples	 of	 outstanding	
successes	 this	 year	 from	 all	corners	 of	 our	 business	 russia	
has	 grabbed	 the	 headlines	 but	 in	 many	 ways	 our	 strong	
organic	 growth	 driven	 by	 solid	 product	 innovations	 has	 been	
the	 most	 pleasing	 thing	 for	 ssl	
h ow  has  the  r ussi an  a cquisition   progressed
we	 continue	 to	 be	 very	 pleased	 with	 this	 acquisition	 which		
is	 progressing	 well	 it	 is	a	 complex	 business	 employing	 more	
than	 3000	 people	 and	 we	 are	 building	 strong	 relationships	
throughout	 the	 organisation	 the	 russian	 business	 has	 already	
had	a	 significant	 impact	 on	 our	 bottom	 line	 and	 we	 expect	 this	
to	 continue	 as	 we	 join	 the	 two	businesses	together	 to	provide		
a	 platform	 for	 growth	 in	 the	 future
have   the   first  m onths   since   the   opening   of   your  c hinese  fa ctory   in  q ingd ao  m et   your   expect ations
yes	 whenever	 we	 open	a	 new	 facility	 let	 alone	 one	 the	 size		
of	 qingdao	 we	 expect	 three	 years	 before	 we	 achieve	 full	
production	 and	 high	 yields	 qingdao	 is	 ahead	 of	 this	 timetable	
with	 global	 shipments	 starting	 as	 anticipated	 and	 further	
capacity	 increases	 planned	 for	 next	 year	 the	development	 of	
our	 chinese	 factory	adds	 to	 our	 robust	 supply	 chain	 platform	
with	 key	 operations	 also	 in	 india	 the	 uk	 and	 thailand	 which		
is	 strengthened	 by	 sharing	processes	 and	 talent	 across	 sites	
and	 by	 close	 relationships	 with	 commercial	 offices	 around		
the	 world e f m ing 
he f u 
ex ect ti ns 0809	 c hi ef	 ex ecutiv e’s	 revi ew	 continued
overview   annu al  r eport  a nd   accounts   2010
does   the  b usiness   see   ongoing   success   through  a cquisitions   or   org anic  growth
we	 firmly	 believe	 that	 continuing	 organic	 growth	 is	 an	essential	
part	 of	 our	development	 that	 said	 our	 balance	 sheet	 is	 strong	
and	 we	 have	a	 proven	 management	 team	 which	 gives	us		
the	 freedom	 to	consider	 opportunities	 for	 wellchosen	
acquisitions	 to	 increase	 our	 global	 geographic	presence		
and	 distribution	 capacity	
t here  ha ve  b een   so me  ch anges   to   your   intern al structure  wh at  do   you   hope   to  a chieve   with   these
ssl	 is	a	 fastevolving	 business	 with	 sales	 that	 have	 all	 but	
doubled	 in	 the	 past	 five	 years	 and	a	broad	 and	 growing	
geographic	 footprint	 it	 is	essential	 that	 our	 management	
structures	 reflect	 the	 changing	 nature	 of	 the	 group	 and	
provide	 foundations	 for	 further	 growth	 in	 future	 for	 example	
we	 have	 integrated	 those	 teams	 that	 bring	 new	 products	 to	
market	under	 the	 banner	 of	 ‘product	 delivery’	 this	 combines	
functions	 including	 regulatory	 and	 innovation	 and	 has	
improved	 our	 ability	 to	deliver	 products	 that	 are	 based	 on	
consumer	 insight	 to	 the	 marketplace	 in	 an	 efficient	 and	
controlled	 manner	
op erating 	mar gin 	 157 
	
sale s	g rowth
	 249
	

1
h ard s kin  range
many	 consumers	 report	
hard	 skin	 and	 calluses	
the	 scholl	 hard	 skin	 range	
includes	a	 softening	 cream	
softening	 pen	 and	 instant	
hard	 skin	 remover
2
f eeling  range
these	 new	 condoms	
provide	 the	 maximum	 in	
sensation	 while	 still	 offering	
the	 protection	 and	 security	
consumers	 rightfully		
expect	 from	 durex 2 1 2 2 2 1 1 1 what  do   you   see  a s  ssl ’s  b iggest   ch allenges  for   the   co ming  yea r
the	 economy	–	i	do	 not	 think	 we	 can	 take	 global	 recovery	 in		
all	 markets	 for	 granted	 in	 many	 consumer	 markets	 we	 would	
expect	 consumer	 growth	 to	 be	 slower	 than	 historical	trends	
this	 will	 continue	 to	 place	 pressure	 on	 our	 innovation	 pipeline	
to	 ensure	 we	 bring	 relevant	 and	 competitive	 products	 to	 meet	
consumer	 needs	
	 the 	 integration	 of	 our	 russian	 business	 is	 an	 ongoing	
challenge	 and	 we	 need	 to	 make	 sure	 we	 get	 the	 most	 from	 it	
while	 smoothly	 integrating	 its	 business	 into	 ssl	 to	provide	a	
continuing	 platform	 for	 growth	 in	 the	 future	
	 as 	 with	 any	 business	 our	 success	 is	 ultimately	 entirely	
dependent	 upon	 our	 people	 nurturing	 ssl’s	 unique	 culture		
is	 vital	 to	 our	 success	 and	 will	 continue	 to	 be	a	 focus	 for	 the	
management	 team	 ●
2010	a nd 	beyo nd
our	 immediate	 priorities	 are	 continuing	
the	 successful	 integration	 of	 our	 russian	
business	 and	 ensuring	a	 strong	 pipeline		
of	 new	 products	 to	 support	 our	 organic	
growth
	 certainly 	 the	 global	 financial	 outlook	
is	 more	 promising	 for	 the	 next	 12	 months	
with	 our	 most	 established	 marketplaces	
the	 uk	 and	 italy	 forecast	 to	 return	 to	
growth	 we	 are	 well	 placed	 to	 capitalise	 on	
the	 resulting	 improvement	 in	 consumer	
confidence	 with	 quality	 products	 that	
address	 everyday	 needs
	 our 	 recently	 established	 product	
delivery	 team	 is	 geared	 up	 as	a	 real	 engine	
room	 within	 the	 business	 it	 is	 responsible	
for	 ensuring	 we	 have	a	 consistent	 flow	 of	
new	 and	 innovative	 products	 reaching	 the	
marketplace	 we	 have	 invested	
significantly	 in	 recruiting	 key	 talent	 to	 this	
team	 and	i	 am	 enthusiastic	 about	 how	 they	
will	 ensure	 we	 remain	 at	 the	 forefront	 of	
innovation	 within	 our	 categories	 their	
focus	 is	 on	 the	 consumer	 supported	 by	
extensive	 research	 and	 testing	 in	 each	
stage	 of	 the	process	 from	 conceptual	
innovation	 to	 regulation	 the	 team	 has	
also	 forged	 strong	 relationships	 with	
partners	 from	 the	 scientific	 and	 academic	
worlds	 using	 external	 knowledge	 and	
expertise	 to	 maximise	 our	 growth	
	 our 	 balance	 sheet	 is	 strong	 and	 we	
will	 look	 for	appropriate	 acquisition	
opportunities	 that	 could	 exploit	 our	
business	 fundamentals	
	 after 	 significant	 investment	 in	 our	
production	 facilities	 in	 the	 uk	 thailand	
and	 china	 in	 recent	 years	 we	 will	 next	
focus	 on	 india	 our	 partnership	 with	 the	
ttk	 group	 remains	 strong	 and	 we	 have	
plans	 for	 investing	 in	 and	 improving	 the	
production	 facilities	 at	 our	 sites	 in	
southern	 india
	 one 	 of	 our	 competitive	advantages		
is	 our	 employee	 culture	 and	together		
with	 the	 board	 and	 executive	 committee	
i	 will	 be	 looking	 to	 further	 capitalise	 on	 the	
spirit	 of	entrepreneurship	 and	 passion		
felt	 among	 ssl	employees	 globally		
by	 relaunching	 our	 vision	values	 and	
operating	 principles	 across	 our	 worldwide	
operations	 in	 the	 coming	 year	 we	
continue	 to	 invest	 in	 developing	 our	
employees	 in	 selecting	 the	 best	 new	
talent	 and	 in	 training	 and	 challenging	 the	
next	 generation	 of	leaders	 ●
sales
0910
0809
0708
£8025m
£6753m
£6354m
at constant exchange rate s
operating profit
0910
0809
0708
£1260m
£970m
£904m
at constant exchange rate s 1011	 s t rategy	a nd	p ri oriti es business   review   annu al  r eport  a nd   accounts   2010
ou r	va lu es ou r	 op erating 	pr in cipl es we	 are	 committed	 to	 our	 vision	 that	 ssl	 should	 become		
and	 remain
  s uccessful
  socially  r esponsible
  l ively
  attitude
quality	 and	 healthcare	 go	 hand	 in	 hand
best	 products	 generally	 win
regulation	 is	 our	 friend
  behaviour
communicate
work	 as	a	 team
back	 the	winners
  c ulture
harness	entrepreneurs
be	 open	 and	 honest
win	 but	 not	 at	 all	 costs
ou r	f in ancial 	tar get key	 p erf orman ce	 indi cat ors for	 the	 three	 years	 to	 march	 2012	 to	 grow	 earnings	per	 share		
by	 at	 least	 50	per	 cent
	 50
	

  o perating p rofit  pg  28
  earnings p er s hare  pg  29
  brand c ontribution  pg  28
ou r	s t rategy ou r	 pri oriti es we	 aim	 to	 exploit	 the	 economic	 potential	 of	 both	 our	 brand	
portfolio	 and	 our	 global	 operating	 assets	 by	 focusing	 on
  c onsumer  insightled  innovation
innovation	 is	 central	 to	 ssl’s	 strategy
  c uttingedge advertising
supporting	 the	 launch	 of	 new	 products	 by	 investing	 in	
effective	 and	 targeted	 marketing	 and	 advertising	 is	a	 key	 part	
of	 the	 success	 of	 our	 brands	 raising	 consumer	awareness	
and	 driving	 retail	 distribution
  efficient  business practices
improving	 business	processes	 throughout	 all	 areas	 of	 the	
business	 will	 help	 ensure	 that	 we	 meet	 the	 needs	 of	 our	
customers	 while	 controlling	 costs
  t raining  and  development  of  our  people
ssl’s	employees	 are	 one	 of	 our	 greatest	 assets	 and	 through	
continued	development	programmes	 we	 aim	 to	 strengthen	
the	 expertise	 across	 our	 business
  innovation  in  the  brands
a	 key	 growth	 driver	 is	 innovation	 the	 speed	 at	 which	 we	 can	
develop	 innovative	 quality	 products	 is	 crucial	 to	 the	 future	
growth	 and	 success	 of	 our	 business
  integration  of r ussian  and u krainian  businesses
another	 key	 factor	 in	 meeting	 our	 financial	 target	 is	 the	
successful	 integration	 of	 new	businesses	 into	 the	 group	 our 	busin ess	 model e lising t he 
te nti l in u 
tf li
as  a  glo bal  consu mer   he althc are   co mpany   ssl  has  co mmerci al  oper ations   production  fa cilities  a nd   speci alist   group   functions   loc ated  a round   the   world
	 our 	 international	 brands	 are	 also	 managed	 centrally	 with	
our	 group	 marketing	 function	 setting	 their	 strategy	 and	 direction	
they	 then	 work	 with	 local	 marketeers	 to	 ensure	 that	 products	
are	appropriately	 targeted	 in	 each	 marketplace	 we	 have	 this	
year	 appointed	 volker	 sydow	 to	 the	 new	 role	 of	 group		
marketing	 director	
	 scholl	 footwear	 is	 led	 by	 our	 footwear	 development	
group	 who	 oversee	design	development	 production	 and	
distribution	 of	 our	 shoes	due	 to	 the	different	 requirements		
of	 our	 european	 and	 asian	 consumers	 there	 is	 also	a	 footwear	
team	 in	 asia	 who	 develop	 and	 market	 products	 most	 suited	 to	
their	 marketplace
	 as 	 with	 all	businesses	 in	 the	 fmcg	 sector	 ssl	
international	 needs	 to	 maintain	 its	 agility	 to	address	trends	 and	
circumstances	 despite	 our	 rapid	 growth	 in	 size	 in	 recent	 years	
this	 has	 been	a	 significant	 focus	 for	 the	 business	a	 range	 of	
networks	 and	 forums	 exist	 for	 regional	 and	 group	 colleagues		
to	 share	 best	 practice	 and	 develop	 ideas	 to	 ensure	 we	 are	
constantly	 moving	 forward	 as	a	 business	 we	 operate	 in	a	
dynamic	 sector	 where	 innovation	 focused	 on	 consumer		
needs	 drives	 our	 growth	 and	 success	
	 our 	 globallocal	 balance	 and	empowerment	 of		
staff	 underpins	 our	 recent	 success	 and	 positions	us	 for	
continued	 growth	 ●
o ur  b usiness  m odel
since	 making	 the	 decision	 to	 become	a	 focused	 consumer	
healthcare	 company	 ssl	 has	 evolved	 its	 business	 model	 to	 best	
reflect	 the	 needs	 of	 our	customers	 and	 consumers	 this	includes	
commercial	 offices	 in	 most	 of	 our	 main	 marketplaces	 around	 the	
world	 who	 report	 regionally
our	 regions	 are
  europe
  americas
  asia p acific
these	 regions	 report	 to	 our	 commercial	 director	 ian	 adamson
	 in 	 smaller	 markets	 we	 foster	 close	 relationships	 with	
local	 distributors	 who	represent	 our	 products	
	 our 	 production	 facilities	 in	 china	 thailand	 the	 uk	 and	
india	 report	 to	 our	 group	 manufacturing	 and	 logistics	 director	
shaun	 davis	
	 our 	 corporate	 support	 functions	 such	 as	 group	
finance	 human	 resources	 product	 delivery	 and	 group	
marketing	 are	 also	 managed	 centrally	 by	 their	 respective	
directors	 in	 the	 large	 commercial	 offices	 staff	 from	 these	
functions	 report	 to	 their	 country	 manager	 but	 are	 supported		
by	 the	 group	 function	 this	 ensures	 the	 right	 level	 of	 autonomy	
with	 global	 oversight  1213	 busin ess 	re vi ew
business   review   annu al  r eport  a nd   accounts   2010
12 12 13	 busin 13	 busin e essss 	re 	re ssss 	re ssss vivi ew ew
business review   annu al  r eport  a eport  a eport nd accounts 2010
1
sales 	o utsid e	 uk
	 85
i nt erna ti onal	
exp ansi on ssl	 now	 has	 operations	 in	 more	 than	
30	 countries	 selling	 our	 products	
worldwide	 in	 200910	 85	 of	 our	
sales	 were	 outside	 the	 uk	 which	 helps	
balance	 our	 performance	 as	 stronger	
economies	 can	 balance	 those	
suffering	 downturns	 this	 year	 for	
example	 we	 saw	 real	 growth	 in	 asia	
and	 the	 performance	 of	 our	 russian	
and	 ukraine	 businesses	 continue	 to	
exceed	 our	 expectations
me  vlad in moscow what a night 
glad we bought some contex  our   glo bal  b ra nds a re   str ategic ally   positioned   for   growth   en et t ing 
new m ket s
brand	 inspiring	 men	 and	 women	 of	 all	 ages	 to	 love	 the	 sex	 they	
have	 through	 expansion	 into	 new	 areas	 of	 sexual	experience	
driving	 better	 consumer	engagement	 with	 the	 brand	 and	
pioneering	 sexual	openness	 honesty	 and	 responsibility	
h ighlights
  three	 new	 condoms	added	 to	 our	 durex		 ‘feeling’	 range	—		
durex	 fetherlite	 ultra	 durex	 realfeel	 and	 durex	 deluxe	 these	
have	 been	 developed	 to	 enable	 couples	 to	 enjoy	 heightened	
sensitivity	 during	 sex
  sales	 of	 our	 durex	 play	 range	 including	personal	 lubricants	 and	
vibrators	 increased	 176	per	 cent
  launch	 of	 wwwmyoracom	a	 global	 online	 community	
which	provides	a	 platform	 for	 people	 from	 all	 over	 the	 world	 to	
share	 their	 sexual	experiences	 and	 celebrate	 healthy	 sex	 lives
o utloo k
with	 the	 strategy	 in	 place	 durex	 looks	 set	 for	 continued	 success	
new	 products	 for	 2010	 include	 the	 launch	 of	 sweet	 strawberry	
lubricant	 and	 the	 global	 rollout	 of	 durex	 lovebox	 tins
	
durex
	 	 	 	 adjusted
	 	 31  mar  10	 31 	 mar	 09	 sales
sales 	 	 £m	 £m	 growth	
branded	 condoms
incl	 contex	 	 2946	 2387	 234
durex	 play	 	 535	 455	 176
durex	 	 3481	 2842	 225
	 including	 russiaukraine	 and	 at	 constant	 exchange	 rates
s tr ategy
the	 durex	 team	 has	 embraced	 an	 ambitious	 target	 of	 doubling	
the	 durex	 business	 by	 2013	 and	 is	 working	 to	 ensure	 the	 brand	
fundamentals	 are	 sufficiently	 robust	 to	 support	 this	 target	 this	
activity	 included	 an	 intensive	 consumer	 research	 programme		
to	 define	 the	 brand	 positioning	 and	 to	 explore	 categories	 where	
there	 might	 be	 expansion	 potential	 for	 durex	
	 after 	 this	 consumer	 research	 we	identified	a	 global	
brand	 positioning	 strategy	 and	 vision	 for	 durex	 which	 will	 act	 as	a	
springboard	 for	 growth	 of	 the	 brand	 into	 new	 categories	 we	
share	a	 common	 vision	 of	 becoming	 the	 leading	 global	 sex	
range range including including
vibrators vibrators increased increased 176 176 per per cent cent
launch launch of of wwwmyoracom wwwmyoracom  a a global global
provides provides a a platform platform for for people people
their their sexual sexual 1415	 busin ess 	re vi ew	 continued
business   review   annu al  r eport  a nd   accounts   2010
h ighlights
  new	 range	 of	 innovative	 footcare	 solutions	 launched	 to	
address	 the	 issue	 of	 hard	 skin	 including	a	 targeted	 action	
cream	pen	 and	 remover	
  new	 throughtheline	 consumer	 communications	 in	 the	 new	
hard	 skin	 range	 and	 biomechanics	 orthotics	 inserts	 and	
footwear	 ranges
  new	 brand	 architecture	 developed	 globally
  launch	 of		 ‘think	 feet’	 diabetes	 foot	 health	 programme	
o utloo k
in	 2010	 an	 increased	 focus	 for	 scholl	 footcare	 will	 be	 on	
developing	 markets	 such	 as	 russia	 china	 and	 india	 these	 areas	
represent	a	 significant	 opportunity	 and	 will	 extend	 the	 global	
reach	 of	 the	 scholl	 brand	 we	 are	 also	 currently	 piloting	a	
comprehensive	 ecommerce	 site	 in	 the	 uk	 with	a	 view	 to	 rolling	
it	 out	 to	 other	 countries	 over	 the	 coming	 year	 2010	 will	 see	
increasing	 cross	 promotion	 of	 scholl	 footcare	 and	 scholl	
footwear	 as	 we	 take	 advantage	 of	 shared	 consumer	 insights
f ootc are
	 	 	 	 adjusted
	 	 31  mar  10	 31 	 mar	 09	 sales
sales 	 	 £m	 £m	 growth	
f ootcare		 1693	 1615	 48
including	 russiaukraine	 and	 at	 constant	 exchange	 rates
s tr ategy
for	 scholl	 footcare	a	 brand	 vision	 plan	 has	 been	 developed	 to	
support	 our	 aim	 for	 doubledigit	 growth	 over	 the	 coming	 years	
and	 to	 position	 scholl	 to	 be	 the	 first	 choice	 in	 footcare	 for	
consumers	 and	customers	 our	 mission	 is	 to	 drive	awareness	
understanding	 and	 use	 of	 scholl	 footcare	 solutions	 to	 give	
people	 healthier	 more	 comfortable	 better	 looking	 feet	 this	
vision	 is	 supported	 by	a	 pipeline	 of	 innovative	 footcare	 solutions	
strong	 consumer	 communications	 and	a	 simplified	 range	
architecture	 making	 the	 brand	 easier	 for	 consumers	 to	 navigate	
and	 understand	 the	 scholl	 team	 work	 closely	 with	 salford	
university	 as	 well	 as	 other	academics	 and	 medical	 professionals	
to	 develop	 the	 range	
deoactiv f resh
all	 day	 fresh	 feet	
confidence be st 	 in 	c la ss 	
b rands
our	 global	 brands	 durex	 and	 scholl	
are	 household	 names	 around	 the	
world	 our	 expansion	 strategies	 for	
these	 brands	 are	 targeting	 continued	
growth	 through	a	 relentless	 focus	 on	
consumer	 insights	 innovation	 and	
category	 expansion	 we	 have	 won	
local	 regional	 and	 global	 awards	
recognising	 the	 quality	 and	
performance	 of	 our	 products	
2
1 1617	 busin ess 	re vi ew	 continued
business   review   annu al  r eport  a nd   accounts   2010
	 we 	 will	 expand	 the	presence	 of	 biomechanics	 both	
through	 distribution	 and	 communication	together	 with	 scholl	
footcare	 scholl	 footwear’s	 web	presence	 will	 also	 be	 improved	 to	
support	 our	 positioning	 and	 exploit	 ecommerce	 opportunities
l oc ally   owned  b ra nds
s tr ategy
our	 locallyowned	 brands	 play	 an	 important	 part	 in	 achieving	
operating	 profit	 objectives	 by	 improving	 overall	 sales	 and	
distribution	 efficiencies
h ighlights
  full	 marks	 is	 the	 fastest	 growing	 brand	 in	 its	 category	 within	 the	
uk	 and	 ireland	 it	 is	 now	 also	 sold	 by	 ssl	 in	 spain	 italy	 australia	
and	 germany	 as	 klaus	 and	 will	 soon	 be	 launched	 in	 russia
  other	 strong	 performances	 came	 from	 painkillers	 medinol	
cuprofen	 and	 anbesol	 ashton		 parsons	 teething	powders	
and	 antidiarrhoeal	 treatment	 diocalm
  launch	 of	 new	 mister	 baby	 range	 of	 skin	 regeneration	 products	
and	 sauber	 deo	 dress	deodorant	
o utloo k
over	 the	 next	 year	 we	 will	 continue	 to	 support	 these	 brands	
locally	 with	 the	 ongoing	 aim	 of	 fulfilling	 the	 needs	 of	 the	 target	
markets	 the	 success	 of	 full	 marks	 in	 the	 uk	 driven	 by	a	
multiaward	 winning	 advertising	 campaign	 has	provided	a	 good	
foundation	 for	 the	 continued	 growth	 of	 the	 brand	 with	 the	
return	 to	 economic	 growth	 in	 our	 core	 markets	 of	 italy	 and	 the	
uk	 we	 hope	 to	 see	 good	 performances	 from	 these	 brands	 over	
the	 coming	 year	 ●
f ootwe ar
	 	 	 	 adjusted
	 	 31  mar  10	 31 	 mar	 09	 sales
sales 	 	 £m	 £m	 growth	
f ootwear		 1059	 986	 74
at	 constant	 exchange	 rates
s tr ategy
our	 footwear	 team	 have	 been	 focusing	 on	 supporting	 both	 of	
their	 key	 channels	–	 to	 consolidate	 sales	 through	 pharmacies	
and	 expanding	 the	 shoe	trade	 business	 this	 will	 ensure	
continued	 growth	 in	 existing	 markets	 and	 the	 entrance	 in	
emerging	 ones
h ighlights
  introduction	 of	 biomechanics	 mama	 be	 hydrastep	 and	 starlit	
in	 pharmacy	 channel
  continued	 cooperation	 with	 industria	 del	 design	 and	 dolcini	
studio	 to	 develop	 new	 products	 that	 merge	 technology	 and	 style	
and	 exploit	 proven	 successes	 like	 bahama	 bimini	 and	 aisha	
o utloo k 
in	 the	 coming	 year	 we	 will	 be	 developing	 new	 technologies	 for	
pharmacies	 and	 developing	 the	 contemporary	 range	 with	 its	
own	 unique	 and	 distinctive	 style	 the	 new	 brand	 positioning		
for	 the	 contemporary	 range	 will	 be	 supported	 by	 significant	
advertising	investment	 across	 the	 key	 markets
1
s choll s hoes  c ontemporary  combining	 italian	 style	with	
comfort
2
f ull  marks
finding	 success	 in	 markets	
around	 the	 world 2 1 1 1 ssl 
an 
y u
c onsu mers   ssl	 is	a	 consumerdriven	 company	–	 we	 put	 consumers	 at	
the	 heart	 of	 everything	 we	 do	 we	 make	 direct	 contact	 with	
them	 through	 social	 media	 help	 lines	 market	 research	 and	
competitions	 and	 indirect	 contact	 through	 other	 partners	
such	 as	 our	customers	 new	 product	development	 is	 based	
on	 the	 insights	 we	 gain	 from	 consumers	 and	 our	 aim	 is	 to	
create	 products	 that	 meet	 their	 evolving	 needs
c usto mers   ssl’s	customers	 are	 the	retailers	 and	 distributors	 who	
ensure	 our	 products	 reach	 our	 consumers	 these	 range	
from	 large	 global	 chains	 to	 small	 familyowned	 outlets	 our	
relationship	 with	 our	customers	 of	 all	 sizes	 is	 crucial	 to	 our	
success	 as	 we	 maintain	a	 dialogue	 with	 them	 to	 ensure	 our	
products	 meet	 their	 needs	 and	 those	 of	 our	 consumers	
this	 is	 particularly	 important	 when	 it	 comes	 to	 new	
technologies	 branding	 and	 packaging	
key	 rela ti onships
consumer	
engagement business  pa rtners   we	 partner	 with	a	 range	 of	different	businesses	 from	 our	
suppliers	 to	academic	 institutions	 to	 marketing	agencies	
who	 all	 contribute	 to	 the	 success	 of	 our	 business	 in	 recent	
years	 we	 have	 also	 worked	 closely	 with	entrepreneurial	
companies	 to	 develop	 new	 innovations	 and	 products		
that	 we	 then	 take	 to	 market	 we	 continue	 to	 have	 strong	
relationships	 with	 banks	 and	 other	 financial	 institutions		
and	 work	 closely	 with	 our	 minority	 shareholders	 such	 as		
our	 partners	 in	 russia	 and	 india
g overn ments  a nd  r egul ators   one	 of	 our	 key	 principles	 at	 ssl	 is	 that	 local	 and	 international	
regulation	 supports	 our	 business	 goals	–	 that	 is	 producing	
quality	 products	 that	 enhance	 people’s	 lives	 we	 work	
closely	 with	 authorities	 to	 ensure	 our	 products	 and	
processes	 not	 only	 meet	 but	 in	 most	 cases	 exceed		
any	 relevant	 requirements	 1819	 busin ess 	re vi ew	 continued
business   review   annu al  r eport  a nd   accounts   2010
3
robust 	o p erating 	
pl atf orm
our	 production	 facilities	 distribution	
network	 and	 channels	 to	 market	
provide	 the	 foundations	 of	 our	
business	 we	 are	 confident	 not	 only	 of	
their	 efficiency	 but	 also	 their	 agility	 to	
meet	 the	 evolving	 demands	 and	
future	 requirements	 of	 our	 customers	
and	 consumers	 the	 official	 opening	
of	 our	 qingdao	 facility	was	 celebrated	
in	 july	 2009
ontinued ontinued s upportive  s yste ms
as	 our	 sales	 continue	 to	 grow	 and	 the	 demand	 for	 new	
innovative	 products	 is	 ever	 more	 important	 our	 robust	
production	 base	 has	 been	 fundamental	 we	 are	 working	 also		
to	 ensure	 that	 our	 backoffice	 systems	 can	 support	 our	 growth	
in	 the	 most	 efficient	 way	 possible
	 over 	 the	 past	 12	 months	 we	 have	 continued	 our	 rollout	
and	investment	 in	 sap	 across	 the	 business	 this	 year	 sap	 has	
been	 introduced	 in	 our	 italian	 polish	 and	 japanese	 commercial	
businesses	 and	 significant	progress	 has	 been	made	 in	
preparation	 for	 implementations	 in	 our	 thai	 and	 uk	 factories	
the	 total	 number	 of	 implementations	 across	 the	 group	 is	 now		
24	 18	 commercial	 sites	 and	 six	 manufacturing	 we	 have	 also	
completed	 further	 implementations	 of	 sap	 demand	 planning	 to	
continue	 the	 optimisation	 of	 our	 supply	 chain	 and	 commenced	
an	 implementation	 project	 for	 sap	 business	 planning	 and	
simulation	 which	 will	provide	 sales	 and	 operations	 planning	
functionality	 across	 the	 group	 we	 continue	 to	 be	 on	 track	 for	
completing	 our	 original	 sap	 rollout	 in	 2011	 when	 it	 is	 complete		
we	 will	 have	a	 single	 stable	 platform	 across	 all	 commercial	
manufacturing	 and	 warehousing	 units	 this	 will	 give	 greater	
efficiency	 shorten	 lead	 times	 increase	responsiveness	 and	
generate	 more	 accurate	 information	 for	 the	 group
digit al  s tr ategy
as	 consumers	 spend	 more	 of	 their	 leisure	 time	 interacting	 within	
the	 digital	 space	 we	 are	 embracing	 the	 opportunity	 to	 reach	 our	
consumers	 in	 new	 ways
	 scholl	 consumers	 have	 benefited	 from	 the	 launch	 of	 our	
new	 brand	 and	 ecommerce	 site	 in	 the	 uk	 wwwschollcouk	
which	 has	 seen	a	 successful	 first	 year	 of	 directtoconsumer	
sales	 and	 is	 now	 being	implemented	 across	 our	 global	 scholl	
markets	 with	 the	 most	 recent	 launch	 in	sweden	 wwwschollse	
o per ations
s uppl y  c ha in   concentrating	 the	 production	 of	 our	 durex	 brand	 in	 china	 india	
and	 thailand	 has	provided	 the	 benefit	 of	 lower	 cost	 production	
while	 maintaining	 the	 high	 levels	 of	 quality	 our	 consumers	 have	
come	 to	 expect	 from	 the	 brand
	 our 	 facility	 in	 qingdao	 china	 formally	 opened	 in	 july	
2009	 is	 the	 world’s	 largest	 condom	 factory	 currently		
employing	 560	 people	 in	 november	 2009	 the	 site	 gained	 the	
relevant	 export	 permits	 and	 began	 shipping	 products	 to	 our	
markets	 around	 the	 world	 our	 plan	 is	 to	 continue	 to	 grow	 the	
capacity	 of	 this	 site	 so	 that	 by	 2012	 it	 is	 producing	 nearly	 one	
billion	 condoms	 annually
	 our 	 thai	 factory	 in	 bangpakong	 has	 also	 seen	a		
30	per	 cent	 capacity	 increase	 thanks	 to	 new	 lines	 and		
demand	 from	 the	 worldwide	 commercial	 operation
	 we 	 have	 four	 factories	 in	 india	 that	 we	 operate	 with		
our	 partner	 ttk	 this	 year	 we	 have	 invested	 in	 the	 facility		
at	 irungattukottai	 installing	equipment	 to	 develop	 scholl	
biomechanics	 inhouse	 for	 the	 first	 time	 india	 has	 also	 seen	
significant	investment	 in	 technologies	 to	 increase	 our	 capacity	
for	 synthetic	 condoms	 such	 as	 the	 new	 durex	 feeling	 range	
over	 the	 next	 year	 investment	 will	 continue	 across	 the		
indian	 sites
	 with 	 our	 acquisition	 in	 russia	 we	 have	 also	 brought	 on	
board	 new	 facilities	 such	 as	a	 packing	 plant	 at	 serpukhov	 near	
moscow	 we	 are	 now	 trialling	a	 new	 strategy	 based	 at	 this	 site	
where	 foiled	 condoms	 are	 shipped	 from	 asia	 and	 packed	 in	
boxes	 on	 arrival	 at	 this	 site	 this	 allows	 more	 flexibility	 for	 local	
markets	 and	 also	 saves	 on	 shipping	 costs	 we	 will	 assess	 this	
pilot	 over	 the	 coming	 months	 and	 if	 successful	 may	 extend		
it	 further
high leve ls 
f u lity u 
c nsume s 
ex ect 2021	 busin ess 	re vi ew	 continued
business   review   annu al  r eport  a nd   accounts   2010
	 	together	 with	 blbv’s	 existing	 shareholders	 and	
management	 we	 have	made	 excellent	progress	 in	 bringing		
our	businesses	together	 the	 underlying	 performance	 of	 the	
business	 since	 our	 partnership	 began	 has	 exceeded	 our	
expectations	 we	 believe	 that	 russia	 will	 soon	 become	 our		
single	 biggest	 market
innov ative  a ppro aches
at	 ssl	 innovation	 is	 at	 the	 core	 of	 everything	 we	 do	 it’s	 more	
than	 just	 developing	 new	 products	 it’s	a	 way	 of	 approaching		
our	 business	 and	 our	 individual	 roles	 and	 is	a	 key	 part	 of		
our	 growth	 strategy	
	 this 	 year	 we	 have	made	 some	 structural	 changes	 that	
provide	a	 strong	 backbone	 for	 focused	delivery	 of	 innovations	
our	 product	 delivery	 team	 is	 structured	 to	deliver	 to	 our	 markets	
high	 quality	 bestinclass	 new	 products	 in	 line	 with	 our	 brand	
strategies	 and	 to	 agreed	 timelines	 this	 team	 encompasses	 the	
entire	 new	 product	 pipeline	 from	 new	 product	development	
both	 inhouse	 and	 via	 partnerships	 to	 proactive	 regulatory		
and	 quality	 teams	 we	 also	 have	 senior	 specialists	 who	 assess	
technologies	 with	 an	 eye	 for	 genuine	 breakthrough	 innovation	
working	together	 the	 product	 delivery	 team	 are	 ensuring	 the	
markets	 receive	a	 regular	 drumbeat	 of	 new	 and	 improved	
products	 which	 are	 based	 on	 consumer	 insight	 and	 need		
they	 categorise	 innovations	under	 three	 headings	–	 tactical	
opportunities	 to	 exploit	 in	 the	 short	 term	 strategic	 brand	 build	
activities	 and	 breakthrough	 groundbreaking	 expansion	
projects	 with	a	 pipeline	 of	 activities	 across	 these	 areas	 we	 are	
confident	 we	 will	 continue	 to	deliver	 to	 market	 highquality	
exciting	 new	 products
	 we 	 have	 also	 launched	 our	 condom	 technical	 forum	—		
a	 coming	together	 of	 innovation	 and	 manufacturing	 teams	 to	
look	 at	 best	 practice	 and	 future	 methods	 of	 production	 already	
this	 group	 has	identified	 improvements	 to	 compounding	
dipping	 and	 testing	 procedures
	 the 	websites	provide	a	 single	 destination	 for	 the	 scholl	
consumer	 to	 access	 expert	 knowledge	 across	 the	 category		
as	 well	 as	 our	 footcare	 and	 footwear	 products	 the	 sites	
encourage	 both	 direct	 purchase	 and	 drive	 instore	 activity		
and	 are	 promoted	 with	 dedicated	 online	 marketing	 plans
	 our 	 durex	 consumers	 look	 to	us	 to	provide	 useful	
nonjudgemental	 advice	 on	 their	 sex	 lives	 and	 wellbeing		
our	 new	 website	 ora	 wwwmyoracom	 was	 launched	 to	
address	 this	 opportunity
	 ora 	offers	 discussion	 forums	 expert	 advice	 on	 sex	
matters	 and	 the	 chance	 to	 discuss	 sex	 frankly	 and	 openly	 the	
site	 has	 already	 attracted	 visitors	 from	 115	 countries	 since	 its	
launch	 in	 november	 2009
	 the 	 durex	 team	 are	 also	 engaging	 with	 consumers	 via	 our	
global	 brand	websites	 in	 over	 60	 markets	 plus	 on	 social	 media	
networks	 such	 as	 facebook	 skyrock	 and	 hyves	 we	 recently	
launched	 our	 first	 iphone	 application	 spice	 dice	 with	 plans	 for	
more	 apps	 in	 the	 year	 ahead	
	 we 	 are	 actively	 listening	 to	 the	 online	 conversation	 and	
‘buzz’	 around	 our	 brands	 and	 categories	 which	provides	 useful	
feedback	 and	 insights	 we	 will	 continue	 optimising	 the	 consumer	
journey	 across	 the	 digital	 landscape	 and	provide	a	 variety	 of	
opportunities	 for	 consumers	 to	 engage	 with	 our	 brands	 in	 their	
digital	 world
intern ation al  e xpansion
ssl’s	 global	 expansion	 strategy	 is	 core	 to	 its	 success	 with	 85	per	
cent	 of	 sales	 now	 coming	 from	 outside	 our	 ‘home’	 market	 of	 the	
uk	 we	 have	 seen	 benefits	 in	 particular	 from	 our	 new	businesses	
in	 russia	 and	 ukraine
	 in 	 2008	 we	 announced	 our	 plans	 to	 acquire	 blbv	 the	
company	 that	 distributed	 the	 contex	 condom	 brand	 in	 russia	
as	 well	 as	 the	 company	 that	 distributes	 contex	 in	 ukraine	 until	
this	 point	 our	presence	 in	 these	 markets	 was	 limited	 and	 the	
synergies	 we	identified	made	 them	 an	 obvious	 choice	 for	us
	 this 	 acquisition	 has	 been	 phased	 to	 ensure	a	 smooth	
transition	 allowing	us	 to	 strengthen	 our	 control	 of	 blbv	 in	a	
staged	 and	 balanced	 manner	
 he l t hy new 
uct i e line i nn ova ti on this	 year	 we	 have	 continued	 to	 invest	
in	 the	 processes	 training	 and	 facilities	
that	 will	 support	 innovation	 at	 ssl	 we	
believe	 innovation	 is	 the	 cornerstone	
of	 our	 growth	 both	 in	 terms	 of	 new	
product	 development	 and	 our	 overall	
approach	 to	 business	 investments	 in	
research	 and	 development	 and	 key	
partnerships	 backed	 by	 the	 work	 of	
our	 new	 product	 delivery	 team	 have	
already	 contributed	 to	 this	 year’s	
business	 performance	
nnnn o ovv o ov o o a a vv a vv titi a ati a a o onn this this year year we we have have continued continued to to invest invest
in in the the processes processes training training and and facilities facilities
that that will will support support innovation innovation at at ssl ssl we we
believe believe innovation innovation is is the the cornerstone cornerstone
of of our our growth growth both both in in terms terms of of new new
product product development development and and our our overall overall
approach approach to to business business investments investments in in
research research and and development development and and key key
partnerships partnerships backed backed by by the the work work of of
our our new new product product delivery delivery team team have have
already already contributed contributed to to this this year’s year’s
business business performance performance
ii nnnn
business business
nnnn o o ii nnnn
4 2223	 corporate 	 responsibility
business review  annu al r eport and accounts 2010
connecting 
business decisions 
with environment al 
ethical and social 
concerns w e underst and the 
import ance of corpor ate 
responsibility both to 
our business and to our 
consumers w e work 
hard to ensure th at we 
demonstr ate good pr actice 
in the m arketpl ace the 
workpl ace the community 
and the environment
ou r	 framew ork ssl ’s products are designed to help people to enjoy more 
healthy and fulfilling lives and we appreciate the importance 
of connecting our business decisions to environmental 
ethical and social concerns in order to ensure this our 
framework to maximise and enhance our commitment to 
corporate responsibility has four key elements
in the m arketpl ace 
covering the whole supply chain from raw material  
selection thirdparty supplier assessments and  
inhouse manufacture to product delivery and  
effective communication with consumers
in the workpl ace 
reflecting the core areas of our global human resources 
strategy – resourcing reward communication and 
development – and health and safety for all employees
in the community 
supporting work carried out by ssl in global national  
and local communities it includes the durex network 
relationships with national health authorities and ssl ’s 
responsibilities to shareholders
in the environment 
committing ssl to continual improvement in its practices 
in environmental care environmental performance and 
sustainability
ssl continues to  
be a member of the 
ftse4good index in the m arketpl ace
g lob al freight development progr amme
ssl ’s global freight development programme was launched  
in 2007 in response to the increasing spend on freight and  
the need for greater visibility of transit stocks
 one area of focus has been the optimisation of 
logistics from our internal supply points in asia pacific which 
account for 80 per cent of total volume this has delivered a 
33 per cent increase in the volume shipped in 40foot 
containers over the year with a 10 per cent increase in fill rate 
these sustainable improvements represent a reduction in 
excess of 500 containers per year which provides 
environmental as well as financial benefits
t hird p arty suppl y audits
we perform quality audits on third party suppliers across  
our product range as part of ssl ’s duty of care to the 
consumer and to ensure business continuity more than  
50 manufacturers supply ssl with products and audits are 
designed to assess their ability to consistently manufacture 
products while meeting quality safety efficacy and regulatory 
requirements
 in 2009 ssl recruited an auditor in china to review our 
locallybased third parties which has resulted in significant 
savings we have also worked in partnership with two potential 
suppliers to help them achieve the iso 90012008 quality 
management standard
business continuity review
we have undertaken a toplevel review of business continuity 
arrangements in our key factories and commercial offices 
whilst appropriate levels of insurance will continue to provide 
baseline protection a comprehensive exercise undertaken  
at the venus building ssl ’s largest office has shown that a 
significant additional amount of business continuity risk can 
be mitigated for a comparatively modest expenditure of 
money and effort the venus project was enhanced by 
simulating an actual disaster scenario rather than the more 
conventional route of publishing an agreed procedure this 
successful approach is now being deployed in other key 
business locations
in the workpl ace
employee o pinion s urvey
our employee opinion survey which is now run annually 
provides staff with a formal opportunity to communicate  
their views about ssl and the way the business is run 
 we distributed online and paper versions of the  
survey in november 2009 and it was completed by more than 
2700 ssl employees the results revealed that 81 per cent  
of respondents are satisfied with ssl ’s global leadership and 
direction compared with a norm of 63 per cent for other 
companies while 85 per cent of those surveyed said they  
feel proud to work for the company some 79 per cent of  
ssl staff are satisfied with their job while 86 per cent said  
they understand how the work they do contributes to the  
goals of their business unit
 all participating business units received detailed 
reports covering their results and local action plans were 
developed to address the areas that the survey highlighted  
as needing improvement our next survey will be carried out  
at the end of this calendar year
em ployee	 opinion	 su rv ey
o ur 2009 employee opinion 
survey found that 85 per cent  
of staff responding are proud  
to work for ssl  and 86 per cent 
understand how the work they  
do contributes to the goals of 
their business unit  2425	 corporate 	 responsibility
business review  annu al r eport and accounts 2010
employee policies
ssl provides a safe positive and supportive environment for 
employees around the world ssl is committed to valuing 
diversity and promoting equality ssl will take steps to ensure 
that opportunities for employment career progression 
promotion training and development and the support 
systems that contribute to employee satisfaction are equally 
accessible to all no employee or potential employee whether 
fulltime parttime or temporary will therefore receive less 
favourable treatment due to their race colour sexual 
orientation nationality ethnic origin national origin disability 
age religion gender marital status or trade union 
membership
 ssl is committed to equality of opportunity in all  
its employment practices policies and procedures any 
employee who becomes disabled will be given the fullest 
support to maintain or return to a role appropriate to their 
experience and abilities within the company
 we have a range of local regional and global 
communications tools and forums to inform and involve  
staff in the broader business this includes our employee 
magazine be inspired which is published in nine languages 
three times a year many sites also have employee forums 
team briefings conferences and intranets that not only keep 
staff abreast of company news and results but also invite 
their views and encourage twoway communication on 
matters that may concern them 
 the ssl open door policy encourages employees to 
report any instances of unsafe or unhealthy working practices 
dishonesty or malpractice – in complete confidence open 
door is promoted through leaflets and posters at all ssl sites
 the group operates a number of employee share 
schemes including the performance share plan a longterm 
incentive plan for senior executives all eligible uk employees 
will be invited to participate in the uk savings related share 
option scheme an all employee share scheme shortly the 
scheme was approved by shareholders in july 2009
ssl lea der progr amme
in january 2010 30 ssl staff took part in the ssl leader 
programme at the imd business school in lausanne 
switzerland this weeklong programme is the first in a series 
of initiatives aimed at our talented managers around the globe  
the objective of the programme is to prepare our managers  
to take on greater responsibility and gain an understanding  
of how to align leadership skills to the company’s business 
objectives improve strategic thinking and anticipate key issues 
for the business in the future feedback from the programme 
was extremely positive the next group of 30 managers will 
attend a programme in november
in the environment
ssl takes its responsibility towards the environment  
very seriously and this is reflected in both our fiveyear 
environmental plan which was launched in 2008 and our 
annual environment report which assesses how we are 
performing in this area there have been a number of 
achievements in this field in the last year
w orld environment day
to recognise world environment day ssl invited local tertiary 
students to develop global employee engagement activities 
including a green pledge campaign and environmental 
marketing materials our sites across the globe also contributed 
from rubbish clearing in canada to tree planting in india
community
initiative
ssl continues to partner 
with ‘dance4life’ to raise 
awareness of the safer sex 
message dance4life uses 
the power of dance and 
music to inspire educate 
and mobilise young people 
to take action against hiv 
and aids’ environment al highlights
in october 2009 project lumen was launched at the stakehill 
uk distribution centre to reduce electricity consumption by 
using energy efficient lighting an 83 per cent saving in 
electricity was achieved when low energy lighting was fitted 
with sensors so the lights were activated only when needed 
and the site’s current yearonyear electricity consumption is 
now down by 312 per cent
 in march 2010 maintal in germany became ssl ’s first 
office location to be awarded the iso 14001 environmental 
management standard the standard enables firms to control 
the environmental impact of their activities products and 
services and we expect more office locations to be awarded 
iso 14001 in the coming year
 a real effort has been made to reduce the packaging 
required in the scholl biomechanics range the gel bunion 
and metatarsal protection sleeves for example were 
previously packaged in boxes that had a volume of 250cm
3
 
and a weight of 1444gm the packaging has been redesigned 
and these products now come in a carton that has a volume  
of 126cm
3
 and weighs 902gm – savings of 504 per cent and 
624 per cent respectively
 for more details about our environmental activities 
please see this year’s environmental report which can be 
accessed at wwwsslinternationalcom
in the community
t he durex n etwork
ssl formed the durex network in 2005 to formalise the work 
durex had been doing for many years to promote the safer sex 
message and raise awareness of hivaids and condom use
 durex’s fourth face of global sex fogs report sex 
and relationships education assessing the gaps for eastern 
european youth was published in june 2009 it focused on 
whether young people in seven eastern european countries 
felt they had received enough sex and relationships education 
and the factors influencing this perception a press 
conference in serbia was successful in achieving broadcast 
and print media coverage with a clear call to action for the 
government to introduce nationwide sex education in schools 
the world health organization meanwhile has been 
referencing fogs reports during planning meetings for 
reproductive health indicators in the european union
 in june 2009 peter roach vice president of the durex 
network spoke at the global business coalition on hivaids 
tuberculosis and malaria in washington dc the coalition of 
which ssl is a founding member is dedicated to combating 
these three pandemics through the business sector’s unique 
skills and expertise the conference was a good opportunity to 
make other business representatives aware of the importance 
of social investments in public health and some of the specific 
benefits to the corporate sector 
 the durex network also contributed to a successful 
condom zone at the ninth international congress on aids in 
asia and the pacific which took place in bali indonesia in 
august 2009
tha i sex educ ation te acher tr aining
as part of our ongoing commitment to promoting sex 
education in thailand ssl invited hundreds of teachers to 
attend a conference to discuss the future of sex education in 
the country
 more than 400 teachers from across thailand attended 
the ‘durex train the trainers phase t wo’ conference which 
aimed to raise awareness about sexual health and explore new 
approaches to the issue ●
greener	 packaging
o ur strategy in managing 
how products impact on the 
environment is based on 
improving efficiency reducing 
unnecessary material use 
evaluating the environmental 
footprint of packaging and 
reducing the environmental 
effects of products 2627	 financial	re v iew business review  annu al r eport and accounts 2010
c ntinue 
investment in  
u n s ssl ’s results for the year ended 31 march 2010 are set out on 
page 54 total sales were £8025 million compared with £6424 
million last year generating an operating profit of £1260 million 
2009 £895 million
 cash generated from operations in the period was 
£1358 million 2009 £1016 million thanks to the strong 
operating profit performance continued improvements in 
working capital and a reduced level of restructuring expenditure
an al ysis of r esults
the results for the year ended 31 march 2010 are set out below 
to aid comparability prior year results down to operating profit 
have been adjusted to constant foreign currency exchange rates 
and exclude the impact of acquisitions in both periods
 the comparative average exchange rates for key 
currencies are detailed in the table below 
  12 months to   12 months to 
  m arch 2010  march 2009
€£  11289  12041
£  15949  17187
sa les
sales for the period were £8025 million after adjusting for 
favourable currency movements and the acquisition of blbv
 1
 
and gainbridge
2
 in both periods underlying sales were £6793 
million up 18 per cent when compared with the same period 
last year 
 branded consumer sales increased 41 per cent to 
£6323 million from £607 1 million last year sales are analysed 
in table 1 
table	1 existing 
 operations
 before
 acquisitions adjusted
3
  underlying  as reported
 31 m ar 2010 31 mar 2009 growth 31 mar 2009
 £m £m  £m
durex 2937	 2802	 48	 2669
scholl footcare 1680	 1606	 46	 1430
scholl footwear 1059	 986	 74	 929
locally owned  
brands 647	 677	 44	 753
t otal branded  
consumer 6323	 6071	 41	 5781
other  470	 605	 223	 643
t otal sales 6793	 6676	 18	 6424
durex
durex sales grew 48 per cent to £2937 million driven by 
strong growth in china poland the germanics
4
 region and 
the middle east
 sales of durex condoms increased by 41 per cent to 
£2444 million with robust performance across all categories 
china continues to be a key driver of this growth coupled with 
solid performances in eastern europe switzerland and the 
middle east
 the durex play range which includes personal lubricants 
and vibrators continued its excellent growth sales increased  
84 per cent to £493 million with spain delivering in excess of  
50 per cent growth despite a difficult economic environment 
benelux and eastern europe both made positive contributions 
to the growth
 the continued success of the play range demonstrates 
consumers’ desire for and acceptance of products designed  
to improve and enhance sexual experiences durex play is well 
positioned to fulfil these needs with innovative product offerings 
and well developed distribution capabilities
scholl footcare
sales of scholl footcare were £1680 million an increase of 
46 per cent over the prior year japan france and germany 
all performed well contributing to the overall growth in the 
category the positive performance from these markets was 
adversely impacted by pharmacy destocking in italy together 
with a difficult trading environment in the uk 
 our cracked heel repair cream active repair k has 
now sold almost £20 million since its launch in 2008 and is 
regularly recommended by doctors and footcare professionals 
around the world our latest innovation is a hard skin range 
including a cream with a unique formulation of salicylic and lactic 
acids to soften and remove calluses
scholl footwear
scholl footwear sales increased by 7 4 per cent to £1059 million 
driven by good performances in france italy and germany 
 europe as we have seen historically accounts for the 
majority of our footwear business however during the year we 
have delivered promising results in asia pacific largely driven by 
thailand and australia
1  beleggingmaatschappij lemore bv blbv is a holding company for operating 
companies primarily engaged in the packaging and distribution of condoms and 
medical products across the commonwealth of independent states  ‘cis’ with  
the exception of ukraine
2	 	 gainbridge	 investments	 limited	 is	a	 holding	 company	 for	 operating	 companies	 primarily	
engaged	 in	 the	 packaging	 and	 distribution	 of	 condoms	 and	 medical	 products	 in	 ukraine
3	 	 prior	 period	 figures	 translated	 at	 current	 period	 average	 exchange	 rates	 and	 excluding	 the	
impact	 of	 blbv	 and	 gainbridge	 in	 both	 periods
4	 	 germany 	 austria	 and	 switzerland 2829	 financial	re v iew	 continued
business review  annu al r eport and accounts 2010
locall y owned brands
sales of locally owned brands were down 44 per cent or £30 
million to £647 million as with footcare destocking in italian 
pharmacies coupled with the difficult uk trading environment 
has adversely impacted the performance of this category 
successful launches of our innovative head lice treatment full  
marks in new territories such as germany where it has been 
launched as klaus have tempered some of the decline
other sales
other sales which include sales from distribution of third party 
products unbranded condoms and contract manufacture 
sales have decreased by 223 per cent or £135 million to 
£470 million 
g ross margin bra nd contribution  
f ixed c osts and o per ating profit
table 2 analyses the major components of the income 
statement of the business before acquisitions prior period 
results are translated at current period foreign currency 
exchange rates and the impact of the acquisitions are  
eliminated in both periods 
table	2 pre 
 acquisitions adjusted
1
  adjusted  as reported
 31 m ar 2010 31 mar 2009 growth 31 mar 2009
 £m £m  £m
sales 6793	 6676	 18	 6424
gross profit 4234	 4057	 44	 3891
gross margin  623 608  606
advertising   
promotion 1051	 1037	 14	 990
ap  155 155  15 4
variable selling  
expenses 426	 431	 12	 411
brand  
contribution	 2757	 2589	 65	 2490
brand contribution  
margin  406 388  388
operating costs 1790	 1673	 70	 1595
o perating profit 967	 916	 56	 895
operating margin  142 137  139
1  prior period figures translated at current period average rates and excluding the 
impact of acquisitions
 gross profit increased to £4234 million 2009 £4057 
million representing a gross margin of 623 per cent compared 
with 608 per cent in the prior year this improvement in gross 
margin demonstrates the continuing benefits being derived 
from the restructuring of our supply chain and the beneficial mix 
effect of good growth in the higher margin branded consumer 
business and the reduction in noncore lowermargin other sales
 brand contribution increased by £168 million to 
£2757 million an increase of 65 per cent brand contribution 
represents 406 per cent of sales an improvement of 18 per 
cent on the prior period as the strengthening gross margin has 
dropped straight to the brand contribution line we have 
continued to invest in our brands with advertising and promotion 
expenditure as a percentage of sales maintained at 155 per cent 
we believe that this continued investment will position our 
brands to benefit from any improvement in consumer 
confidence and expenditure
 operating costs increased by £117 million or 7 0 per cent 
to £1790 million operating costs as a percentage of sales 
increased from 251 per cent to 263 per cent £55 million  
of the absolute increase in operating costs is due to further 
incremental investment in our sales and marketing infrastructure 
and in innovation in the period administration costs increased 
by £62 million of which broadly half was represented by 
increased amortisation net oneoff costs and incremental 
costs relating to the integration of the new businesses
 operating profit increased by £51 million or 56 per cent 
to £967 million representing a 142 per cent operating margin 
2009 137 per cent
russi a and ukr aine
on 1 june 2009 ssl announced that it had completed the 
acquisition of an additional 351 per cent of the shares in blbv 
our russian subsidiary to take our shareholding to 506 per cent 
their results have been consolidated from that date on 29 april 
2010 we completed our acquisition of an additional 247 per cent 
stake to take our total shareholding to 753 per cent
 on 1 october 2009 the group completed the 
acquisition of 100 per cent of gainbridge investments limited 
our ukrainian subsidiary their results have been consolidated 
from that date  table 3 analyses the results of the russian and ukrainian 
businesses in this period
table	3  r ussia u kraine acquisitions 
  10 months to 6 months to p eriod to
  31 m ar 2010 31 m ar 2010 31 m ar 2010
  £m £m £m
contex and durex   496	 48	 544
locally owned brands  120	 08	 128
scholl footcare  13	 —	 13
branded c onsumer  629	 56	 685
other including medical gloves 530	 17	 547
t otal sales  1159	 73	 1232
gross profit  712	 48	 760
gross profit margin   61 4 658 617
advertising  promotion  54	 09	 63
variable selling expenses  13	 03	 16
brand contribution  645	 36	 681
brand contribution margin   557 493 553
operating costs  357	 31	 388
o perating profit  288	 05	 293
operating profit margin   248 68 238
the acquired businesses operate in two channels consumer 
and medical branded consumer sales consist of condoms  
and lubricants mainly under the contex and durex brands 
pregnancy testing kits under the evitest brand and plasters using 
the silkoplast brand scholl footcare currently has a minimal 
presence in russia
 other sales consist of third party distributor brand  
sales such as medical gloves and surgical masks
 the gross margin at 617 per cent is broadly in line with 
the group’s average below that however the percentages of 
spend on advertising and promotion and on fixed operating 
costs differ significantly from the rest of the group as their 
operating models are based more around trade relationships 
and effective use of their distribution networks targeted 
advertising and a fuller utilisation of distribution capabilities 
should generate excellent returns over coming periods
interest ta xation  m inority interests
net financing costs for the period are £107 million compared 
with £130 million in 2009 
 net underlying interest costs decreased by £21 million 
or 256 per cent to £61 million 2009 £82 million as a result of 
lower average borrowings during the period the ias 19 pension 
interest charge for the period was £40 million 2009 £33 
million the remaining charge of £06 million 2009 £15 million 
primarily relates to changes in the fair value of financial 
instruments under ias 39
 the tax charge for the period was £300 million 2009 
£210 million the effective tax rate is 261 per cent 2009 27 5 
per cent principally due to the higher weighting of profits 
generated in lower tax jurisdictions
 the minority interests’ share of profit for the period is 
£139 million 2009 £10 million the increase is primarily due  
to the consolidation of blbv from 1 june 2009 when the 
shareholding increased to 506 per cent
earnings  dividends
earnings per share increased by 200 per cent to 336 pence 
2009 280 pence 
 the directors recommend an increased final dividend up 
25 per cent to 80 pence per ordinary share 2009 64 pence 
which subject to shareholder approval at the annual general 
meeting ‘agm’ on 22 july 2010 will be paid on 2 september 
2010 to shareholders on the register on 6 august 2010 this will 
make a total dividend of 111 pence per ordinary share 2009 90 
pence shareholders are able to take the dividend as cash or in 
shares through the dividend reinvestment plan ‘drip’ 
shareholders who wish to elect for the drip for the forthcoming 
final dividend but have not already done so should contact the 
registrar capita registrars by 8 august 2010 3031	 financial	re v iew	 continued
business review  annu al r eport and accounts 2010
ca sh flow and bala nce s heet
cash generated from operations in the period was £1358 million 
2009 £1016 million the increase in cash generated of £342 
million is due largely to the strong operating profit performance 
continued focus on driving improvements in working capital and 
reduction in the level of exceptional cash costs relating to the 
restructuring of our supply chain the group continues to focus 
on improving the underlying cash flow from operations and this 
remains a key metric for our operational management 
throughout the group 
 oneoff restructuring cash costs relating principally  
to the ongoing restructuring of our european supply chain 
amounted to £48 million in the period 2009 £123 million 
 cash outflow on acquisition relates to our investments 
in russia and ukraine this amounted to £803 million in the 
period in addition on 29 april 2010 we increased our 
shareholding in our russian business to 753 per cent for  
usd 2195 million £1440 million
 on 11 may 2010 the group exchanged contracts with 
the owners of rosetex a polish condom brand for the purchase 
of the brand and certain related assets for consideration of 
£39 million annual sales of rosetex condoms are approximately 
£21 million
 the cash outflow on acquisitions of property plant and 
equipment amounting to £101 million relates principally to the 
ongoing investment in our manufacturing facilities – in china 
thailand india and the uk
 the acquisition of intangible assets relates to the 
continued rollout of the sap it platform investment in our 
ecommerce platform and other smaller investments in  
product licences
 interest and tax payments amounted to £336 million 
dividends amounted to £317 million comprising £202 million 
paid to equity holders in ssl international plc plus £115 million 
paid to minority interests
 cash payments to the group’s pension schemes 
amounted to £100 million in the period 2009 £98 million 
in line with our deficit recovery schedule
 the major movements in the group’s balance sheet are 
shown in table 4
table	4	   m ar 2010 mar 2009
   £m £m
property plant and equipment  852	 808
intangible assets   3595	 1397
investments   —	 317
   4447	 2522
inventory receivables and payables  1563	 1398
employee benefits liability   743	 570
net other   670	 272
n et operating assets   4597	 3078
net debt   411	 177
n et assets   4186	 2901
n et debt and b ank f acilities
closing net debt was £411 million compared with £17 7 million at 
31 march 2009
 the group’s main banking facility is a £410 million 
revolving credit facility this facility was arranged in december 
2009 and is committed until june 2013 
 the group’s financial forecasts taking account of 
reasonably possible fluctuations in trading performance and 
known significant committed expenditures show that the  
group should be able to operate within its current facility for  
the foreseeable future
ca pit al structure and tre asury policy
ias 32 ias 39 and ifrs 7
ias 32 ias 39 and ifrs 7 require that certain disclosures relating 
to financial instruments are given in the financial statements in 
order to provide information on the impact of such instruments 
on the group’s risk profile how this may affect the group’s 
performance and financial position and how those risks are 
managed the impact of those financial instruments is 
considered in notes 23 and 24 f oreign exch ange risk objective
the nature of the group’s trading activities generates 
transactional foreign exchange rate risks these arise from the 
sourcing of raw materials from different countries the location 
of the group’s production facilities throughout the world and the 
sale and distribution of finished goods in many countries the 
objective of the group’s foreign exchange policy is to minimise 
the trade exposure to foreign exchange rate fluctuations for the 
overseas entities and manage the risk from the centre this 
requires that all tradingrelated exposures should be centralised 
in accordance with prescribed procedures and timetables under 
the direction of the group treasury function which hedges the 
major exposures using forward contracts and options usually for 
a period of between six and 12 months
interest r ate exposure objective
the interest rate risk management policy aims to reduce the 
impact of interest rate fluctuations on the group’s net interest 
expense to acceptable levels this is achieved through balancing 
the ratio of fixed or hedged debt to those financial liabilities with 
floating interest rates board approved instruments available to 
hedge this exposure include interest rate swaps interest rate 
options and forward rate agreements details of the interest rate 
profile are given in note 16
l iquidity risk
the primary objective of the group treasury policy is to  
ensure that at all times the group is able to meet its financial 
commitments as they fall due to facilitate this the group 
treasury function is responsible for the management of cash 
and liquid resources for the whole group and ensures that the 
group has sufficient liquidity to meet any reasonable change  
in funding requirements the group’s liquidity being defined as 
the aggregate of the group’s cash liquid resources and central 
undrawn committed facilities as at 31 march 2010 amounted  
to £3756 million 2009 £2305 million
g oing c oncern
the group’s business activities together with the factors likely  
to affect its future development performance and position the 
financial position of the group its cash flows liquidity position 
and borrowing facilities are described in the business review 
section of the annual report and accounts in addition notes 
20 23 and 24 to the financial statements include the group’s 
objectives policies and processes for managing its capital its 
financial risk management objectives details of its financial 
instruments and hedging activities and its exposure to credit  
risk and liquidity risk
 the group has delivered strong growth in the year to 
march 2010 and notwithstanding the ongoing difficult trading 
environment the group’s growth prospects remain strong as a 
consequence the directors believe that the group is well placed 
to manage its business risks successfully despite the uncertain 
economic outlook
 the directors confirm that after making enquiries they 
have a reasonable expectation that the company and the group 
have adequate resources to continue in operational existence 
for the foreseeable future for this reason they continue to adopt 
the going concern basis in preparing the financial statements ●
mark m oran
group finance director
17 may 2010 3233	 risks 	 and	 uncertainties
business review  annu al r eport and accounts 2010
there are risks and uncertainties connected to the group’s 
businesses the factors listed opposite are among those that 
the group thinks could cause the actual results to differ 
materially from expected and historical results
 risk management is an important element of the system 
of internal control this system is designed to manage rather 
than eliminate the risk of failure to achieve business objectives 
and can only provide reasonable and not absolute assurance 
against material loss 
 the risk management process involves making all 
managers within the group responsible for risk management 
and for ensuring that a full assessment of risks both financial 
and  nonfinancial has been completed this is achieved by a 
bottomup and topdown review of risks throughout the group 
from which a group risk matrix the ‘matrix’ has been developed 
this process has embedded risk management within the 
operational and executive management throughout the group 
 the matrix is reviewed twice a year overall responsibility 
for the risk management process lies with the executive 
committee which consists of the executive directors and  
certain other senior executives an overview of the process  
is presented above
 the latest review of risks was undertaken in the light of 
the current economic outlook the matrix includes an assessment 
of the impact of the continuing economic difficulties on risks 
identified by the group
bo ard of directors
audit committee business assura nce
executive committee
division al m anagement te am
oper ating unit
group risk m atrix owned  
by the executive committee
extern al audit
division risk register m anaged  
by division al m anagement
u nit risk register m anaged 
by u nit ma nagement risk descrip tion mitigating	 action	
and	 management
 commerci al risks   unforeseen competitor activity
  increased margin pressure from large  
retail groups
  geographic expansion into emerging 
markets
  effects on financial performance of 
economic downturn in a major market
  continuous market surveillance to gather 
information on competitor activity
  npd process focused on delivering  
‘value added’ products to customers
  groupwide management of key accounts
  robust financial and risk analysis of 
geographic expansion including the use 
of external advisers
  strong management reporting structures 
to ensure that emerging risks are 
identified quickly
  continuous effort to spread revenue 
generation across global operations
 failure to acquire or integr ate 
new businesses
the group does not meet growth 
expectations
  strong inhouse corporate development 
team using external advisers as appropriate
  postacquisition management integration 
teams established at an early stage in the 
process
 failure to comply with 
regul atory m atters including 
environmenta l and hea lth and 
sa fety m atters
  major product liability claims
  inability to supply products resulting from 
failure to comply with regulatory demands 
leading to financial loss and damaged brand 
reputation
  impact on reputation resulting from negative 
environmental or health and safety reports
  product liability insurance
  strong technical and quality assurance 
team ensuring that all products comply 
with all necessary regulations
  key principle within the group to use 
regulation as a competitive advantage
  dedicated team conducting environmental 
and hs audits in operating facilities
 write down of assets due to 
nonrecover ability
adverse financial impact on the income 
statement
  continuous focus on working capital 
measures
  processes to target overdue debt set 
creditor terms and improve inventory 
management
  sap gives greater visibility of assets held 
by the group
 failure of n ew product 
development ‘ npd ’
failure in npd pipeline resulting in loss of sales 
and profits
  restructuring of inhouse functions to 
create a new product delivery team
  defined methodology for controlling 
npd projects
  steering committee chaired by the 
chief executive to monitor npd activities 
 d isruption to the group  
s upply ch ain
failure eg at a factory by a third party supplier 
or a failure at a warehouse
  dual sourcing and ability to switch production
  increase in condom production capacity
  followup on recommendations from 
business interruption reviews
  development and continuous review 
of business continuity plans
 it system f ailure   failure of it system to support key business 
processesfunctions resulting in loss of sales 
and profits
  continuous testing of backup procedures 
and disaster recovery plans
  group it provides system support in 
key markets 3435	 bo ard	 of 	direct o rs	
govern ance  annu al r eport and accounts 2010
7 8
4 6
1
5
2
3 nonex ecutiv e	c h airman
1
g er ald c or bett 
chairman
chairman since august 2005 gerald is also chairman of 
britvic plc moneysupermaketcom group plc the royal national 
institute of the deaf and a nonexecutive director of the numis 
corporation plc previous executive positions include chief 
executive of railtrack plc and group finance director of both 
grand metropolitan plc and redland plc whilst past non
executive directorships include chairman of woolworths group 
plc and nonexecutive director of mepc plc burmah castrol plc 
and greencore group plc
ex ecutiv e	direct o rs
2
ga rry wa tts 
chief executi ve
appointed as chief executive on 1 april 2004 after joining as 
group finance director in february 2001 prior to ssl he was 
an executive director of celltech group plc finance director 
of medeva plc and a partner at kpmg garry is a nonexecutive 
director of stagecoach group plc and previously held similar 
positions at medicines and healthcare products regulatory 
agency and protherics plc
3
ma rk m or an 
group finance director
appointed as group finance director in june 2004 he was 
previously finance director of porvair plc and a nonexecutive 
director and chairman of the audit committee of brixton plc
4
ian ad amson 
group commercial director
appointed as executive director in april 2004 ian became 
group commercial director on 1 april 2010 in his new role  
ian is responsible for overseeing the worldwide commercial 
operations of ssl he joined seton healthcare in 1991 as director 
of marketing and has subsequently held a number of senior sales 
marketing and general management positions within the group 
he previously held sales and marketing positions at johnson 
and johnson and w l gore  associates
nonex ecutiv e	direct o rs
5
peter read 
senior independent nonexecuti ve director
appointed in march 2002 peter is chairman of the nomination 
and remuneration committees previously peter was a senior 
executive of hoechst and president of abpi a nonexecutive 
director of v ernalis plc celltech group plc a member of the 
board of the south east of england development agency and 
an independent director of innogenetics nv 
6
r ich ard ad am 
nonexecuti ve director
appointed as a nonexecutive director and chairman of the 
audit committee in november 2003 richard is currently group 
finance director of carillion plc prior to this he was group 
finance director of associated british ports holdings plc 
richard is a fellow of the institute of chartered accountants 
of england and wales
7
peter johnson  
nonexecuti ve director
appointed to the board in october 2008 peter is currently 
chairman of d s smith plc and a member of the supervisory 
board of wienerberger ag he was previously the chief executive 
of george wimpey plc and prior to that chief executive of 
the rugby group plc
comp any 	secretar y 8
ma ri a buxton s mith
appointed company secretary in january 2008 after joining the 
company as assistant secretary in 2002 maria has previously 
held company secretarial positions with whitbread plc and 
heron corporation plc 3637	 e x ecutive	co mmittee
govern ance  annu al r eport and accounts 2010
1
peter w hitehurst
product deliver y  it director
peter joined ssl international in 1999 after qualifying as a chartered 
accountant  with a technology and process background peter’s 
responsibilities were expanded in 2009 and now include leading ssl ’s  
global innovation team including regulatory known as product 
delivery  the aim of product delivery is to deliver high quality new 
products to market in a consistent and timely manner
2
jon gray
director of corporate development 
jon joined london international group in 1991 from tate  lyle plc 
where he was a project engineer he has held a number of international 
commercial roles for ssl including managing director for south east 
asia group marketing director and managing director for asia pacific  
jon returns to the uk in summer 2010 after spending 12 years living and 
working in asia
3
sha un davis
group manufacturing and logistics director 
shaun an accountant joined ssl in 1987 after holding a number of 
senior accounting roles he moved into general management in 1996 and 
ran the marigold industrial business until its disposal in 2003 shaun has 
managed a number of strategic projects including the disposal of the 
medical products business and took up his current position in march 2007 
4
antony ma nnion
group legal and compliance director 
antony joined the group in september 2004 as company secretary and 
group compliance director he qualified as a solicitor with freshfields in 
1986 and has worked as an investment banker with citicorp investment 
bank and standard chartered bank in addition to his compliance role 
antony has responsibility for group acquisitions
5
s heen a ma ck ay
group hr director 
sheena was appointed group hr director in april 2004 she joined 
the company in 1991 as uk hr manager she then held a series of 
international generalist hr roles as well as leading the hr stream 
of various projects including business restructuring disposals and 
acquisitions previously she worked in hr for gec plc both at its 
corporate hq and marconi subsidiary
6
volker s ydow
group marketing director
v olker joined ssl international plc in 2005 after previous experience 
with reckitt henkel and müller dairy he is a trained marketeer who ran 
ssl ’s central and northern european business prior to his current role 
which oversees all group marketing activities
7	
rob erto v enezi ani
global head of footwear 
appointed global head of footwear in april 2010 roberto is also 
regional director of italygreece  he joined ssl healthcare italia in 
april 2004 before this he held the position of president at filodoro 
the hosiery division of sara lee and prior to that he held roles in 
unilever italy and spain and warner lambert in marketing sales 
and production
1
4
2
3
6
5
7 cor po rate	g ov ernance
t he bo ard
there is a written schedule of matters reserved to the board  
this schedule includes
  approval  development of the group’s longterm objectives and 
commercial strategy
  approval of annual operating and capital expenditure budgets and  
any material changes to them
  review of performance in the light of the group’s strategy objectives 
business plans and budgets and ensuring that any necessary 
corrective action is taken
  approval of major capital projects including acquisitions
  approval of contracts which are material strategically or by reason  
of size and
  monitoring the system of internal control and corporate governance
to ensure proper consideration at the appropriate time the board  
has a schedule of matters for each meeting these matters include
  reports from the chief executive and finance director
  health and safety
  presentations from the heads of the business units
  investor relations 
  regulatory reviews and
  business development including acquisitions
the board also receives regular updates on relevant legal and 
environmental matters
 the schedule below sets out the number of scheduled board 
and committee meetings held during the year and the attendance by 
directors at those meetings
 s cheduled audit n omination r emuneration 
 board c ommittee c ommittee c ommittee 
 meetings meetings meetings meetings
r  adam 7	 3	 6	 4
i adamson 7	 	 	
g  c orbett 7	 	 6	 4
p johnson	 7 3 6 4
m  m oran 7	 	 	
p r ead 7	 3	 6	 4
g  w atts 7	 	 6	
 nonexecutive directors
one of the board meetings is devoted solely to strategy if a director  
is unable to attend a meeting they receive the relevant papers and  
are invited to comment in advance of the meeting 
 during the year under review the board continued to be led  
by the chairman gerald corbett garry watts the chief executive is 
primarily responsible for the effective running of the group’s business 
there is a clear written schedule on the division of responsibilities 
between the chairman and the chief executive in addition to the 
chairman and chief executive there are three nonexecutive directors 
one of whom peter read is the senior independent director ‘sid’ 
and two executive directors
 details of the chairman’s professional commitments  
are included in his biography the board is satisfied that the other 
commitments of the chairman do not interfere with the performance 
of his duties as chairman the board considers that all of the non
executive directors are independent in character and judgement and 
by reference to section a31 of the code and that controls are in place to 
ensure that no single director has unfettered powers of decision
 the management of operational matters within the group is 
delegated to the executive committee which comprises the executive 
directors and certain other senior executives biographical information 
on the members of the executive committee is shown on page 36 the 
executive committee meets monthly
bo ard ev alu ation
during the year the board reviewed the process for the evaluation of the 
performance of the board its committees and the individual directors 
previous evaluations have been conducted internally and led by the 
chairman whilst the sid conducted the evaluation of the chairman  
the board concluded that this process remained appropriate 
 the chairman held discussions with the individual directors 
the evaluation took into account the views of each of the directors  
on a number of areas including the development of strategy risk 
management the composition of the board and its processes and  
the board committees the sid held discussions with the individual 
directors in relation to the performance of the chairman the results of 
the evaluation were presented to the board at its meeting in april 2010 
no significant areas for development were identified
 the board considers the annual evaluation to be a valuable 
process which has contributed to fostering an environment within the 
board that is challenging but supportive encourages focus on the main 
issues facing the group and further enhances the board’s procedures 
and working practices
dialogue with sh areholders
the company has a comprehensive investor relations programme 
involving existing and potential shareholders within the uk and overseas 
this is led by the chief executive and the finance director who along 
with other senior executives meet with institutional investors on a 
regular basis the chairman senior independent director and other 
nonexecutive directors are available to meet with shareholders as 
required the senior independent director attends the annual and 
halfyear results presentations with shareholders and analysts an 
investor relations report which includes details on share price 
movement any significant changes in shareholdings and analysts’ 
reports is presented and considered at each board meeting 
 the board uses the annual general meeting which all  
directors attend to communicate with investors and encourage  
their participation the directors are available to speak informally  
with shareholders after the meeting
introduction
t he board is responsible for delivering value to shareholders 
and other stakeholders by developing strategy and by 
leading the g roup ensuring that the appropriate resources 
processes and controls are in place to execute that strategy 
developing and maintaining high standards of corporate 
governance is integral to the delivery of value 
 t his report explains ssl ’s corporate governance 
arrangements and how the g roup has applied the c ombined 
c ode on c orporate g overnance the ‘c ode’ 3839	 cor po rate	g ov ernance	 continued
govern ance  annu al r eport and accounts 2010
bo ard c ommittees
the board has established three committees each committee 
operates in accordance with formal terms of reference which are 
reviewed annually and can be viewed on the company’s website  
wwwsslinternationalcom the committee chairmen report at the next 
board meeting on the proceedings of the committee which they chair
audit c ommittee
the audit committee comprises the three independent nonexecutive 
directors and is chaired by richard adam mr adam is the finance 
director of carillion plc and therefore has recent and relevant financial 
experience
 the audit committee met on three occasions during the year 
at the end of each meeting the audit committee meets privately with 
the external auditors without management the company secretary 
acts as secretary to the audit committee the activities of the audit 
committee are undertaken in line with an annual work plan
principal activ ities of the committee during the year
financial statements the audit committee reviewed and 
considered with management the annual and halfyear results and 
interim management statements as a part of its review the audit 
committee considered the reports of the external auditor on the annual 
and halfyear results
internal control and risk management the group has in place 
an ongoing process for evaluating the system of internal control and this 
is monitored by the audit committee the group maintains an internal 
audit function and the head of internal audit attends each meeting of 
the audit committee the audit committee reviews the group’s internal 
audit processes and approves the annual internal audit plan the head 
of internal audit also meets in private with and has direct access to the 
audit committee
 the audit committee reviews the group’s risk management 
procedures a significant element of this is the group risk matrix the 
‘matrix’ which was reviewed by the audit committee twice during the year
whistle blowing arrangements the audit committee reviewed 
the group’s whistle blowing arrangements to ensure that employees 
may raise concerns about possible malpractice or wrongdoing by the 
group or any of its employees on a confidential basis the arrangements 
provide for the proportionate and independent investigation of any  
such matters
ex ternal auditors the kpmg audit director attends all audit 
committee meetings the performance of kpmg as the external auditor 
was reviewed during the year and having undertaken this review the 
audit committee recommends their reappointment
 safeguarding the independence of the external auditors is 
paramount and controls are in place to ensure their continued 
independence however there are occasions when services can be 
more efficiently undertaken by the external auditor and at no risk of 
impairment of their independence the audit committee has put in 
place a detailed policy on the provision of services by the external 
auditors which sets out the services that the external auditors are 
allowed to carry out on behalf of the group and those which are 
prohibited to them under this policy external auditors cannot be 
engaged to provide any of the following services
  design or implementation of it systems
  v aluation
  internal audit and
  corporate finance advice recruitment or executive compensation 
advice 
secondment of senior audit staff to the company is also prohibited
 under this policy it has been agreed that due to their 
understanding of the group’s business and therefore ensuring cost 
efficiency the external auditors may be engaged for the following 
nonaudit services for which there is a preagreed limit for fees  
not including v at which do not require prior approval from the  
audit committee
  auditrelated regulatory reporting including halfyearly review 
covenant reporting and other audit certificates £100000 pa
  further assurance including advice on accounting matters non
regulatory reporting on internal controls or corporate governance due 
diligence work and environmental audits £50000 per project and
  tax compliance and tax advisory services £50000 per project
bo ard c ommittees mem bership
audit nomin ation remuner ation
ch airman r ichard adam peter r ead peter r ead
 mem bers

peter johnson
peter read
richard adam
gerald corbett
peter johnson
garry watts
richard adam
gerald corbett
peter johnson
  a ttending by 
	 invit ation
group chairman
chief executive
finance director
group commercial director
external auditor
head of internal audit
financial controller
company secretary
group hr director
company secretary
chief executive
group hr director
company secretary
  the chairman of the audit committee may approve urgent 
engagements not covered by these categories subsequently notifying 
the audit committee at its next meeting 
 the audit committee is satisfied that the level and scope of 
nonaudit services undertaken by the external auditors does not impair 
their independence
 a breakdown of fees paid to the external auditors during the 
year is set out in note 2 on page 65 the audit committee reviewed the 
fees and recommended their approval to the board
n omin ation c ommittee
the nomination committee comprises all the nonexecutive directors 
including the group chairman and the chief executive it is chaired  
by the senior independent director the human resources director 
attends meetings by invitation the company secretary acts as 
secretary the nomination committee met on six occasions during  
the year and its principal activities during the year were
  reviewing the size and composition of the board including the mix  
of skills and experience
  succession planning for the board and senior management
  reviewing and making recommendations to the board in relation to 
directors’ conflicts and
  at the request of the board the nomination committee reviewed  
the process for the evaluation of the board and its committees
r emuner ation c ommittee
the remuneration committee comprises all the nonexecutive 
directors including the group chairman and is chaired by the senior 
independent director the chief executive and human resources 
director attend meetings of the remuneration committee by invitation 
the company secretary acts as secretary the remuneration 
committee reviews the remuneration policy for the executive directors 
and senior executives and met on four occasions during the year
 further details on the work of the remuneration committee are 
included in the directors’ remuneration report on pages 42 to 51
intern al control
the board is responsible for the group’s system of internal control  
and for reviewing its effectiveness and this is monitored by the audit 
committee key elements of this system include
  regular board meetings with a formal schedule of matters reserved 
for board discussion
  clearly defined segregation of duties organisational structures and 
appropriate delegation of authority adherence to which is kept under 
review
  centralised treasury operations operating within defined limits
  group accounting manuals and procedures 
  annual compliance statements from all statutory units within the 
group stating compliance with group accounting manuals and
  an effective internal audit function which reports regularly to the 
audit committee and provides independent scrutiny of internal 
control systems and risk management procedures
 the board has established ongoing procedures for identifying 
evaluating and managing significant risks and these are reviewed 
regularly risk management is embedded within the daytoday activities 
of all executives management of this area is the responsibility of the 
executive committee a significant element of this process is the 
maintenance of a group risk matrix the ‘matrix’ the matrix contains 
both financial and nonfinancial risks identified through regular 
topdown and bottomup reviews more detail on the matrix is given on 
pages 32 to 33
 however such a system is designed to manage rather than 
eliminate the risk of failure to achieve business objectives and can 
provide only reasonable and not absolute assurance against material 
misstatement or loss
 the board believes that the company operates an effective 
ongoing and embedded system of internal control including in  
relation to the financial reporting process and the preparation of the 
consolidated accounts and is confident that it complies with internal 
control guidance for directors on the combined code the ‘turnbull 
report’ this process has been in place for the year under review and up 
to the date of the approval of this report
 further information about the risk management processes is 
given on pages 32 and 33
directors’ conflicts of interests
the company’s articles of association permit the board to consider 
and if it sees fit to authorise potential conflicts of interest and to impose 
limits or conditions as appropriate when giving any authorisation the 
nomination committee is responsible for reviewing annually any conflict 
authorisations granted by the board and will make recommendations  
as to their continuation and any changes to any terms or conditions 
conflicts were authorised by the board in compliance with the formal 
conflict management procedures directors are required to inform the 
chairman and the company secretary of any new potential or actual 
conflict of interest the procedures for ensuring that the board’s powers 
of authorisation of conflicts are operated effectively will be reported 
annually
c ombined c ode compli ance
during the year and up to the date of this report the directors consider 
that the company complied with the code 
g oing concern
after making enquiries the directors believe that the group and the 
company have adequate resources to operate for the foreseeable 
future for this reason they continue to adopt the going concern basis  
in preparing the financial statements further details are included in the 
financial review on page 31 4041	 d irecto rs’	re po rt
govern ance  annu al r eport and accounts 2010
t he directors present their report and financial statements  
for the year ended 31 m arch 2010
princip al activities and business r eview
the principal activities of ssl international plc and its subsidiaries 
collectively ‘the group’ are the manufacture and distribution of 
healthcare products sold into consumer markets worldwide
 a review of the business covering a comprehensive analysis  
of the activities of the business the principal risks and uncertainties  
the main trends and factors likely to affect the future development 
performance and position of the business is included in pages 8 to 33  
all information detailed in those pages is incorporated by reference into 
this report and is deemed to form part of this report
 information about environmental matters the group’s 
employees and social and community issues can be found on pages  
22 to 25
 on 29 april 2010 the company following the approval of its 
shareholders completed the acquisition of additional shares in 
beleggingsmaatschippij bv to increase its stake in that company from 
506 per cent to 753 per cent the consideration for the additional 
shares was usd 2195 million £1440 million on 11 may 2010 the group 
exchanged contracts with the owners of rosetex a polish condom 
brand for the purchase of the brand and certain related assets for a 
consideration of £39 million as at the date of this report there have 
been no other important events affecting the business of the group 
which have occurred since 31 march 2010
c orpor ate govern ance
the corporate governance report on pages 37 to 39 and the directors’ 
remuneration report on pages 42 to 51 are incorporated by reference 
into this report and are deemed to form part of this report
r esults and dividend
the group’s profit before tax was £1153 million an interim dividend of  
31 pence per ordinary share was paid on 4 march 2010 the directors 
recommend a final dividend of 80 pence per ordinary share which 
subject to shareholder approval at the annual general meeting ‘agm’ 
on 22 july 2010 will be paid on 2 september 2010 to shareholders on the 
register on 6 august 2010 this will make a total dividend of 111 pence per 
share 2009 90 pence shareholders are able to take the dividend as 
cash or in shares through the dividend reinvestment plan ‘drip’ 
shareholders who wish to elect for the drip for the forthcoming final 
dividend but have not already done so should contact the registrar 
capita registrars by 8 august 2010
bo ard of directors
the group board section on page 35 gives the biographical details of  
the current directors and the company secretary all of the directors 
served throughout the year 
 subject to law and the company’s articles of association 
‘articles’ the directors may exercise all of the powers of the company 
and may delegate their power and discretion to committees
 the articles give power to the board to appoint directors but 
require directors to submit themselves for election at the first agm 
following their appointment and to retire by rotation every three years 
the articles may be amended by special resolution of the shareholders 
in accordance with the articles richard adam and garry watts will retire 
by rotation at the agm following a recommendation by the nomination 
committee and in line with the results of the board evaluation the 
process for which is described in the corporate governance report  
the board recommends to shareholders that these directors be 
reappointed at the agm 
directors’ and officers’ insur ance and indemnities
during the financial year ended 31 march 2010 and up to the date of this 
report the company maintained liability insurance for its directors and 
officers the company has granted indemnities to each of its directors 
to the extent permitted by law and its articles qualifying thirdparty 
indemnity provisions and qualifying pension scheme indemnity 
provisions were in force during the year and remain in force as at the  
date of this report
directors’ interests in sh ares
details of the interests of directors and their connected persons in the 
ordinary shares of the company including any changes since 31 march 
2010 are detailed in the directors’ remuneration report on pages 42  
to 51
employment policies
the group’s employment policies reflect its commitment to equality 
and diversity in all aspects of employment profit related bonus 
schemes were in operation during the year for certain employees 
further details of policies and initiatives are given in the corporate 
responsibility section on pages 22 to 25
f in anci al risk m anagement
it is the group’s objective to manage its financial risk so as to minimise 
the adverse fluctuations in the financial markets on the group’s 
profitability and cash flow the specific policies for managing each of  
the group’s main financial risk areas are detailed in note 23 to the group 
financial statements on pages 92 to 97
r ese arch and development
innovation is a key growth driver the group continues to carry out 
research and development for new and improved products and to 
create greater manufacturing efficiencies
c reditor p ayment policy
the group does not follow any specific external code or standard on 
payments practice payments to suppliers are made in accordance with 
agreed terms the company itself had no trade creditors at 31 march 
2010 or 31 march 2009
cha rit able and politic al don ations
the group made donations to charitable projects of £01 million  
2009 £02 million no political donations were made in this or the 
previous year
sha re c apit al and control
as at 31 march 2010 the issued share capital of the company comprised 
a single class of shares referred to as ordinary shares of 10 pence each 
the authorised share capital of the company is £40 million comprising 
400 million ordinary shares of 10 pence each all of the company’s 
issued shares are fully paid up and rank equally in all respects details of 
shares issued during the year outstanding options and schemes in place 
are given in notes 19 and 20 to the consolidated financial statements all 
information described in these notes is incorporated by reference into 
this report
 on a show of hands at a general meeting of the company every 
holder of ordinary shares present in person or by proxy and entitled to 
vote shall have one vote and on a poll every holder of ordinary shares 
present in person or by proxy and entitled to vote shall have one vote for 
every ordinary share held  the notice of agm specifies deadlines for exercising voting 
rights and appointing a proxy or proxies to vote in relation to resolutions 
to be put to the agm all proxy votes are counted and the numbers for 
against or withheld in relation to each resolution are announced and 
published on the company’s website after the meeting
 there are no restrictions on the transfer of ordinary shares in 
the company or on the exercise of voting rights attaching to the shares 
other than in relation to certain restrictions that are imposed from  
time to time by laws and regulations for example insider trading laws  
in addition pursuant to the listing rules of the financial services 
authority directors and certain officers and employees of the group 
require the approval of the company to deal in ordinary shares of the 
company
 the directors were authorised at the 2009 agm to purchase 
the company’s own shares within certain limits although no such 
purchases were made during the financial year the directors will seek 
approval to renew this authority at the 2010 agm
 as at 17 may 2010 the company had been notified or is aware  
of the following material interests in accordance with the disclosure  
and transparency rules and the accounts regulations
   n umber of p ercentage of
   ordinary shares issued share
s hareholder   voting rights  capital
blackrock inc   31974268	 1501
fil limitedfmr llc   16214525	 760
tiaacref investment 
management inc   13804877	 648
legal  general group plc   10825902	 508
scottish widows investment 
partnership    9398092	 441
standard life investments 
limited   8669728	 407
mfs investment management   6849726	 322
aegon asset management   6703817	 315
the company is not aware of any agreements between shareholders 
that may result in restrictions on the transfer of securities andor voting 
rights
 there are no agreements between the company and its 
directors or employees providing for compensation for loss of office  
or employment whether through resignation purported redundancy  
or otherwise that occurs because of a takeover bid
 there are agreements which take effect alter or terminate 
upon a change of control of the company following a takeover bid  
the most significant agreement with a change of control clause is the 
bank facility whereby negotiations would be entered into with a view to 
agreeing ongoing terms for the facility if a change of ownership occurs 
whilst change of control clauses are included in other agreements  
none of these are considered significant to the group
 the board of directors is responsible for the management  
of the business of the company and may exercise all the powers of the 
company subject to the provision of the relevant statutes and the 
company’s memorandum and articles the articles contain specific 
provision and restrictions regarding the company’s power to borrow 
money powers relating to the issuing and buying back of shares are also 
included in the articles the authority to issue shares and to disapply 
preemption rights is renewed by the shareholders each year at the agm
key contr actu al arr angements
there are no persons with whom the group or company has contractual 
or other arrangements who are deemed to be essential to the business 
of the group or company
disclosure of inform ation to auditors
the directors who held office at the date of approval of this directors’ 
report confirm that so far as they are each aware there is no relevant 
audit information of which the company’s auditors are unaware and 
each director has taken all steps that they ought to have taken as a 
director to make themselves aware of any relevant audit information 
and to establish that the company’s auditor are aware of that 
information
auditors
kpmg audit plc has expressed its willingness to remain in office  
as auditor at the 2010 agm after proper consideration the audit 
committee is satisfied that kpmg audit plc continues to be objective 
and independent of the group in accordance with section 489 of the 
companies act 2006 a resolution for the reappointment of kpmg 
audit plc as auditors of the company is to be proposed at the 
forthcoming agm
annu al g ener al m eeting ‘a gm’
the agm will be held at the cii insurance hall 20 aldermanbury london 
ec2v 7hy beginning at 1030 am on 22 july 2010 
articles of associ ation
in order to reflect changes to company law in the united kingdom 
following the implementation of the companies act 2006 a resolution 
will be put to shareholders at the agm to adopt new articles of 
association the principal changes to the new articles of association  
are summarised in the notice of the agm
by order of the board
maria buxton s mith
company secretary
17 may 2010 4243	 remuneratio n	re po rt
govern ance  annu al r eport and accounts 2010
t he r emuner ation c ommittee the ‘ c ommittee’
composition of the committee
  peter r ead 
committee chairman and senior independent director
  g erald c orbett 
group chairman
  r ichard adam 
nonex ecutive director
  peter johnson 
nonex ecutive director
  gerald corbett was considered independent by reference to the 
combined code on corporate governance upon his appointment as 
chairman
all members served throughout the year the company secretary acts 
as secretary to the committee
advisers to the c ommittee
the chief executive company secretary and group human resources 
director who are generally invited to attend committee meetings 
provide advice andor services to the committee no executive 
participates in any discussion concerning his or her own remuneration
 the committee receives advice from independent 
consultants during the year the committee received advice from the 
following consultants
c onsultant advice provided to the c ommittee
h ewitt on the structure of the group’s 
n ew bridge s treet  medium and longterm incentive 
arrangements
ernst  young llp  on the operation of the group’s share 
schemes 
ernst  young llp provides advice and services to the company in 
relation to taxation during the year they also provided services in 
relation to working capital reviews and transaction support the 
committee is satisfied that the provision of advice to the committee 
does not result in a conflict of interest 
activities of the c ommittee
the committee which meets at least four times a year has a schedule 
of the principal items to be discussed at each meeting the purpose of 
the schedule is to ensure that all material matters are considered at the 
appropriate time such matters include
  an annual review of remuneration policy and framework
  consideration of executives’ remuneration packages and
  determination of performance measures for the group’s  
incentive schemes
the committee chairman reports to the board on the principal matters 
discussed at the committee meetings copies of committee minutes 
are available to all directors subject to there not being a conflict of 
interest
 the committee’s terms of reference which are reviewed 
annually can be viewed at the company’s website  
wwwsslinternationalcom
dear s hareholder
i am very pleased to submit the directors’ r emuneration 
report for the year ended 31 m arch 2010
 t he r emuneration c ommittee’s the ‘c ommittee’ 
aim is to maintain a remuneration framework which 
incentivises the senior team to outperform against 
challenging targets which are set to drive sustainable 
business performance t he link between the achievement 
of the g roup’s goals and the reward of our talented senior 
management team ‘smt ’ is a continuing key factor in the 
outstanding performance of the g roup t he c ommittee 
reviews this approach annually t he committee believes 
that the policy described in this report contributes 
towards the success of the ssl g roup and does not 
encourage the executives to take undue risks 
 t he smt has delivered exceptional returns to 
shareholders as is shown by the fiveyear tsr chart on 
page 51 o ver this period an initial £100 investment in ssl 
shares would be worth around £290 at 31 march 2010  
t his compares with around £140 if the money had been 
invested in the ftse 350 w e have progressed in the ftse 
and at the time of writing ssl sits within the top 130 uk 
listed companies at the same time the geographical size 
and complexity of the g roup has increased significantly 
which has led to a very material change to the scope and 
complexity of the smt ’s roles
 ssl has significant ambition for further growth in 
the next few years driven by the energy experience and 
drive of the executive team that we now have in place the 
c ommittee wishes to recognise this with motivational 
rewards for achievement of the ambitious targets as well 
as to ensure that as ssl grows our talented team is 
retained and adequately rewarded in a competitive 
environment t herefore the c ommittee has determined 
that there should be a material adjustment to the 
remuneration of the executive directors and certain 
members of the smt details of the increases for executive 
directors are described in this report
 t he c ompany’s major institutional shareholders 
have been consulted regarding changes to remuneration 
peter read
chairman remuneration committee r emuner ation policy
the main objective of the policy is to attract retain and motivate those 
people of the highest calibre who have the skills needed to lead the 
group to achieve its objectives year on year
 the committee is satisfied that the remuneration policy does 
not in any way encourage the smt to take inappropriate business risks in 
particular the committee considers that there is an appropriate balance 
between performance and nonperformance linked elements of pay 
and a complementary blend of different financial performance metrics 
with performance measured over annual and longerterm periods this 
ensures that there is encouragement for sustained and significant 
improvement in overall financial performance
 the principles of the policy are
  providing a truly motivational incentive scheme which drives 
individuals to work to realise the company’s ambition for growth in the 
short and long term
  ensuring that there is an appropriate balance between shortterm and 
longterm targets with a significant proportion of the remuneration 
subject to carefully considered longterm performance conditions
  aligning the interests of executives with those of shareholders
  effectively using the company’s equity for the purposes of reward and 
retention and
  encouraging executives to build and maintain a meaningful 
shareholding in the company
in making the changes to the remuneration levels this year the 
committee considers that it has acted fully in line with the policy and in 
the best interests of shareholders and the company the committee is 
satisfied that the remuneration is no more than could be earned by the 
executive directors if they were to pursue their executive careers 
elsewhere within the industry in which they operate 
 the structure of remuneration for executive directors is 
illustrated in the charts below this shows the proportionate breakdown 
of the package at target and maximum remuneration showing the target 
levels of the annual bonus and performance share plan as a proportion 
of the maximum
proportion of fixed vs performancerelated remuneration 
chief executive
target
maximum
other directors
target
maximum
020406080 100
salary pension annual bonus performance share plan
this shows that a significant proportion of the package comprises 
short and longterm performance linked elements with the proportion 
increasing at the higher level of performance
 base salary salaries are reviewed annually and are 
determined by individual performance and responsibilities and by 
reference to market salary levels obtained from independent sources 
this is the only element of remuneration which is pensionable the base 
salaries of the executive directors were frozen during the year ended  
31 march 2010 and in prior years the level of any increases has tended 
to be relatively modest compared to the increase in scope and 
responsibility of the individuals’ roles 
 for the year commencing 1 april 2010 the base salaries of the 
executive directors have been increased recognising their outstanding 
performance and their increased value in the employment market and 
to reflect the expanded scope of their roles and responsibilities 
accordingly the base salaries of garry watts ian adamson and mark 
moran have increased to £675000 £400000 and £375000 
respectively previously £575000 £315000 and £290000
 pay and conditions in the workforce are taken into account 
when considering the executive directors’ salaries whilst the material 
increases to base salary levels of executive directors have not been 
replicated wholesale throughout the group salary reviews across the 
group are similarly structured to take into account significant increases 
in responsibility and outstanding performance otherwise salary 
increases are in the main generally in line with market norms or if 
greater salary inflation in the countries in which the group operates
 annual bonus this is a cash plan with performance targets 
that are designed to drive growth and complementary behaviours within 
the wider executive population aligned to the sustainable achievement 
of group objectives
 the maximum potential bonus payable is 175 per cent of  
base salary for the chief executive and 150 per cent for the executive 
directors previously 125 per cent and 115 per cent respectively  
no specific targets are set for the executive directors relating to 
environmental social and governance ‘esg’ performance the 
company’s performance in relation to esg matters is robustly 
monitored and the committee would consider any failure in these areas 
when determining any payment of bonus the increase in annual bonus 
potential is appropriate recognising the highly challenging targets set 
from a level of profitability at a fiveyear high and the fact that the sliding 
scale of performance has been increased very significantly from 1025 
per cent to 1075 per cent of target in order for maximum bonus to be 
payable
 as the performance measures have served the company well 
to date they are unchanged from the previous year onethird of the 
annual bonus is based upon economic v alue added ‘ev a’ targets and 
twothirds is based on earnings per share ‘eps’ targets
 ev a which is calculated as normalised operating profit after tax 
less the cost of all capital employed to produce those earnings 
captures the three basic generic strategies for creating value
  to increase economic return for capital employed
  to grow by investing in new products whose return more than 
compensates for the risk taken and 
  to curtail investment and divert capital from uneconomic activities
the potential payment of the annual bonus for both ev a and eps parts 
of the annual bonus will be as shown in the following table
performance vs target  975 100 1075
 of salary for chief executive 175	 875	 1750
 of salary for executive directors 150	 750	 1500 4445	 remuneratio n	re po rt	 continued
govern ance  annu al r eport and accounts 2010
the threshold of 975 per cent of target represents an increase over  
the 200910 eps and an improvement in ev a over the prior year  
no bonus would be payable on results below the threshold maximum 
bonus would be paid upon the achievement of 1075 per cent of target 
200910 1025 per cent
 the committee has increased the scale of performance versus 
maximum to reflect the company’s significant ambition for further 
growth and recognising the increase to the annual bonus potential
  the annual bonus is designed to drive complementary 
behaviours across the senior executive population as well as to align with 
the group’s goals and with shareholders’ interests the table below 
illustrates the cascade of targets for the year ended 31 march 2010 for 
the ‘business driver group’ the business driver group has historically 
consisted of 35 employees to reflect the expansion of the company 
the business driver group has now increased to approximately 60 
employees and in addition to the executive directors comprises the 
executive committee and certain other senior executives this 
expanded population also reflects the group’s widening geographical 
spread typically individuals will be incentivised on two to three of  
these targets
performance measure  employee level
 1 2 3
eps executive directors 
 including chief 
 executive
ev a executive directors  executive 
 including chief  committee 
 executive
s tr ategic person al   executive  certain group 
perform ance   committee commercial and 
o bjectives    manufacturing and 
   logistics roles
g roup br and   executive group 
c ontri bution  committee management
g roup o per ating    group
ca sh flow   management
ma nagement 
o per ating profit
r egion al    regional 
o per ating   commercial
ca sh flow
r egion al br and    regional 
c ontri bution   commercial
r egion al s ales    regional
commercial 
c ustomer service    manufacturing 
and logistics
category br and    manufacturing 
c ontri bution   and logistics 
overall the committee is satisfied that the annual bonus has created an 
excellent link between reward and company performance
perform ance sha re pla n ‘ psp ’
all executive directors and the business driver group participate in the 
psp which is the group’s only longterm incentive plan as previously 
explained the business driver group has increased from 35 employees 
to approximately 60 employees under the psp conditional awards of 
shares are granted each year
 subject to the satisfaction of performance conditions 
determined annually by the committee awards vest on the third 
anniversary of grant
 details of outstanding awards are shown on page 49
 to incentivise the executive directors to realise the company’s 
ambition to create significantly more shareholder value the committee 
has determined that the annual award made to executive directors be 
increased from 100 per cent to 200 per cent of salary awards made to 
certain other key executives will also increase but will be at a lower 
multiple of base salary the vesting of these awards continues to be 
subject to the achievement of a combination of eps onethird and eva 
twothirds targets the continued policy of basing the performance 
conditions on the company’s financial performance creates a very 
effective incentive the committee monitors performance targets to 
ensure that such targets remain sufficiently stretching and aligned to  
the interests of shareholders
 due to the financial nature of the performance conditions it is 
not possible to calculate an expected value using an option valuation 
model
 the vesting schedule for the proposed award is as follows
 eps 13rd ev a 23rds 
 c ompound annual  aggregate 
 growth rate ca gr  over  generated over the 
 the three financial three financial years 
 years ending m arch 2013 ending m arch 2013
 percentage of  performance percentage of  performance
 award vesting scale award vesting scale
below threshold nil	 148	 nil	  	 £1835m
threshold 5	 148	 10	 £1835m
maximum 333	 	 179	 667	 	 £195m
a sliding scale of payment will operate between the points in the target 
range despite eps and ev a also being used for the annual bonus plan 
the committee is satisfied that there is little overlap between the two 
plans under the psp performance is measured over three years 
compared to a single financial year for the annual bonus thus requiring 
sustained high performance for targets to be achieved
 eps and ev a will be calculated by the company and 
achievement of the targets will be independently verified before the 
awards vest the committee is satisfied that the target range for both 
measures is sufficiently stretching and that their achievement would 
result in significant shareholder value creation in particular it is 
recognised that a relatively low by market standards proportion of  
the award vests at the initial vesting threshold
 awards will not confer shareholder rights until the awards have 
vested and participants have received their shares participants will be 
entitled to receive a payment in cash andor shares on or shortly 
following the vesting of their awards of an amount equivalent to the 
total dividends that would have been paid on those shares between  
the time when the awards were granted and the time when they vest
 shares to satisfy awards may be purchased in the market via 
the company’s employee benefit trust or by newly issued shares 
dilution for all schemes is held within the association of british insurers 
abi limits the dilution levels compared to abi limits as at 31 march 
2010 were 
abi limit    ssl dilution
10 over 10 years for all share schemes  392
5 over 10 years for discretionary schemes  322 sha reholding guidelines
all participants in the psp are required to retain a proportion of the 
shares net of tax that vest to them until a shareholding measured by 
reference to their base salary is achieved all executive directors will be 
expected to retain at least 50 per cent of shares net of tax which vest 
to them under the psp until a shareholding equivalent to 100 per cent of 
base salary is achieved all executive directors hold shares in excess of 
this amount other participants will be expected to build shareholdings 
ranging from 25 per cent to 50 per cent of base salary
employee s avings rel ated sh are option scheme
the company operates a hmrc approved employee savings related 
share option scheme ‘say e scheme’ the previous scheme expired in 
july 2006 the final grant was made under this scheme on 28 january 
2005 offering three and fiveyear savings contracts with a 237 pence 
option price the final options under the fiveyear contract matured on  
1 april 2010 a new hmrc sa y e scheme was approved by shareholders  
at the 2009 annual general meeting the first invitation to all eligible  
uk employees will be made during 2010 as is the case with all savings
related share option schemes open to employees there are no 
performance criteria 
o ther sh are pl ans
shareholder approval is being sought at the 2010 annual general 
meeting to establish two new hmrc approved share plans a share 
incentive plan and a company share option plan
pensions
the company operates a number of retirement benefit programmes 
throughout the world such benefits reflect local competitive conditions 
and legal requirements
 in the uk the company operates three defined benefit 
schemes and a contractedin defined contribution scheme the ssl uk 
pension scheme the ‘ssl scheme’ for uk employees all uk defined 
benefit schemes are closed to new entrants and future pension accrual
 ian adamson and mark moran participate in the ssl scheme and 
contribute 5 per cent of their base salary they receive 25 per cent of base 
salary in respect of retirement provision any contributions that are not 
made in respect of retirement provision are paid as a salary supplement
 ian adamson is also a member of the seton healthcare group 
plc and life assurance scheme one of the defined benefit schemes 
referred to above
 garry watts chief executive is not a member of the ssl scheme 
but operates a personal pension plan garry watts receives 25 per cent of 
base salary in respect of retirement provision any contributions that are 
not made in respect of retirement provision are paid as a salary supplement
o ther benefits
the company provides other benefits to all executive directors and 
certain other executives in line with the benefits generally provided in 
their country of employment namely a company car or car allowance 
life assurance income protection and private medical insurance the 
value of all taxable benefits of the executive directors is disclosed in the 
directors’ emoluments table on page 46
s ervice contr acts
it is company policy that the notice period in executive directors’ contracts 
should not exceed one year however the committee retains the discretion 
to offer a notice period to an executive director in excess of one year 
in exceptional circumstances where this is considered necessary
 the executive directors’ contracts have no fixed term but 
provide that either the director or the company may terminate the 
employment by giving one year’s notice
director    d ate of contract
g arry w atts
chief executive   5 february 2001
ian adamson
executive director    17 june 1996
m ark m oran
executive director    28 may 2004
there are no express provisions for compensation payable in the event 
of termination except that garry watts’ contract provides that if the 
company terminates mr watts’ appointment with immediate effect 
in addition to his contractual notice period mr watts shall be entitled 
to a payment equivalent to the average of any bonus paid within the 
threeyear period prior to the date of termination the committee is 
satisfied that the inclusion of an award in respect of annual bonus is 
appropriate as this incorporates a performancerelated element  
to any compensation payment
 if the employment of an executive director is terminated the 
committee’s policy is to apply mitigation to compensation payments at 
a level determined by reference to the individual circumstances of the 
executive director appropriate external and human resource advice 
would be obtained in each case
n on executive directors
save as disclosed below none of the nonexecutive directors has a 
service contract
 gerald corbett was appointed nonexecutive chairman of  
the company on 1 august 2005 for an initial term of three years the 
appointment has been renewed for a further three years and is 
terminable upon 12 months notice by either party mr corbett receives 
an annual fee of £195000 increased from £180000 with effect from  
1 april 2010 and a company car
 the basic annual fee for nonexecutive directors is £45000 
increased from £40000 with effect from 1 april 2010 committee 
chairmen receive an additional fee of £10000 pa the senior 
independent director receives a further £5000 pa
 details of the appointments of the other nonexecutive 
directors are as follows
n onexecutive director appointment letter d ate of appointment i nitial term     c omments
peter r ead 28 february 2002 21 march 2002 one year renewed annually currently expires on 21 march 2011
r ichard adam 21 october 2003 13 november 2003 three years renewed for a further three years with effect from 
    13 november 2009
peter johnson 3 july 2008 1 october 2008 three years 4647	 remuneratio n	re po rt	 continued
govern ance  annu al r eport and accounts 2010
n otes
1  all directors served throughout the year 
2  for the 200910 financial year the performance targets for the 
annual bonus were
 t arget t hreshold s tretch actual
 eps	 325p	 317p	 333p	 336p
 eva £500m £488m £513m £530m
  this represented another year of outstanding profitability by the 
company the target eps of 325 p represents an increase of 36 per 
cent over the target set in the previous year 2381p
  therefore the cash bonus payments made to directors are
 g watts — £718750 
 i adamson — £362250 
 m moran — £333500
in addition as noted ian adamson is a member of seton healthcare 
group plc and life assurance scheme a defined benefit scheme 
details of the change to the pension entitlement and corresponding 
transfer value are given overleaf
3  benefits include all taxable benefits arising from employment with 
the company 
4  during the year any contributions in respect of retirement provision 
that were not made were paid as a salary supplement the amounts 
paid in the year which are included in the directors’ emoluments 
table above under benefits were as follows
 gwatts — £143750
 iadamson — £ 54117
 mmoran — £nil
director n onexecutive directorship f ee £’000 pa
g arry w atts stagecoach group plc   44
extern al appointments
the company recognises that executive directors may be invited to 
become nonexecutive directors of other companies these 
appointments can be beneficial to both the individual and the company 
in providing further experience and knowledge but the company’s 
consent is required before an executive director can accept such an 
appointment fees are normally retained by the director the details are 
given in the table
directors’ emoluments audited information
   salaries and fees bonus benefits 2010 total 2009 total
   £ ’000 £ ’000 £ ’000 £’000 £ ’000
n on executive cha irman     
g corbett   180	 —	 25	 205	 202
					
executive director     
g watts   575	 719	 161	 1455	 1475
i adamson   315	 362	 71	 748	 754
m moran   290	 334	 16	 640	 645
					
n on executive director     
r adam   50	 —	 —	 50	 50
p johnson   40	 —	 —	 40	 20
p read   55	 —	 —	 55	 55
					
t ot al  	 1505	 1415	 273	 3193	 3201
directors’ pensions audited information
the following directors received contributions as detailed below
      2010  2009
      c ompany company 
      contribution contribution
      £’000 £ ’000
g  w atts      — —
i adamson      25 25
m  m oran      73 73 n otes
1  pension accruals shown are the amounts which would be paid 
annually on retirement based on service to the date the scheme 
closed to future accrual 31 august 1995 and based on current 
pensionable salary as at the end of the year
2  the transfer values at the beginning of the year have been calculated 
using the transfer value basis set by the trustees as from 1 october 
2008 gn11 ceased to apply
3  the value of net increase represents the incremental value to the 
director of his service during the year as the scheme closed to 
future accrual of benefits in 1995 this increase is zero
4  the change in the transfer value includes the effect of fluctuations in 
the transfer value due to factors beyond the control of the company 
and directors such as stock market movements
5   v oluntary contributions paid by directors and resulting benefits are 
not shown
 gross increase increase in total accrued v alue of net total change in value of accrued v alue of accrued
 in accrued accrued pension pension at increase in accrual value during pension at pension at
 pension net of inflation 31 march 2010 over period  period 31 m arch 2010 31 march 2009
 £ ’000 pa £ ’000 pa £ ’000 pa £ ’000 £ ’000 £’000 £ ’000
i adamson 035	 nil	 721	 nil	 1046 10928 9892
n otes
1  no director held a nonbeneficial interest in any shares
2  included in the 31 march 2010 shareholdings for i adamson 
m moran and g watts are the awards of shares made under the psp 
that were modified to restricted share awards ‘rsa’ on 29 march 
2010 the following shares are held under the rsa by ees trustees 
international limited the trustee of the ssl employee benefit trust 
on behalf of
  i adamson — 41215 
m moran — 37 093 
g watts —76935
directors’ interests in sh ares audited information
sha reholdings
the following table shows the beneficial interests of the directors who held office at the end of the year and their connected persons in the 
ordinary shares of the company
      s hareholdings shareholdings
      as at as at
      31 m arch 2010 31 march 2009
directors as at 31 march 2010
r adam      1553 1530
i adamson      168144 74666
g corbett      32500 32500
p johnson      10000 10000
m moran      137255 48489
p read      5185 5106
g watts      227548 104613 4849	 remuneratio n	re po rt	 continued
govern ance  annu al r eport and accounts 2010
o ption schemes
full details of the options over ordinary shares in the company held by 
executive directors who served during the year and any movements in 
those options are shown below
earnings per share figures for the financial years ended 2002 2003 
and 2004 were rebased in light of the rise in the share price during 
the year to 31 march 2008 the committee agreed that the earnings 
per share figures for the financial year 2001 be rebased the 
calculations to determine all figures were independently checked by 
ernst  young llp although ernst  young llp expressed no opinion 
on the accuracy of the base data and the appropriateness of the 
underlying assumptions 
3  on 9 june 2009 garry watts ian adamson and mark moran 
respectively exercised options over shares in the company as 
follows 98305 granted at 2950 pence per share 54915 granted at 
2950 pence per share and 145630 granted at 3090 pence per 
share the market price on 9 june 2009 was 5075 pence per share 
on 25 november 2009 garry watts exercised options over 72260 
shares in the company granted at 5065 pence per share the 
market price on 25 november 2009 was 7330 pence per share all 
exercises were in respect of the ssl international 1996 executive 
share option scheme
4  there are no performance criteria for exercise of options under the 
say e scheme
5  the market price of the company’s shares was 8130 pence on 
31 march 2010 and ranged from 4268 pence to 8130 pence during 
the year
6  no options were granted in the period
7  on 6 april 2010 ian adamson and mark moran exercised options 
over shares in the company granted at 2370 pence per share – 
2091 shares and 6972 shares respectively the market price on  
6 april 2010 was 8415 pence per share both exercises were in 
respect of the ssl sharesave scheme an employees’ share 
scheme
8  the aggregate gross gains made by directors on the exercise of share 
options during the year were £77833695 2009£2259637  
the gains are calculated based on the market price at the date of 
exercise although the shares may have been retained and no  
gain realised
notes
1  exercise is subject to growth in normalised earnings per share during 
the performance period exceeding the retail price index rpi the 
targets for each grant are as follows
11  exercise is subject to growth in normalised earnings per share for not 
less than three years commencing on 1 april 2001 exceeding the 
growth in rpi by at least an average 2 per cent pa this condition has 
been met
12  exercise is subject to growth in normalised earnings per share for 
three years commencing on 1 april 2002 exceeding the growth in rpi 
by no less than 2 per cent pa this condition has been met
13  exercise is subject to growth in normalised earnings per share for 
three years commencing on 1 april 2004 exceeding the growth in rpi 
by no less than 3 per cent pa this condition has been met 
14  exercise is subject to performance conditions that must be satisfied 
over initially a threeyear period although this may be extended up to 
five years the exercise is subject to growth in normalised earnings 
per share exceeding the growth in rpi by at least an average of 3 per 
cent pa and tsr of the company when compared to tsr of 
companies of the ftse 250 reaching sixth decile for 50 per cent of 
the option to become exercisable between sixth and eighth decile 
for a prorata between 50 per cent and 100 per cent of the option to 
become exercisable and eighth decile and above for 100 per cent of 
the option to become exercisable both the earnings per share and 
tsr conditions have been met
2  following the disposal of the group’s medical business and the 
resultant reduction in earnings the committee reviewed the 
performance conditions attaching to options granted under the  
ssl 1996 executive share option scheme it was agreed that the 
performance criteria should be rebased to fairly compare historical 
earnings with those in the ongoing business but the rebased figures 
should be no less stretching than the previous targets given the 
share price at the time of grants which was in excess of 480 pence 
the committee determined that only earnings since the financial 
year ended 31 march 2002 would be reviewed consequently the 
  as at exercised in  as at exercise  exercisable exercisable 
 note 310309 the period 310310 price p from to
g  w atts     
1996 scheme 11	 2	 3	 72260	 72260	 —	 5065	 170704	 170711
 12	 23	 98305	 98305	 —	 2950	 180705	 180712
t ot al  170565	 170565	 —	 	 	
i adamson       
1996 scheme  12	 2	 3	 54915	 54915	 —	 2950	 180705	 180712
say e scheme 7 2091	 —	 2091	 2370	 010410	 011010
t ot al  57006	 54915	 2091	 	 	
m  m oran       
1996 scheme 13	 2	 3	 72815	 72815	 —	 3090	 110607	 110614
 14	 23	 72815	 72815	 —	 3090	 110607	 110611
say e scheme 7 6972	 —	 6972	 2370	 010410	 011010
t ot al  152602	 145630	 6972	 	 	 notes
1  on 29 march 2010 the awards of shares that had been granted on 
25 june 2007 to the directors were modified to restricted share 
awards ‘rsa’ in accordance with the rules of the plan the number 
of shares under the rsa is net of the income tax and employee 
national insurance that becomes payable at the date of modification 
all performance and employment conditions remain unchanged 
details of the rsa are shown in the note to the shareholdings table 
on page 47
2  see note 3 on page 50 
perform ance sha re plan
     market price 
  as at awarded in date of at date of v ested in modified in as at v esting 
 note 310309 the period award award p the period the period 310310 date
g  w atts
 	 187876	 —	 090606	 27950	 187876	 —	 —	 090609
	 1	 130627	 —	 250607	 42725	 —	 130627	 —	 250610
	 	 119492	 —	 280508	 47600	 —	 —	 119492	 280511
	 2	 270683	 —	 280708	 40500	 —	 —	 270683	 280712
	 	 —	 112370	 080609	 50650	 —	 —	 112370	 080612
t ot al  708678	 112370	 	 	 187876	 130627 502545 
i adamson         
 	 87734	 —	 090606	 27950	 87734	 —	 —	 090609
	 1	 69979	 —	 250607	 42725	 —	 69979	 —	 250610
	 	 65461	 —	 280508	 47600	 —	 —	 65461	 280511
	 2	 148287	 —	 280708	 40500	 —	 —	 148287	 280712
	 	 —	 61559	 080609	 50650	 —	 —	 61559	 080612
t ot al  371461	 61559	 	 	 87734	 69979	 275307	
m  m oran         
 	 87734	 —	 090606	 27950	 87734	 —	 —	 090609
	 1	 62981	 —	 250607	 42725	 —	 62981	 —	 250610
	 	 60266	 —	 280508	 47600	 —	 —	 60266	 280511
	 2	 136518	 —	 280708	 40500	 —	 —	 136518	 280712
	 	 —	 56673	 080609	 50650	 —	 —	 56673	 080612
t ot al  347499	 56673	 	 	 87734	 62981	 253457	 5051	 remuneratio n	re po rt	 continued
govern ance  annu al r eport and accounts 2010
the vesting of awards is subject to the satisfaction of performance 
targets over a threeyear period the award price is the average of the 
middle market quotations for an ssl share derived from the official list 
of the ukla for the five consecutive dealing days preceding the date of 
the award
notes
1  these awards vested in full on 9 june 2009 the market price on 
9 june 2009 was 507 5 pence the aggregate gross gains made by 
directors on the vesting of awards under the performance share plan 
during the year were £184397080 2009 £152662356 the gains 
are calculated based on the market price at the date of vesting of share 
awards although the shares may have been retained and no gain 
realised under the awards executives are entitled to a cash payment 
equivalent in value to the dividends payable on the vested shares over 
the vesting period the value of the dividend equivalent was g watts 
— £4467274 i adamson — £2086120 and m moran — £2086120
2  over the period rpi has grown by 80 per cent eps grew by 964 per 
cent therefore the award will vest in full
3  the vesting of these awards are subject to the satisfaction of 
performance targets over the threeyear period commencing on  
1 april 2008 to the extent to which these targets are met 50 per cent 
of the total shares calculated above will vest on the fourth anniversary 
of the date of grant and the remaining 50 per cent of the total shares 
calculated above will vest on the fifth anniversary of the date of grant 
assuming the director is still employed by ssl on those dates
 
performance    percentage of  performance percentage of
period  award price performance  performance share scale performance share v esting 
commencing   pence scale award vesting  ev a £m award vesting date
   average annual eps growth    
010406	 	 28210	 rpi		 10	 0	 —	 —	 090609
1
 
	 	 	 rpi		 10	 15	 —	 —	
	 	 	 rpi		 20	 100	 —	 —	
   average annual eps growth    
010407	 	 42870	 rpi		 7	 0	 90	 0	 250610 
2
	 	 	 rpi		 7	 5	 90	 10	
	 	 	 rpi		 12	 167	 100	 333	
	 	 	 rpi		 17	 333	 110	 667 
   compound annual eps growth    
010408	 	 48120	 17	 0	 130	 0	 280511
	 	 	 17	 5	 130	 10	
	 	 	 	 20	 333	 140	 667 
   compound annual eps growth    
010408	 	 42485	 20	 0	 140	 0	 280712
3
	 	 	 20	 5	 140	 10	
	 	 	 23	 333	 150	 667	
   compound annual eps growth    
010409	 	 51170	 135	 0	 160	 0	 080612
	 	 	 135	 5	 160	 10	
	 	 	 163	 333	 170	 667 for and on behalf of the board
peter read
chairman of the remuneration committee
17 may 2010
300
250
200
150
100
50
0
ftse 350 index
ssl international
the graph looks at the value by 31 march 201 0 of £100 invested in ssl international plc on 
31 march 2005 compared with £100 invested in the ftse 350 index the other points 
plotted are the values at the intervening financial year ends
total shareholder return £
mar 05 mar 06 mar 07 mar 08 mar 09 mar 10
perform ance gr aph 
the graph shows the company’s total shareholder return performance 
compared with that of the ftse 350 index this index was selected as an 
appropriate comparator index because it is a broad equity market index 
of which ssl is a constituent 5253	 	 s tatement	 of 	direct o rs’	res po nsibil ities	
in	res p ect	 of 	t h e	 annual	re po rt	and	t he	
financia l	s tatements	 	 				
govern ance  annu al r eport and accounts 2010
the directors are responsible for preparing the annual report and the 
group and parent company financial statements in accordance with 
applicable law and regulations 
 company law requires the directors to prepare group and 
parent company financial statements for each financial year  under 
that law they are required to prepare the group financial statements in 
accordance with ifrss as adopted by the eu and applicable law and 
have elected to prepare the parent company financial statements in 
accordance with uk accounting standards and applicable law uk 
generally accepted accounting practice
 under company law the directors must not approve the 
financial statements unless they are satisfied that they give a true and 
fair view of the state of affairs of the group and parent company and of 
their profit or loss for that period in preparing each of the group and 
parent company 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
  for the group financial statements state whether they have been 
prepared in accordance with ifrss as adopted by the eu
  for the parent company financial statements state whether 
applicable uk accounting standards have been followed subject to 
any material departures disclosed and explained in the parent 
company financial statements and
  prepare the financial statements on the going concern basis unless it 
is inappropriate to presume that the group and the parent company 
will continue in business 
the directors are responsible for keeping adequate accounting  
records that are sufficient to show and explain the parent company’s 
transactions and disclose with reasonable accuracy at any time the 
financial position of the parent company and enable them to ensure 
that its financial statements comply with the companies act 2006 
they have general responsibility for taking such steps as are reasonably 
open to them to safeguard the assets of the group and to prevent and 
detect fraud and other irregularities
 under applicable law and regulations the directors are also 
responsible for preparing a directors’ report directors’ remuneration 
report and corporate governance statement that complies with that law 
and those regulations
 the directors are responsible for the maintenance and integrity 
of the corporate and financial information included on the company’s 
website legislation in the uk governing the preparation and dissemination 
of financial statements may differ from legislation in other jurisdictions
r esponsi bility st atement of the directors in respect 
of the annu al fin anci al report
we confirm that to the best of our knowledge
  the financial statements prepared in accordance with the applicable 
set of accounting standards give a true and fair view of the assets 
liabilities financial position and loss of the company and the 
undertakings included in the consolidation taken as a whole and
  the directors’ report chairman’s statement chief executive’s review 
and financial review include a fair review of the development and 
performance of the business and the position of the company and  
the undertakings included in the consolidation taken as a whole 
together with a description of the principal risks and uncertainties  
that they face
m  m or an
director 
g  wa tts 
director
17 may 2010 	 i ndep endent	audit o rs’	re po rt	t o		
th e	mem b ers	 of 	 ssl	 internatio nal	 pl c
we have audited the financial statements of ssl international plc for 
the year ended 31 march 2010 set out on pages 54 to 109 the financial 
reporting framework that has been applied in the preparation of the 
group financial statements is applicable law and international financial 
reporting standards ifrss as adopted by the eu the financial 
reporting framework that has been applied in the preparation of the 
parent company financial statements is applicable law and uk 
accounting standards uk generally accepted accounting practice
 this report is made solely to the company’s members as a 
body in accordance with chapter 3 of part 16 of the companies act 
2006 our audit work has been undertaken so that we might state to 
the company’s members those matters we are required to state to 
them in an auditors’ report and for no other purpose to the fullest extent 
permitted by law we do not accept or assume responsibility to anyone 
other than the company and the company’s members as a body for 
our audit work for this report or for the opinions we have formed
r espective responsib ilities of directors and auditors
as explained more fully in the statement of directors’ responsibilities 
set out on page 52 the directors are responsible for the preparation of 
the financial statements and for being satisfied that they give a true and 
fair view our responsibility is to audit the financial statements in 
accordance with applicable law and international standards on auditing 
uk and ireland those standards require us to comply with the auditing 
practices board’s apb’s ethical standards for auditors
s cope of the audit of the fin anci al st atements
a description of the scope of an audit of financial statements is provided 
on the apb’s website at wwwfrcorgukapbscopeukp
o pinion on fin anci al st atements
in our opinion 
  the financial statements give a true and fair view of the state of the 
group’s and of the parent company’s affairs as at 31 march 2010 and 
of the group’s profit for the year then ended
  the group financial statements have been properly prepared in 
accordance with ifrss as adopted by the eu
  the parent company financial statements have been properly 
prepared in accordance with uk generally accepted accounting 
practice and
  the financial statements have been prepared in accordance with the 
requirements of the companies act 2006 and as regards the group 
financial statements article 4 of the ias regulation
o pinion on other m atters prescri bed  
by the c ompanies act 2006
in our opinion 
  the part of the directors’ remuneration report to be audited has been 
properly prepared in accordance with the companies act 2006 and
  the information given in the directors’ report for the financial year for 
which the financial statements are prepared is consistent with the 
financial statements
ma tters on which we are required  
to report by exception
we have nothing to report in respect of the following
 under the companies act 2006 we are required to report to 
you if in our opinion
  adequate accounting records have not been kept by the parent 
company or returns adequate for our audit have not been received 
from branches not visited by us or
  the parent company financial statements and the part of the 
directors’ remuneration report to be audited are not in agreement 
with the accounting records and returns or
  certain disclosures of directors’ remuneration specified by law are not 
made or
  we have not received all the information and explanations we require 
for our audit
under the listing rules we are required to review
  the directors’ statement set out on page 31 in relation to going 
concern and
  the part of the corporate governance statement on pages 37 to 39 
relating to the company’s compliance with the nine provisions of the 
june 2008 combined code specified for our review
n ick plum b senior statutory auditor 
for and on behalf of kpmg audit plc statutory auditor
chartered accountants
8 salisbury square
london ec4y 8bb
17 may 2010 	 	 	 2010	 2010	 2010	 2009
	 	 	 	 	 before
	 	 	 total	 acquisitions	 acquisitions	 total
	 	 note	 £m	 £m	 £m	 £m
revenue	 	 6	 8025   1232   6793	 	 	 6424	 cost	 of	 sales	 	 	 3031  472  2559 	 2533 	 gross	 profit	 	 	 	 4994   760   4234		 	 3891	
distribution	 expenses	 	 	 2243  110  2133 	 1998	
administrative	 expenses	 	 	 1491  357  1134 	 998 	
operating	 profit	 	 62	 1260   293   967	 895 	
financial	 income	 	 3	 91     112	 financial	 expenses	 	 3	 198    242	
net	 financing	 costs	 	 3	 107    130 
profit	 before	 taxation	 	 	 1153     765 
income	 tax	 expense	 	 4	 300    210 
profit	 for	 the	 financial	 year	 	 6	 853     555 
attributable	 to	
equity	 holders	 of	 the	 parent		 	 	 714     545 
minority	 interests		 	 	 139     10 
profit	 for	 the	 financial	 year		 	 	 853     555 
		 	
basic	 earnings	 per	 share	 pence		 	 5	 336     280 
diluted	 earnings		per	 share	 pence		 	 5	 	 331     274 
conso lid ated	i ncome	s tatement
for the year ended 31 march 2010
5455  financial statements 
annual	 report	and	a ccounts	 2010	 	 	 	 	 	 2010	 2009
	 	 	 	 	 £m	 £m
profit	 for	 the	 financial	 year	 	 	 	 	 853	 555
other	 comprehensive	 income	 	 	 	
actuarial	 losses	 on	 defined	 benefit	 plans	 	 	 	 	 232		 117	
reversal	 of	 restriction	 of	 defined	 benefit	 plans	 surplus	 	 	 	 	 —	 	 27	 cash	 flow	 hedges	 	 	 	
effective	 portion	 of	 changes	 in	 fair	 value	 transferred	 to	 cash	 flow	 hedge	 reserve	 	 	 08 	 32	
transferred	 to	 the	 income	 statement	 	 	 	 	 	 27		 01	 	 			
foreign	 currency	 translation	 differences	 for	 foreign	 operations	 	 	 	 	 183 	 	 461	 tax	 relating	 to	 components	 of	 other	 comprehensive	 income	 	 	 		 62		 	 35	 other	 comprehensive	 income	 for	 the	 financial	 year		 	 	 	 32		 	 373	
total	 comprehensive	 income	 for	 the	 year		 	 	 	 885		 	 928	
attributable	 to	 	 	 	
—	 equity	 holders	 of	 the	 parent	 	 	 		 	 746		 	 907	
—	 minority	 interests	 	 	 	 	 139		 	 21	
total	 comprehensive	 income	 for	 the	 year		 	 	 	 	 885		 	 928
conso lid ated	s tatement	of 	co m prehen sive	i ncome
for the year ended 31 march 2010 conso lid ated	bal ance	 shee t
a s at 31 march 2010
	 	 	 	 	 2010	 2009
	 	 	 	 note	 £m	 £m
assets	 	 	 	 	 	
property	 plant	 and	 equipment	 	 	 	 7	 852 	 	 808	
goodwill	 and	 intangible	 assets	 	 	 	 8	 	 3595 	 	 1397	
deferred	 tax	 assets	 	 	 	 4	 	 415 	 	 338	 investments	 	 	 	 10	 —	 	 317	 other	 receivables	 	 	 	 12	 —	 	 26	
total	 noncurrent	 assets	 	 	 	 	 4862		 	 2886	
inventories	 	 	 	 11	 1231		 	 1039	
trade	 and	 other	 receivables	 	 	 	 12	 2289		 	 1993	
current	 tax	 asset	 	 	 	 	 	 03		 	 13	
cash	 and	 cash	 equivalents	 	 	 	 13	 	 745		 	 1479	
total	 current	 assets	 	 	 	 	 	 4268		 	 4524	
total	 assets	 	 	 	 	 	 9130 	 	 7410	
l iabilities	 	 	 	 	 	
trade	 and	 other	 payables	 	 	 	 14	 1957 	 1634 	 borrowings	 	 	 	 16	 91 	 238	
derivative	 financial	 liabilities	 	 	 	 16	 21 	 06 	 provisions	 	 	 	 17	 270 	 49 	 current	 tax	 payable	 	 	 	 15	 96 	 89 	 total	 current	 liabilities	 	 	 	 	 2435 	 2016 	
borrowings	 	 	 	 16	 1044 	 1374 	 derivative	 financial	 liabilities	 	 	 	 16	 —	 38	
deferred	 tax	 liabilities	 	 	 	 4	 442 	 114 	 employee	 benefits	 	 	 	 18	 743 	 570 	
provisions	 	 	 	 17	 82 	 202 	 tax	 payable	 	 	 	 15	 186 	 191 	 other	 payables	 	 	 	 14	 12 	 04	
total	 noncurrent	 liabilities	 	 	 	 	 2509 	 2493 	 total	 liabilities	 	 	 	 	 4944 	 4509 	 net	 assets	 	 	 	 	 4186		 	 2901	 equity	 	 	 	 	 	
issued	 capital	 	 	 	 20	 213	 	 	 211	
share	 premium	 and	 merger	 reserve	 	 	 	 	 2663 	 	 2642	 cumulative	 foreign	 exchange	 reserve	 	 	 	 	 757 	 	 658	
cash	 flow	 hedge	 reserve	 	 	 	 	 21 	 40 	
retained	 earnings	 	 	 	 	 304 	 693 	
total	 equity	 attributable	 to	 equity	 holders	 of	 the	 parent		 	 	 	 3308 	 	 2778	 m inority	 interests	 	 	 	 	 878 	 	 123	
total	 equity	 	 	 	 	 4186 	 	 2901	
the	 financial	 statements	 on	 pages	 54	 to	 109	 were	 approved	 by	 the	 board	 of	 directors	 on	 17	 may	 2010	 and	 were	 signed	 on	 its	 behalf	 by
m	moran
d irector
com pany	n umber
388828
5657  financial statements 
annual	 report	and	a ccounts	 2010	 	 	 	 	 	 	 	 	 equity
	 	 	 	 	 cumulative	 cash	 flow	 	 holders
	 	 share	 share	 merger	 foreign	 hedge	 retained	 of 	 the	 minority	 total
	 	 capital	 premium	 reserve	 exchange	 reserve	 earnings	 parent	 interests	 equity
	 	 £m	 £m	 £m	 £m	 £m	 £m	 £m	 £m	 £m
balance	 at	1	 april	 2009	 	 211		 	 450		 	 2192		 	 658	 	 40	 	 693		 	 2778		 	 123		 	 2901 
profit	 for	 the	 period	 	 —	 —	 —	 —	 —	 	 714		 	 714		 	 139		 	 853	 actuarial	 losses	 on	 defined	 benefit	 plans	 	 —	 —	 —	 —	 —	 232	 	 232	 	 —	 232 
tax	 on	 actuarial	 losses	 on	 defined	 benefit	 plans	 	 —	 —	 —	 —	 —	 	 67		 	 67	 	 —	 	 67 
effective	 portion	 of	 cash	 flow	 hedges		
transferred	 to	 cash	 flow	 hedge	 reserve	 	 —	 —	 —	 —	 08	 	 —	 08	 	 —	 08 	 transferred	 to	 the	 income	 statement	 	 —	 —	 —	 —	 	 27	 	 —	 	 27	 	 —	 	 27	 tax	 on	 fair	 value	 movements	 on		
cash	 flow	 hedges	 	 —	 —	 —	 —	 —	 05	 	 05	 	 —	 05 	 foreign	 currency	 translation	 differences		
for	 foreign	 operations	 	 —	 —	 —	 	 99	 	 —	 —	 	 99		 	 84		 	 183	 total	 comprehensive	 income	 for	 the	 year	 	 —	 —	 —	 	 99		 	 19		 	 544		 	 662		 	 223		 	 885	 transactions	 with	 owners	 recorded		
directly	 in	 equity	 					
minority	 interest	 arising	 on	 acquisition	 	 —	 —	 —	 —	 —	 —	 —	 	 647		 	 647	 equity	 dividends	 	 —	 —	 —	 —	 —	 202	 	 202	 	 —	 202 	 dividends	 paid	 to	 minority	 interests	 	 —	 —	 —	 —	 —	 —	 —	 115	 	 115 	 shares	 issued	 in	 the	 year	 	 	 02		 	 23	 	 02	 	 —	 —	 —	 	 23	 	 —	 	 23	 repurchase	 of	 shares	 	 —	 —	 —	 —	 —	 22	 	 22	 	 —	 22 	 equitysettled	 share	 based	 payments	 	 —	 —	 —	 —	 —	 	 51		 	 51	 	 —	 	 51	 taxation	 taken	 to	 reserves	 in	 respect		
of	 share	 based	 payments	 	 —	 —	 —	 —	 —	 	 18		 	 18	 	 —	 	 18	 total	 contributions	 by	 and		
distributions	 to	 owners	 	 	 02		 	 23	 	 02	 	 —	 —	 155	 	 132		 	 532		 	 400 
at	 31	m arch	 2010	  213   473   2190   757  21  304   3308   878   4186 
conso lid ated	s tatement	of 	ch anges	i n	equity
for the year ended 31 march 2010 conso lid ated	s tatement	of 	ch anges	i n	equity
for the year ended 31 march 2009
	 	 	 	 	 	 	 	 equity
	 	 	 	 	 cumulative	 cash	 flow	 	 holders
	 	 share	 share	 merger	 foreign	 hedge	 retained	 of 	 the	 minority	 total
	 	 capital	 premium	 reserve	 exchange	 reserve	 earnings	 parent	 interests	 equity
	 	 £m	 £m	 £m	 £m	 £m	 £m	 £m	 £m	 £m
balance	 at	1	 april	 2008	 	 	 191		 	 440		 	 1368		 	 208	 	 07	 	 1062		 	 1138		 	 115		 	 1253	 profit	 for	 the	 period	 	 —	 —	 —	 —	 —	 	 545		 	 545		 	 10		 	 555	 actuarial	 losses	 on	 defined	 benefit	 plans	 	 —	 —	 —	 —	 —	 117	 	 117	 	 —	 117 	 reversal	 of	 restriction	 of	 defined	 benefit		
plans	 surplus	 	 —	 —	 —	 —	 —	 	 27		 	 27	 	 —	 	 27	 tax	 on	 actuarial	 losses	 on	 defined		
benefit	 plans	 	 —	 —	 —	 —	 —	 	 26		 	 26	 	 —	 	 26	 effective	 portion	 of	 cash	 flow	 hedges		
transferred	 to	 cash	 flow	 hedge	 reserve	 	 —	 —	 —	 —	 32	 	 —	 32	 	 —	 32 	 transferred	 to	 the	 income	 statement	 	 —	 —	 —	 —	 01	 	 —	 01	 	 —	 01 	 tax	 on	 foreign	 exchange	 gains	 and	 losses		
recognised	 in	 reserves	 	 —	 —	 —	 —	 —	 	 09		 	 09	 	 —	 	 09	 foreign	 currency	 translation	 differences		
for	 foreign	 operations	 	 —	 —	 —	 	 450	 	 —	 —	 	 450		 	 11		 	 461	 total	 comprehensive	 income	 for	 the	 year		 —	 —	 —	 	 450	 	 33		 	 490		 	 907		 	 21		 	 928	 transactions	 with	 owners	 recorded		
directly	 in	 equity	 					
equity	 dividends	 	 —	 —	 —	 —	 —	 150	 	 150	 	 —	 150 	 dividends	 paid	 to	 minority	 interests	 	 —	 —	 —	 —	 —	 —	 —	 13	 	 13 	 shares	 issued	 in	 the	 year	 	 	 20		 	 10		 	 824	 	 —	 —	 —	 	 854	 	 —	 	 854	 repurchase	 of	 shares	 	 —	 —	 —	 —	 —	 17	 	 17	 	 —	 17 	 equitysettled	 share	 based	 payments	 	 —	 —	 —	 —	 —	 	 49		 	 49	 	 —	 	 49	 taxation	 taken	 to	 reserves	 in	 respect		
of	 share	 based	 payments	 	 —	 —	 —	 —	 —	 03	 	 03	 	 —	 03 	 total	 contributions	 by	 and		
distributions	 to	 owners	 	 	 20		 	 10		 	 824	 	 —	 —	 121		 	 733	 	 13		 	 720	 at	 31	m arch	 2009	 	 	 211		 	 450		 	 2192		 	 658	 	 40	 	 693		 	 2778		 	 123		 	 2901
5859  financial statements 
annual	 report	and	a ccounts	 2010	 	 	 	 	 	 2010	 2009
	 	 	 	 note	 £m	 £m
cash	 flows	 from	 operating	 activities
profit	 for	 the	 financial	 year	 	 	 	 	 853		 	 555	 adjustments	 for
depreciation	 	 	 	 7	 	 71 	 	 63	 amortisation	 of	 intangibles	 	 	 	 8	 57 	 	 34	 share	 based	 payment	 charge	 	 	 	 19	 	 51 	 	 49	 interest	 income	 	 	 	 3	 91	 	 112 	 interest	 expense	 	 	 	 3	 	 198 	 	 242	 loss	 on	 sale	 of	 property	 plant	 and	 equipment	 	 	 	 	 03 	 	 04	 total	 income	 tax	 expense	 	 	 	 4	 300		 	 210	 operating	 profit	 before	 changes	 in	 working	 capital	 and	 provisions		 	 	 1442 	 	 1045	 increasedecrease	 in	 trade	 and	 other	 receivables	 	 	 	 	 203 	 	 49	 decrease	 in	 inventories	 	 	 	 	 135 	 	—	
increase	 in	 trade	 and	 other	 payables	 	 	 	 	 132		 	 143	 decrease	 in	 provisions	 and	 employee	 benefits	 	 	 	 	 148	 	 221 	 cash	 generated	 from	 the	 operations	 	 	 	 	 1358 	 	 1016	 interest	 paid	 	 	 	 	 68 	 110 	 income	 taxes	 paid	 	 	 	 	 274 	 144 	 net	 cash	 from	 operating	 activities	 	 	 	 	 1016 	 	 762	 cash	 flows	 from	 investing	 activities
proceeds	 from	 sale	 of	 plant	 and	 equipment	 	 	 	 	 01 	 	—	
interest	 received	 	 	 	 	 06 	 	 09	 acquisition	 of	 property	 plant	 and	 equipment	 	 	 	 	 101	 	 223 	 acquisition	 of	 intangible	 assets	 	 	 	 	 44 	 85 	 acquisition	 of	 businesssubsidiary	 	 	 	 9	 803 	 294 	 net	 cash	 from	 investing	 activities	 	 	 	 	 941 	 593 	 cash	 flows	 from	 financing	 activities
proceeds	 from	 issue	 of	 share	 capital	 	 	 	 	 23 	 	 878	 repurchase	 of	 own	 shares	 	 	 	 	 22 	 17 	 repayment	 of	 loans	 	 	 	 	 1381 	 	—	
drawdown	 of	 loans	 	 	 	 	 929 	 	 91	 payment	 of	 finance	 lease	 liabilities	 	 	 	 22	 01 	 01 	 dividends	 	 	 	 21	 202 	 150 	 dividend	 paid	 to	 minority	 interests	 	 	 	 	 115 	 13 	 net	 cash	 from	 financing	 activities	 	 	 	 	 769 	 	 788	 net	 decreaseincrease	 in	 cash	 and	 cash	 equivalents	 	 	 	 694 	 	 957	 cash	 and	 cash	 equivalents	 and	 bank	 overdraft	 at	 start	 of	 year	 	 	 	 	 1344 	 	 337	 effect	 of	 exchange	 rate	 fluctuations	 on	 cash	 held	 	 	 	 22	 05  	 50	 cash	 and	 cash	 equivalents	 and	 bank	 overdraft	 at	 end	 of	 year		 	 13	 655 	 	 1344	 conso lid ated	s tatement	of 	cash	 fl ows	 	
for the year ended 31 march 2010 1 group accounting policies
in the financial statements and related notes the term ‘company’ 
refers to ssl international plc a company incorporated in the uk the 
group financial statements consolidate those of the company and its 
subsidiaries together referred to as the ‘group’ or ‘ssl’
a basis of preparation 
the consolidated financial statements are prepared on a going 
concern basis in pounds sterling rounded to the nearest hundred 
thousand and are prepared on an historical cost basis modified to 
include revaluation to fair value of certain financial instruments as 
described below after making enquiries the directors have a 
reasonable expectation that the company and the group have 
adequate resources to continue in operational existence for the 
forseeable future as detailed in the financial review on page 31 
accordingly they continue to adopt the going concern basis in 
preparing the annual report and financial statements the group 
financial statements have been prepared and approved by the 
directors in accordance with international financial reporting 
standards as adopted by the eu ‘adopted ifrs’ the company has 
elected to prepare its parent company financial statements in 
accordance with uk gaap these are presented on pages 102 to 109 
the accounting policies set out below have been applied consistently 
in dealing with items which are considered material in relation to the 
financial statements except as noted below
in these financial statements the following new standards have 
been adopted for the first time
ias 1 revised 2007 ‘presentation of financial statements’ is 
mandatory for accounting periods beginning on or after 1 january 
2009 the statement requires the presentation of a statement of 
changes in equity as a primary statement separate from the income 
statement and statement of comprehensive income which has 
replaced the statement of recognised income and expense as a result 
a consolidated statement of changes in equity has been included in the 
primary statements showing changes in each component of equity for 
each period presented comparative information has been re
presented so that it is in conformity with the revised standard the 
group has adopted the revised standard there is no impact upon the 
financial statements other than presentation
ifrs 8 ‘operating segments’ is mandatory for the first time for 
accounting periods beginning on or after 1 january 2009 the standard 
requires that the segments should be reported on the same basis as 
the internal reporting information that is provided to and regularly 
reviewed by the chief operating decisionmaker ‘codm’ whom the 
group has identified as the executive directors
the board has reviewed the requirements of ifrs 8 including 
consideration of what results and information the executive directors 
review regularly to assess performance and allocate resources and 
concluded that as under ias 14 the group’s reportable segments 
remain geographical which is consistent with both the basis of internal 
reporting and the allocation of resources by the codm the directors 
consider there to be three operating segments being europe 
americas and asia pacific and the rest of the world each of which is 
separately reportable the executive directors assess the commercial 
performance of these geographical segments based upon analysis of 
sales and segmental result which is defined as operating profit 
manufacturing performance and resource allocation is likewise 
assessed on its net cost to the operating segments versus internal 
targets and outsourced alternatives central costs relate entirely to  
the european segment and are therefore included within the result  
for that segment
the european and asia pacific and the rest of the world 
segments generate revenue from the sale of durex scholl footcare and 
scholl footwear branded products in addition to sales derived from 
locallyowned brands and the distribution of other consumer products 
the americas segment derives sales from the sale of durex branded 
products
during the year the group has also adopted the following 
other new standards amendments to standards and interpretations 
issued under ifrs which are mandatory for accounting periods 
beginning on or after 1 january 2009 but which have no material effect 
on the group’s results or equity
amendments to
ifrs 2 ‘share based payment vesting conditions and cancellations’
ifrs 7 ‘improving disclosures about financial instruments’
ias 19 ‘employee benefits’
ias 32 ‘financial instruments presentation’
ias 36 ‘impairment of assets’
ias 38 ‘intangible assets’
interpretations
ifric 14 ‘ias 19 — the limit on a defined benefit asset minimum funding 
requirement and their interaction’
ssl’s management considers the following accounting 
policies to be significant in the context of the group’s operations
b basis of consolidation
the group financial statements consist of the financial statements of 
the company and entities controlled by the company its subsidiaries
subs idiaries
subsidiaries are entities controlled by the group control exists when 
the group has the power either directly or indirectly to govern the 
financial and operating policies of an entity so as to obtain economic 
benefits from its activities the financial statements of subsidiaries are 
included in the consolidated financial information from the date 
control commences until the date that control ceases
where the reporting date of the subsidiary undertaking differs 
from that of the group the group’s share of results included in the 
consolidated income statement is based on rolled forward information 
which coincides with the group’s reporting date
trans ac tions elimina ted on con solida tion
intragroup balances and any unrealised gains and losses or income 
and expenses arising from intragroup transactions are eliminated in 
preparing the consolidated financial statements unrealised losses are 
eliminated in the same way as unrealised gains but only to the extent 
that there is no evidence of impairment
c use of estimates and jud gements
the preparation of the financial statements requires management to 
make judgements estimates and assumptions that affect the 
application of the accounting policies and the reported amounts of 
assets liabilities income and expenses estimates and underlying 
assumptions are reviewed on an ongoing basis revision to accounting 
estimates are recognised in the period in which the estimate is revised 
and in any future periods affected
the directors believe that the most critical accounting policies 
and significant areas of judgement and estimation arise from 
accounting for defined benefit pension schemes under ias 19 
‘employee benefits’ for goodwill and intangible assets under ias 36 
‘intangible assets’ and provisions under ias 37 ‘provisions contingent 
liabilities and contingent assets’ judgement is also required in the 
classification of borrowings between current and noncurrent
defined benefit pension schemes are accounted for in 
accordance with the advice of independent qualified actuaries but 
significant judgements are required in relation to the assumptions for 
future salary and pension increases inflation the discount rate applied 
to the liabilities investment returns and member mortality that 
underpin their valuations information on the assumptions used and 
notes to the consolidated financial statements
6061  financial statements 
a nnual r eport and a ccounts 2010  f o ther intangib le assets
intangible assets that are acquired which can be separately identified 
and the cost of which can be measured reliably are capitalised and 
amortised on a straight line basis over their estimated useful economic 
lives subject to any recognised impairment in value usually between 
three and 20 years in determining the useful economic life each asset 
is reviewed separately and consideration given to the period over which 
the group expects to derive economic benefit from the asset the 
useful economic life for significant assets is reviewed annually
software developments and licences capitalised are stated at 
cost less accumulated amortisation and are amortised on a straight 
line basis over their estimated useful economic lives as follows
 software development five to 10 years
 software licences over the length of the licence
where an asset is deemed to have an indefinite useful economic life it 
is not amortised but is instead subject to annual impairment review to 
ensure the carrying value of the asset is supportable
g impairment
financial asse ts
a financial asset is assessed at each reporting date to determine 
whether there is any objective evidence that it is impaired a financial 
asset is considered to be impaired if objective evidence indicates that 
one or more events have had a negative effect on the estimated future 
cash flows of that asset all impairment losses are recognised in profit 
or loss 
n onfinancial assets
the carrying value of the group’s nonfinancial assets other than 
inventories and deferred tax assets are reviewed at each reporting 
date to determine whether there is any indication of impairment  
if any such indication exists then the asset’s recoverable amount is 
estimated for goodwill and intangible assets that have indefinite lives 
the recoverable amount is estimated at each reporting date
an impairment loss is recognised if the carrying amount of  
an asset or its cashgenerating unit exceeds its recoverable amount  
a cashgenerating unit is the smallest identifiable asset group that 
generates cash flows that are largely independent from other assets 
and groups impairment losses are recognised in profit or loss 
impairment losses recognised in respect of cashgenerating units are 
allocated first to reduce the carrying value of any goodwill allocated to 
the units and then to reduce the carrying amount of the other assets in 
the unit group of units on a prorata basis
the recoverable amount of an asset or cashgenerating unit is 
the greater of its value in use and its fair value less costs to sell in 
assessing value in use the estimated future cash flows are discounted 
to their present value using a pretax discount rate that reflects current 
market assessments of the time value of money and the risks specific 
to the asset
an impairment loss in respect of goodwill is not reversed in 
respect of other assets impairment losses recognised in prior periods 
are assessed at each reporting date for any indications that the loss has 
decreased or no longer exists an impairment loss is reversed if there 
has been a change in estimates used to determine the recoverable 
amount an impairment loss is reversed only to the extent that the 
asset’s carrying amount does not exceed the carrying amount that 
would have been determined net of depreciation or amortisation  
if no impairment loss had been recognised
the sensitivity of the liability to a change on the assumptions can be 
found in note 17 
the measurement of intangible assets both on business 
combinations and other asset acquisitions requires assessment of  
the existence of such assets and whether they can be separately and 
reliably measured assumptions and estimates are made about future 
cash flows and appropriate discount rates to value identified intangible 
assets and for subsequent annual impairment reviews as performed in 
accordance with ias 36 for details of goodwill and intangibles and the 
impairment reviews performed refer to note 8
when accounting for provisions the group has taken internal 
and external advice in assessing the level of provision required details 
of the provisions made and the key assumptions can be found in  
note 18
the basis of the classification of the group’s committed 
borrowing facility is provided in note 16
d r evenue
revenue represents the fair value of consideration receivable being 
the value of goods provided during the year net of trade discounts 
cash discounts retrospective and other rebates value added and sales 
taxes revenue from the sale of goods is recognised upon transfer to 
the customer of significant risks and rewards of ownership generally 
this will be when goods are dispatched to the customer credit note 
reserves are provided at each periodend to account for management 
estimates of customer returns and are deducted from revenue any 
returns in excess of the amount provided would also be deducted from 
revenue discounts and rebates are accounted for in the period they 
are earned
e business com binations and goodwill
goodwill arising on the acquisition of subsidiary undertakings and 
businesses representing any excess of the fair value of the 
consideration given over the fair value of the identifiable assets 
liabilities and contingent liabilities acquired is capitalised and is subject 
to impairment review annually and when there is any indication that the 
carrying value may not be recoverable 
on the subsequent disposal or termination of a business 
acquired since 1 march 1998 the profit or loss on disposal or 
termination is calculated after charging the carrying value of any related 
goodwill 
prior to transition to ifrs goodwill was amortised in line with 
uk gaap on transition to ifrs the goodwill balance was frozen
the group’s policy up to and including the year ended  
28 february 1998 was to write off goodwill arising upon acquisition 
against reserves under ifrs 1 and ifrs 3 such goodwill will remain 
eliminated against reserves and will not form part of any subsequent 
profitloss on disposal 
step acquisit ions
step acquisitions arise when the group acquires control of an entity 
through successive share purchases the identifiable assets liabilities 
and contingent liabilities acquired are recorded at fair value on the date 
that control is acquired on the date that control is obtained the 
amount recognised as goodwill or negative goodwill is determined 
separately for each tranche acquired calculated as the difference 
between the fair value of the consideration paid and the fair value of 
the identifiable assets liabilities and contingent liabilities acquired in 
accordance with ifrs 3 2004 business combinations any changes in 
the fair value of the identifiable assets and liabilities acquired between 
the initial investment date and the date that control is obtained are 
recorded in other reserves in equity to the extent that they have not 
previously been recognised in the income statement notes to the consolidated financial statements
con tinued
6263  financial statements 
a nnual r eport and a ccounts 2010 
hedge is included as a movement in the cumulative foreign exchange 
reserve on a subsequent disposal such gains or losses will form part  
of the profit  loss on disposal within the income statement any 
ineffective portion is recognised immediately in profit or loss 
k postretirement benefits
def ined cont ribut ion plans
obligations for defined contribution plans are recognised as an 
expense in the income statement when they are due
def ined benefit plans
the group’s net obligation in respect of defined benefit pension plans 
is calculated separately for each plan by estimating the amount of 
future benefits that employees have earned in return for their service in 
the current and prior periods that benefit is discounted to determine 
its present value and any unrecognised past service costs and the fair 
value of any plan assets are deducted the discount rate is the yield at 
the reporting date on aa creditrated bonds that have maturity dates 
approximating the terms of the group’s obligations the calculation is 
performed by a qualified actuary using the projected unit credit 
method when the calculation results in a benefit to the group the 
recognised asset is limited to the net total of any unrecognised past 
service costs and the present value of any future refunds from the plan 
or reductions in future contributions to the plan an economic benefit 
is available to the group if it is realisable during the life of the plan or on 
settlement of the plan liabilities
when the benefits of a plan are improved the portion of the 
increased benefit relating to past service by employees is recognised in 
the income statement on a straightline basis over the average period 
until the benefits become vested t o the extent that the benefits vest 
immediately the expense is recognised immediately in the income 
statement the group recognises all actuarial gains and losses arising 
from defined benefit plans directly in equity immediately
l employee benefits
share ba sed payment t rans ac tions
the group operates a number of employee share schemes the fair 
value of employee share options granted is recognised as an employee 
expense with a corresponding increase in equity the fair value is 
measured at grant date using an appropriate valuation model taking 
into account the terms and conditions upon which the share options 
were granted these will include both performance and service 
conditions the resulting cost is charged to the income statement  
over the vesting period of the options at each balance sheet date the 
cumulative charge in respect of each option plan is adjusted to reflect 
expected and actual levels of options vesting
the fair value of the amount payable to employees in respect 
of share appreciation rights which are settled in cash is recognised as 
an expense with a corresponding increase in liabilities over the period 
in which the employees become unconditionally entitled to payment 
the liability is remeasured at each reporting date and at settlement 
date any changes in the fair value are recognised within the income 
statement as an employee expense
for options granted before 7 november 2002 the recognition 
and measurement principles of ifrs 2 have not been applied in 
accordance with the transitional provisions in ifrs 1 any cost in 
relation to these options is expensed to the income statement as 
incurred
o vers ea s termina tion costs
the group’s net obligation in respect of termination costs other than 
pension plans is the amount of future payment that sales agents are 
entitled to based on contracts and legal obligations discounted to 
determine the present value the discount rate is the yield at the 
reporting date on aa creditrated bonds that have maturity dates 
approximating the terms of the group’s obligations
1 group accounting policies continued
h property plant and equipment
property plant and equipment assets are carried at cost less 
accumulated depreciation and any recognised impairment in value t o 
the extent that borrowing costs relate to the acquisition construction 
or production of a qualifying asset borrowing costs are capitalised as 
part of the cost of that asset depreciation is provided to write 
property plant and equipment down to a residual value over their 
estimated useful economic lives on a straightline basis at the following 
annual rates 
freehold land no depreciation is charged on 
freehold land
freehold and leasehold buildings 2 per cent of cost or over the life  
of the lease if less than 50 years 
motor vehicles 25 per cent of cost
plant equipment fixtures and 
fittings
7 per cent to 25 per cent of cost 
assets under the course of 
construction
no depreciation is charged on 
assets under the course of 
construction
the residual value and estimated useful economic life for significant 
property plant and equipment is reassessed annually 
i l eases
leases in terms of which the group assumes substantially all the risks 
and rewards of ownership are classified as finance leases all other 
leases are accounted for as operating leases
assets held under finance leases are capitalised and included 
within property plant and equipment at the lower of fair value and the 
present value of minimum lease payments each asset is depreciated 
over the shorter of the lease term or the asset’s useful life
the obligations related to finance leases net of finance lease 
charges in respect of future periods are included within financial 
liabilities the interest element of the rental agreement is charged to 
the income statement over the term of the lease to reflect a constant 
rate of interest on the outstanding capital amount payable
costs in respect of operating leases are charged to the income 
statement on a straightline basis over the term of the lease lease 
incentives are spread over the term of the lease on a straightline basis
j f oreig n currency transactions
t ransactions in foreign currencies are translated to the respective 
functional currencies of group entities using the rate of exchange 
ruling at the date of the transaction monetary assets and liabilities 
denominated in foreign currencies are translated using the rate of 
exchange ruling at the balance sheet date and the foreign exchange 
arising is taken to the income statement 
financial st at ements o f foreign opera tions
income statements of foreign operations are translated into sterling at 
the average rate applicable to the respective accounting period as an 
approximation of the rate at the date the transactions took place 
assets and liabilities including goodwill of foreign operations 
are translated using the rate of exchange ruling at the balance sheet 
date gains or losses on translations of foreign operations are included 
as a movement on the cumulative foreign exchange reserve on a 
subsequent disposal such gains or losses will form part of the profit  
loss on disposal within the income statement gains and losses prior  
to adoption of ifrs are deemed to be nil
net investment in foreign opera tions
the portion of the gain or loss on an instrument used to hedge a net 
investment in a foreign operation that is determined to be an effective  m r esearch and development
research expenditure is charged to income in the year in which it is 
incurred development expenditure is capitalised only if development 
costs can be measured reliably the product is technically and 
commercially feasible future economic benefits are probable  
and the group intends to and has sufficient resources to complete 
development and to sell the asset other development expenditure  
is recognised in profit or loss as incurred no development costs  
are capitalised at 31 march 2010 or 31 march 2009
n c ash equivalents
cash equivalents are current asset investments which are disposable 
without curtailing or disrupting the business and are either readily 
convertible into known amounts of cash at or close to their carrying 
values or traded in an active market cash equivalents comprise 
shortterm bank deposits which have a maturity of three months or 
less at the date of acquisition other than cash
o inventories
inventories are stated at the lower of cost and net realisable value  
in determining the cost of raw materials consumables and goods for 
resale the fifo method is used and includes expenditure incurred in 
acquiring the inventories and bringing them to their existing location 
and condition for work in progress and finished goods cost is taken  
as production cost which includes an appropriate proportion of 
overheads based upon normal operating capacity
net realisable value is determined as estimated selling price 
less all estimated costs of completion and costs to be incurred in 
marketing selling and distribution
p grant income
revenue grants are recognised in the income statement as a reduction 
in the related expense
capital grants are shown in deferred income within the 
balance sheet and released to match the depreciation charge on the 
associated asset
q income tax
income tax comprises current and deferred tax income tax is 
recognised in the income statement except to the extent that it relates 
to items recognised directly in equity in which case it is recognised in 
equity
current tax is the expected tax payable on the taxable income 
for the year using tax rates enacted or substantively enacted at the 
balance sheet date and any adjustment to tax payable in respect of 
previous years
deferred tax is provided using the balance sheet liability 
method providing for temporary differences between the carrying 
amounts of assets and liabilities for financial reporting purposes and 
the amounts used for taxation purposes the amount of deferred tax 
provided is based upon the expected manner of realisation or 
settlement of the carrying values of the assets or liabilities using tax 
rates enacted or substantively enacted at the balance sheet date
deferred tax is not recognised for the following temporary 
differences the intitial recognition of assets or liabilities in a transaction 
that is not a business combination and that affects neither accounting 
nor taxable profit and differences relating to investments and 
subsidiaries to the extent that it is probable that they will not reverse in 
the foreseeable future in addition deferred tax is not recognised for 
taxable temporary differences arising on the initial recognition of 
goodwill
a deferred tax asset is recognised only to the extent that it is 
probable that future taxable profits will be available against which the 
asset can be utilised deferred tax assets are reduced to the extent that 
it is no longer probable that sufficient taxable profits will be available to 
allow all or part of the asset to be realised
r provisions
a provision is recognised in the balance sheet when the group has  
a present legal or constructive obligation as a result of a past event 
which can be measured reliably and it is probable that an outflow of 
economic benefits will be required to settle the obligation if the effect 
is material provisions are determined by discounting the expected 
future cash flows at a pretax rate that reflects current market 
assessments of the time value of money and the risks specific to  
the liability
s f inancial instruments
the group uses derivative financial instruments derivatives to hedge 
its exposure to foreign exchange and interest rate risks arising from 
operational financing and investment activities the group does not 
hold or issue derivative financial instruments for trading purposes
derivative financial instruments are recognised initially at fair 
value subsequent to initial recognition derivative financial instruments 
are stated at fair value the fair value of derivative financial instruments 
is determined by reference to discounted cash flows or option 
valuation models where derivatives do not qualify for hedge 
accounting any gains or losses on remeasurement are immediately 
recognised in the income statement where derivatives qualify for 
hedge accounting recognition of any resultant gain or loss depends on 
the nature of the hedge relationship and the item being hedged the 
effectiveness of hedges is tested at each period end to ensure that the 
hedge remains effective
interestbearing borrowings are initially stated at fair value  
less attributable transaction costs subsequent to initial recognition 
interestbearing borrowings are stated at amortised cost with any 
difference between cost and redemption value being recognised in the 
income statement over the period of the borrowings on an effective 
interest basis
fair value hedging
derivative financial instruments are classified as fair value hedges  
when they hedge the group’s exposure to changes in the fair value  
of a recognised asset or liability any gain or loss from remeasuring  
the hedging instrument is recognised immediately in the income 
statement within financing costs any change in the fair value of the 
hedged item attributable to the hedged risk is adjusted against the 
carrying value of the hedged item and recognised immediately in the 
income statement within financing costs
cas h flow hedging
derivative financial instruments are classified as cash flow hedges 
when they hedge the group’s exposure to variability in cash flows that 
is attributable to a particular risk associated with a recognised asset or 
liability changes in the fair value of the derivative hedging instrument 
designated as a cash flow hedge are recognised directly in equity to the 
extent that the hedge is effective t o the extent the hedge is ineffective 
changes in fair value are recognised in profit or loss
dis con tinuance of hedge accoun ting
if the hedging instrument no longer meets the criteria for hedge 
accounting expires or is sold terminated or exercised then hedge 
accounting is discontinued prospectively the cumulative gain or loss 
previously recognised in equity remains there until the forecast 
transaction occurs when the hedged item is a nonfinancial asset the 
amount recognised in equity is transferred to the carrying amount of 
the asset when it is recognised in other cases the amount recognised 
in equity is transferred to profit or loss in the same period that the 
hedged item affects profit or loss notes to the consolidated financial statements
con tinued
6465  financial statements 
a nnual r eport and a ccounts 2010 
1 group accounting policies continued
t t reasury shares
when share capital recognised as equity is repurchased the amount  
of the consideration paid including directly attributable costs is 
recognised as a change in equity repurchased shares are classified as 
treasury shares and presented as a deduction from total equity
u investments 
investments in equity securities held by the group are classified as 
available for sale financial assets and are stated at fair value where 
there is no active market for unlisted shares held the investment is held 
at cost and subject to annual impairment testing
v borrowings
the drawndown committed group facility at the balance sheet date is 
split between current and noncurrent based upon the directors’ 
expectations of the level of drawdown required for the next 12 months
a ccoun ting standards i ssued but no t adop ted
the international accounting standards board iasb and international 
financial reporting committee ifric have also issued the following 
standards and interpretations which have been endorsed by the eu at 
31 march 2010 with an effective date of implementation after the date 
of these financial statements
int erna tional a ccoun ting st andards b oard
ifrs 3 revised 2008 ‘business combinations’ is effective for 
accounting periods beginning on or after 1 july 2009 the standard 
specifies how an entity should account for busness combinations in 
the annual financial statements the revised standard will be adopted 
by the group for all business combinations on or after 1 april 2010 and 
will be applied prospectively from that date the main changes to the 
standard that are expected to impact upon the group are the 
requirements
 to expense all acquisitionrelated costs through profit and loss and
 to measure contingent consideration at fair value at the acquisition 
date and to record subsequent adjustments to contingent 
consideration through profit and loss rather than as an adjustment 
to goodwill 
a mendments t o
 ias 27 ‘consolidated and separate financial statements’ the 
revised standard prescribes that changes in ownership interests  
that do not result in a loss of control are accounted for within 
shareholders’ equity as transactions with owners acting in their 
capacity as owners no gain or loss is recognised on such 
transactions and goodwill is not remeasured 
 ias 39 ‘financial instruments recognition and measurementeligible 
hedged items’ this amendment addresses two particular situations 
the designation of a onesided risk in a hedged item and also the 
designation of inflation as a hedged risk
 ifrs 5 ‘noncurrent assets held for sale and discontinued 
operations’ this amendment clarifies that the assets and liabilities  
of a subsidiariy should be classified as held for sale if the parent is 
committed to a plan involving loss of control of the subsidiary 
regardless of whether the entity will retain a noncontrolling interest 
after the sale
int erna tional financial r epor ting int erpre tat ions 
c ommitt ee int erpre tat ions 
 ifric 16 ‘hedges of a net investment in a foreign operation’ the 
revised interpretation includes an amendment to the restriction on 
the entity that can hold the hedging instrument
 ifric 17 ‘distributions of noncash assets to owners’ this 
interpretation clarifies that a dividend payable should be recognised 
when the dividend is appropriately authorised and is no longer at the 
discretion of the entity also an entity should measure the dividend 
payable at the fair value of the net assets to be distributed in 
addition an entity should recognise the difference between the 
dividend paid and the carrying amount of the net assets distributed 
in profit or loss
the directors do not anticipate that the adoption of these standards 
and interpretations will have a material effect on the group’s financial 
statements in the period of initial application
no significant impact is expected from other standards and 
interpretations that are endorsed but not yet effective 2 o perating profit
     2010 2009
    note  £m £m 
o perating profit     	 1260 895	
charges included above   	
— for depreciation on owned assets    7	 70 62
— for depreciation on leased assets    7	 01 01
— for amortisation of intangibles    8	 57 34
research and development costs    	 132 118
loss on sale of property plant and equipment    	 03 04
foreign exchange gains in profit or loss excluding financial instruments   	 14 61
fees payable to kpmg and its associates    	
— audit of these financial statements    	 02 02	
— audit of financial statements of subsidiaries    	 06 05	
— other services relating to taxation    	 05 03	
— all other services    	 01 01	
t otal fees payable to kpmg and its associates    	 14 11	
amounts paid to the company’s auditor in respect of services to the company other than the audit of the company’s financial statements have 
not been disclosed as the information is required instead to be disclosed on a consolidated basis
3 f inancial income and expense
r eco gnised in profit or loss
      2010 2009
    note  £m £m 
f inancial income     
bank and deposit interest     	 06 09	
expected return on pension scheme assets     18	 85 103	
     91 112
f inancial expense
bank loans and overdraft     	 64  91	
amortisation of facility arrangement fees     	 03  —
interest on pension scheme liabilities     18	 125  136	
change in fair value of financial assets and liabilities     	 06  15	
    	 198  242	
n et financing costs recognised in profit or loss     	 107  130	
r eco gnised directl y in equity
     2010 2009
      £m £m 
foreign currency translation differences for foreign operations      99 450	
effective portion of changes in fair value of cash flow hedges     08  32	
transferred to the income statement       27  01	
n et finance income recognised directly in equity       118 417	
interest capitalised 
     2010 2009
      £m £m 
interest capitalised within the production or construction cost of property plant and equipment    03 06 
interest has been capitalised at the rate applying to the specific funds borrowed in respect of capital projects where specific funds are not 
borrowed to finance capital projects a capitalisation rate based on a weighted average of borrowings outstanding during the period is applied  
to the expenditure on the asset the rate applied during the current financial year is 50 per cent 2009 63 per cent notes to the consolidated financial statements
con tinued
4 income tax expense
t axation recognised in the income statement is as follows 
     2010 2009
      t otal  total
      £m £m 
c urrent tax expense
current year corporation tax      103 	 122 	
overseas taxation      150 	 75 	
adjustments in respect of prior years      29	 	 03 	
     282 	 200 	
deferred tax expense 
origination and reversal of temporary differences      37 	 12 	
adjustments in respect of prior years       19 02	
     18 	 10 	
t otal income tax expense in the income statement      300 	 210 	
the effective tax rate for the period is 261 per cent on profit before tax 2009 27 5 per cent included within the overseas taxation is a benefit of 
£19 million arising from previously unrecognised deferred tax assets 2009 £25 million
deferred tax charged to the income statement in the year arises principally in respect of the origination and reversal of temporary differences
c onsolidated statement of comprehensive income
amounts taken to the consolidated statement of comprehensive income are analysed as follows
     2010 2009
      £m £m 
c urrent tax 
tax on foreign exchange gains and losses       — 09	
deferred tax 
tax on fair value movements on cash flow hedges      05 —	
tax movements in respect of defined benefit pension liability      67 26	
      62 35	
amounts recognised directly in equity are analysed as follows
     2010 2009
      £m £m 
tax movements in respect of employee costs and share option plans for employees     18  03	
f actors affecting future tax char ges
the group’s future tax charge depends on the levels and mix of profitability in different jurisdictions and the tax rates applied to those profits 
the table below reconciles the current tax charge that would result from applying the uk rate of corporation tax to the group’s total profit before 
tax to the total income tax charge
r econciliation of effective tax rate
     2010 2009
      £m £m 
profit before tax       1153 765	
notional taxation charge at uk corporation tax rate of 28 per cent 2009 28 per cent     323 214	
nondeductible expenses and income not taxable       04 18	
overseas losses not deductible       04 10	
elimination of intragroup profit      14  24	
adjustments in respect of prior years       10 01	
effect of tax rates in foreign jurisdictions      08 02	
overseas losses not previously recognised      19  25	
impact of phased abolition of industrial building allowances     —  14
      300 210	
6667  financial statements 
a nnual r eport and a ccounts 2010  balance sheet 
deferred taxation assetliab ility movement
the amounts of deferred taxation accounted for in the group balance sheet and the movements therein comprised the following deferred tax 
liabilities and assets
  recognised    reclassification balance at
 balance at in income recognised exchange arising on from current 31 m arch 
 1 april 2009 statement in equity differences acquisitions tax 2010
 £m £m £m £m £m £m £m
deferred tax liabilities 
accelerated capital allowances
1
 76	 02		 —	 —	 —	 —	 78 
deferred capital gains 
1
 38		 —	 —	 —	 —	 —	 38 
deferred tax arising on acquisitions
2
  —	 08	 	 —	 	 42	 292		 —	 326
	 114	 	 06	 	 —	 	 42	 292		 —	 442 
deferred tax assets 
defined benefit pension schemes 
3
 148	 	 15	 67 		 —	 —	 —	 200 
capital losses carried forward
1
 38		 —	 —	 —	 —	 —	 38 
share based payments 31	 06	 18 		 —	 —	 —	 55 
intragroup profits in stock
4
 76	 	 43	 	 —	 —	 —	 —	 33 
other shortterm timing differences
5
 45	 28	 	 05	 02	 08	 11 		 89
	 338	 	 24	 80	 02	 08	 11	 415 
1 arises on property plant and equipment
2 relates primarily to intangible assets
3 relates to employee benefit provisions
4 arises on inventories
5 arises mainly on shortterm timing differences on provisions
unrecog nised deferred tax assets and lia bilities 
deferred tax assets have not been recognised in respect of unused income tax losses of £2151 million 2009 £221 million and unused capital 
losses of £1461 million 2009 £1461 million the decrease in income tax losses in the year of £58 million is explained by a foreign currency 
retranslation difference of £96 million on losses carried forward at 2009 net of an increase in losses carried forward of £38 million
it is probable that future taxable profit will not be available against which the group can utilise the benefits therefrom included in the losses are us 
income tax losses of usd 102 million 2009 usd 102 million which are unlikely to be available for use due to the change of ownership restrictions
£47 1 million 2009 £500 million of income tax losses may be carried forward indefinitely the remaining losses held in overseas entities may 
expire over periods of up to 20 years
following the recent introduction of a uk dividend exemption there should be no deferred tax liability in respect of unremitted earnings other 
than where a withholding tax liability may arise on payment of a dividend the potential deferred tax liability in respect of this withholding tax is 
£69 million but the group is in a position to control the timing of the dividends and therefore no liability has been recognised in the previous 
period prior to the introduction of the uk dividend exemption the unrecognised deferred tax liability in respect of unremitted earnings of  
nonuk subsidiaries was £691 million
5 earning s per £0 10 ordinary share
earnings per share has been calculated by dividing the profit attributable to ordinary shareholders by the weighted average number of ordinary 
shares in issue during the year
the profit attributable to ordinary shareholders is as follows
     2010 2009
      £m £m 
profit for the year       714 545 
f or basic earnings per share       714 545 
the calculation of diluted earnings per share uses basic earnings as defined above and the basic weighted average number of ordinary shares in 
issue during the period adjusted as follows
     2010 2009
w eighted average number of shares millions  
number of ordinary shares at start of year       2112 1906 
effect of shares issued in the year and share options exercised      10 40	
f or basic earnings per share       2122 1946	
dilutive effect of share options       36 40 
f or diluted earnings per share       2158 1986  notes to the consolidated financial statements
con tinued
6869  financial statements 
a nnual r eport and a ccounts 2010 
6 seg mental anal ysis
segment information is presented in the consolidated financial statements in respect of the group’s geographical segments the geographical 
segment reporting format reflects the group’s management and internal reporting structure there have been no changes to the basis of 
segmentation or the measurement of segment results since the last annual financial statements
intrasegment pricing is determined on an arm’s length basis
segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis no individual 
customer accounted for more than 10 per cent of revenue in any year reported in the consolidated financial statements the european and asia 
pacific and the rest of the world segments generate revenue from the sale of durex scholl footcare and scholl footwear branded products in 
addition to sales derived from locallyowned brands and the distribution of other consumer products the americas segment derives sales from 
the sale of durex branded products details of the group’s product range are included in the business review on pages 13 to 16
geo graphical se gments
the group is comprised of the following geographical segments
 europe includes acquired russian and ukrainian operations
 americas
 asia pacific and rest of the world
central costs relate entirely to the european segment and are therefore included within the result for that segment
the following tables present an analysis of the group’s revenue and results by geographical segment
year ended 31 m arch 2010
    a sia pacific and 
  europe a mericas r est of the w orld  e liminations c onsolidated
  £m £m £m £m £m
r evenue
external sales   6216 354 1455  — 8025 
intersegment sales   3222  — 575  3797  — 
total revenue   9438 354 2030  3797 8025 
r esult
segment result   966 25 269  — 1260 
finance income       91 
finance costs      198 
profit before tax       1153 
tax      300 
profit after tax       853 
the segment result management operating profit for europe for the year ended 31 march 2010 includes revenue of £1159 million and  
operating profit of £288 million arising in russia and the commonwealth of independent states generated by the acquired business of 
beleggingsmaatschappij lemore bv and revenue of £7 3 million and operating profit of £05 million arising in ukraine generated by the acquired 
business of gainbridge investments cyprus limited whilst these results have been reported separately in these financial statements to aid 
understanding of the group’s performance both territories are managed as part of the european operating segment for the purposes of 
assessing performance and allocating resources
year ended 31 m arch 2009
    asia pacific and
  europe americas rest of the world eliminations consolidated
  £m £m £m £m £m
r evenue
external sales  	 4882	 337	 1205 		 —	 	 6424	
intersegment sales  	 2241		 —	 425	 	 2666		 —	
total revenue  	 7123	 337	 1630 	 	 2666	 6424 	
r esult
segment result  	 657	 17	 221		 —	 895 	
finance income  	 	 	 	 	 112	
finance costs  	 	 	 	 242 	
profit before tax  	 	 	 	 	 765	
tax  	 	 	 	 210 	
profit after tax  	 	 	 	 	 555     n oncurrent noncurrent 
   assets assets t otal assets total assets
   31 m arch 2010 31 march 2009 31 m arch 2010 31 march 2009
   £m £m £m £m
s egment assets
europe   3977 2106	 7007 5109
americas   01 01	 145 156
asia pacific and rest of the world   469 441	 1560 1793
unallocated assets   — —	 418 352
   4447 2548	 9130 7410
noncurrent assets exclude deferred tax assets derivative financial instruments and postemployment benefit assets these are included in 
unallocated assets within total assets
     t otal liabilities total liabilities
     31 m arch 2010 31 march 2009
     £m £m
s egment liabilities
europe     3800  3797	
americas     58  73	
asia pacific and rest of the world     362  244	
unallocated assets     724  395	
     4944  4509	
   2010 2010 2009 2009
   property plant i ntangible property plant intangible
   and equipment amortisation and equipment amortisation
   depreciation and impairment depreciation and impairment
   £m £m £m £m
s egment amortisation depreciation and impairment
europe   39 57 41	 34	
americas   —  — 01		 —	
asia pacific and rest of the world    32  — 21		 —	
    71 57 63	 34
   2010  2009 
   property plant 2010 property plant 2009
   and equipment i ntangible and equipment intangible
   additions additions additions additions
   £m £m £m £m
s egment additions to noncurrent assets
europe    35 211 57	 164 
americas   —  — 01		 — 
asia pacific and rest of the world	 	 	 65  —	 216		 —	
	 	 	 100 211	 274	 164
noncurrent assets are those assets that are expected to be used during more than one period property plant and equipment goodwill and 
intangible assets
     2010 2009
     £m £m
r evenue by product category
durex and contex     3481 2669
scholl footcare     1693 1430
scholl footwear     1059 929
locally owned brands     653 753
t otal branded c onsumer     6886 5781
other consumer     1083 538
third party supply     56 105
t otal s ales     8025 6424 notes to the consolidated financial statements
con tinued
7071 financial statements 
a nnual r eport and a ccounts 2010 
6 seg mental anal ysis continued
     2010 2009
     £m £m
r evenue by country of domicile
external revenue attributable to the uk     1174 1282
external revenue attributable to other countries     6851 5142
t otal external revenue     8025 	 6424	
     2010 2009
     £m £m
n oncurrent assets by country of domicile
noncurrent assets attributable to the uk     1039 1215
noncurrent assets attributable to other countries     3408 1333
t otal noncurrent assets      4447 2548	
 noncurrent assets excluding financial instruments and deferred tax assets
7 property plant and equipment
     plant 
    land and  equipment and 
    buildings motor vehicles t otal
    £m  £m £m 
c ost 
at 1 april 2008     	 388	 1098	 1486 
additions     	 17	 257	 274 
disposals     89	 	 300		 389 
exchange adjustments     	 14	 120	 134 
at 31 march 2009 and 1 april 2009     	 330	 1175	 1505 
additions     	 45	 55	 100 
acquisitions     —	 	 23	 23 
disposals     —	 56		 56 
reclassification     	 80		 80		 —
exchange adjustments     	 13		 13		 —
a t 31 m arch 2010      468 1104 1572 
depreciation and impairment 
at 1 april 2008     	 73	 749	 822 
charge for the year     	 08	 55	 63 
disposals     23	 	 220		 243 
exchange adjustments     06	 61	 55 
at 31 march 2009 and 1 april 2009     	 52	 645	 697 
charge for the year     	 05	 66	 71 
disposals     —	 52		 52 
exchange adjustments     	 01	 03	 04 
a t 31 m arch 2010      58 662 720 
c arrying amounts 
at 1 april 2008    	 315	 349	 664 
at 31 march 2009 and 1 april 2009     	 278	 530	 808  
a t 31 m arch 2010      410 442	 852 
capital expenditure on plant equipment and motor vehicles in the year of £55 million comprised £01 million of capitalised finance leases 
2009 £01 million 
included within plant equipment and motor vehicles are assets held under finance lease with a net book value of £01 million 2009 £01 million 
as detailed in note 3 additions during the year ended 31 march 2010 include £03 million of capitalised borrowing costs 2009 £06 million 
the carrying value of temporarily idle plant at the year end is £nil 2009 £nil group assets held under course of construction total £35 million 2009 £228 million of which £35 million 2009 £228 million is included in 
plant equipment and motor vehicles the assets under construction at 31 march 2010 relates to production equipment in the new china factory 
which has not yet been validated the assets under construction at 31 march 2009 related to the factory under construction in china and the 
expansion of the manufacturing facilities in thailand
as entities are transferred onto sap fully written down assets are removed from the system this is the main driver of the high level of disposals 
during the current and prior year the prior year disposals also includes the write down of assets in guernsey and rubi spain against the european 
supply chain restructuring provision
the net book value of land and buildings is analysed as follows
      2010  2009
      £m £m 
freeholds       220 104	
leasehold improvements       190 174	
long leasehold      — —	
      410 278	
the charge for depreciation for the year is recognised as follows in the income statement 
      2010  2009
      £m £m 
cost of sales       36 22 
distribution expenses       02 07 
administrative expenses       33 34 
      71 63 
8 intangib le assets
     other intangible
   goodwill brands assets t otal
    £m £m £m £m 
c ost 
at 1 april 2008    	 545	 636	 407	 1588 
additions    	 79	 47	 38	 164 
exchange adjustments    	 85	 06	 13	 104 
at 31 march 2009 and 1 april 2009    	 709	 689	 458	 1856 
acquisition    	 376	 1447	 29	 1852 
additions    	 166	 03	 42	 211 
other changes    89	 —	 	 231		 320 
exchange adjustments    	 27	 159		 01	 185 
a t 31 m arch 2010     1189 2298 297 3784 
a mortisation and impairment losses 
at 1 april 2008    	 120	 01	 288	 409 
charge for the year    	 —	 03	 31	 34 
exchange adjustments    	 07	 —	 09	 16 
at 31 march 2009 and 1 april 2009    	 127	 04	 328	 459 
charge for the year    	 —	 17	 40	 57 
other changes    89	 —	 	 231		 320 
exchange adjustments    	 —	 01		 08		 07 
a t 31 m arch 2010     38 22 129	 189 
c arrying amounts 
at 1 april 2008   	 425	 635	 119	 1179 
at 31 march 2009   	 582	 685	 130	 1397 
a t 31 m arch 2010     1151 2276 168	 3595 
‘other changes’ recorded during the year ended 31 march 2010 reflect the removal of fully amortised intangible assets which are no longer 
separately identifiable notes to the consolidated financial statements
con tinued
8 intangib le assets continued
     o ther
     intangible
   goodwill brands assets t otal
    £m   £m   £m   £m 
2010 
c arrying value of significant intangible assets
scholl brand    —   612  —   612 
china goodwill     252  —  —   252 
vasyli goodwill orthaheel brand and vasyli customer relationships    373   25   02   400 
contex russia brand    —   1409  —   1409 
contex ukraine brand    —   112  —   112 
medcom russia goodwill other russian brands and other intangible assets    308   70   26   404 
medcom ukraine goodwill other ukraine brands and other intangible assets   111   11   03   125 
software and other itrelated intangible assets    —  —   96   96 
other assets not individually significant     107   37   41   185 
total     1151   2276   168   3595 
2009 
c arrying value of significant intangible assets
scholl brand    —		 	 614		 —		 	 614	
china goodwill    	 264		 —		 —		 	 264	
vasyli goodwill orthaheel brand and vasyli customer relationships   	 207		 	 26		 	 05		 	 238	
software and other itrelated intangible assets    —		 —		 	 81		 	 81	
other assets not individually significant    	 111		 	 45		 	 44		 	 200	
total    	 582		 	 685		 	 130		 	 1397
key assumptions for the valueinuse calculations are the discount rates growth rates and expected changes in revenues and direct costs during 
the period risk adjusted pretax discount factors of 103306 per cent 2009 11412 per cent have been applied to the projections the pretax 
discount rate has been based on management’s calculation of the pretax weighted average cost of capital wacc using the capital asset 
pricing model to calculate the cost of equity a range of alphas were used to reflect the risk of the different cash generating units the directors  
do not believe that a reasonably possible change of assumptions would cause the recoverable amounts to fall below book value for any of the 
following material assets
m aterial assets 
scholl b rand 
the scholl brand with a carrying value of £612 million at 31 march 2010 2009 £614 million is not amortised the brand has been tested for 
impairment using the method described below no charge for impairment was required in the year
for the purposes of impairment testing of the scholl brand the group is regarded as two cash generating units that part relating to scholl
branded products and that relating to all other consumer products the scholl brand’s recoverable amount was determined by discounting 
future cash flows expected to be generated from continuing use of the brand using the following key assumptions
 cash flows for year one were based upon budgeted operating results
 revenue growth was anticipated at 2 per cent 2009 2 per cent per annum and operating results held at a constant percentage of revenue  
for a further period of eight years this is considered an appropriate mediumterm assumption based on prior performance
 operating results were then held at the year nine figures into perpetuity reflecting the directors’ assertion that the brand has an indefinite  
useful economic life based upon its proven value over long periods and its position in the market which is considered sustainable for the 
foreseeable future
 a pretax risk adjusted discount factor of 101 per cent 2009 114 per cent was applied to the pretax cash flow projections
for the scholl brand to be impaired with all other assumptions held constant the pretax risk adjusted discount factor would need to increase  
to 382 per cent before the brand’s value in use calculation showed any impairment removing the revenue growth from the expected cash flows 
would decrease the valuation by £289 million however the brand would still show no impairment a decrease in the operating margin percentage 
by one percentage point would reduce the valuation by £282 million however the brand would still show no impairment 
g oodwill aris ing on acqui sit ion of q ingdao l ondon d urex c ompany l imit ed ‘c hina g oodwill’ 
goodwill denominated in chinese renminbi arose on the acquisition of the remaining 50 per cent of the ordinary share capital of qingdao 
london durex company limited in january 2007  the carrying value of the goodwill at 31 march 2010 is £252 million 2009 £264 million
for the purposes of impairment testing of the china goodwill the chinese commercial business and manufacturing entities of qingdao london 
durex company limited and ssl healthcare shanghai limited were identified as a single cash generating unit the recoverable amount was 
determined by discounting future cash flows expected to be generated from continuing use of the goodwill using the following key assumptions
7273  financial statements 
a nnual r eport and a ccounts 2010   cash flows for year one were based upon budgeted operating results
 revenue growth was anticipated at 3 per cent 2009 3 per cent per annum based on medium to longterm forecasts with operating results 
held at a constant percentage of revenue for a further period of nine years this is in line with historical experience
 operating results were then held at the year 10 figures into perpetuity reflecting the expected maintenance of the position in the market
 a pretax risk adjusted discount factor of 115 per cent 2009 12 per cent was applied to the projections
for the china goodwill to be impaired with all other assumptions held constant the pretax risk adjusted discount factor would need to increase 
to 71 per cent before the value in use calculation showed any impairment removing the revenue growth from the expected cash flows would 
decrease the valuation by £27 million however the goodwill would still show no impairment a decrease in the operating margin percentage by 
one percentage point would reduce the valuation by £33 million however the goodwill would still show no impairment 
vas yli goodwill and in tangible asse ts 
the vasyli business was acquired in november 2007  with goodwill of £128 million initially recognised on acquisition during the current and prior 
financial year the directors have reviewed the contingent consideration payable in the forthcoming year as detailed in note 17  and consequently 
the goodwill relating to the vasyli business was increased to £207 million at 31 march 2009 and £37 3 million at 31 march 2010 the carrying value 
of the other intangible assets acquired as part of the vasyli acquisition at 31 march 2010 is £27 million 2009 £31 million the useful economic 
lives attributed to the other intangible assets at recognition were 20 years for the brands and related intellectual property and three to five years 
for customer relationships no changes have been made to the estimated remaining useful economic lives since acquisition
an impairment review has been performed at 31 march 2010 in relation to the revised goodwill of £37 3 million the vasyli business encompassing 
sales of the orthaheel orthastyle vasyli and vas brands across the group was identified as a single cashgenerating unit the recoverable 
amount was determined by discounting future cash flows expected to be generated from continuing use of the goodwill using the following key 
assumptions
 cash flows for year one were based upon budgeted operating results
 cash flows for years two and three were based upon the business plan forecast operating results
 revenue growth was anticipated at 3 per cent 2009 3 per cent per annum from year four to year 10 nil thereafter and operating results held at 
a constant percentage of revenue
 operating results were then held at the year 10 figures for a further 10 years reflecting the current expected useful life of the goodwill and related 
brands and the longerterm strategic benefit of the integration of the vasyli business with that of scholl footcare
 a pretax risk adjusted discount factor of 117 per cent 2009 118 per cent was applied to the projections
for the vasyli goodwill to be impaired with all other assumptions held constant the pretax risk adjusted discount factor would need to increase 
to 197 per cent before the value in use calculation showed any impairment removing all revenue growth from the expected cash flows would 
decrease the valuation by £101 million however the goodwill would still show no impairment a decrease in the operating margin percentage by 
one percentage point would reduce the valuation by £18 million however the goodwill would still show no impairment 
c ont ex ru ssia brand m edcom ru ssia goodwill and o ther int angible asse ts 
the medcom russia business was acquired in june 2009 as detailed in note 9 the individually material assets recognised at acquisition were 
the contex brand valued at £1266 million and goodwill of £27 6 million these assets are denominated in russian roubles and at 31 march closing 
exchange rates were valued at £1409 million and £308 million respectively
the carrying value of the other intangible assets acquired as part of the medcom russia acquisition at 31 march 2010 is £96 million the useful 
economic lives attributed to the other intangible assets at recognition were 10 years for the brands and related intellectual property and six years 
for customer relationships no changes have been made to the estimated remaining useful economic lives since acquisition
an impairment review has been performed at 31 march 2010 in relation to the contex russia brand and medcom russia goodwill of £1409 million 
and £306 million the cash flows of the medcom russia business were separated into two cashgenerating units the first encompassing cash 
flows generated from the sale of contexbranded condoms and lubricants within russia and the cis states and the second including cash flows 
generated by the sale of all other consumer and medical goods across russia and the cis states the recoverable amount was determined by 
discounting future cash flows expected to be generated from continuing use of the contex brand and goodwill using the following key 
assumptions
 cash flows for year one were based upon budgeted operating results
 cash flows for years two and three were based upon the business plan forecast operating results
 revenue growth was anticipated at 13 per cent from year two to 7 per cent in perpetuity in line with inflation assumptions for the region
 operating results were held at a constant percentage of revenue
 results into perpetuity were then calculated based on the operating results for year ten reflecting the expected indefinite useful economic life 
of the goodwill and contex brand and the longerterm strategic benefit of the integration of the medcom business with that of the group
 a pretax risk adjusted discount factor of 219 per cent was applied to the projections notes to the consolidated financial statements
con tinued
8 intangib le assets continued
for the medcom russia goodwill to be impaired with all other assumptions held constant the pretax risk adjusted discount factor would need to 
increase to 118 per cent before the valueinuse calculation showed any impairment removing all revenue growth from the cash flow projections 
would decrease the valuation by £695 million however the goodwill would still show no impairment a decrease in the operating margin 
percentage by one percentage point would reduce the valuation by £90 million however the goodwill would still show no impairment 
for the contex russia brand to be impaired with all other assumptions held constant the risk adjusted discount factor would need to increase 
to 248 per cent before the valueinuse calculation showed any impairment reducing revenue growth by one per cent would decrease the 
valuation by £119 million however the goodwill would still show no impairment a decrease in the operating margin percentage by one percentage 
point would reduce the valuation by £43 million however the goodwill would still show no impairment 
c ont ex u kraine brand m edcom u kraine goodwill and o ther int angible asse ts 
the medcom ukraine business was acquired in october 2009 as detailed in note 9 the individually material assets recognised at acquisition 
were the contex brand valued at £102 million and goodwill of £101 million these assets are denominated in ukrainian hryvnia and at 31 march 
2010 closing exchange rates were valued at £112 million and £111 million respectively
the carrying value of the other intangible assets acquired as part of the medcom ukraine acquisition at 31 march 2010 is £14 million 2009 £nil 
the useful economic lives attributed to the other intangible assets at recognition were 10 years for the brands and related intellectual property 
and 25 years for customer relationships no changes have been made to the estimated remaining useful economic lives since acquisition
an impairment review has been performed at 31 march 2010 in relation to the contex ukraine brand and medcom ukraine goodwill of £112 million 
and £111million the cash flows of the medcom ukraine business were separated into two cashgenerating units the first encompassing cash 
flows generated from the sale of contexbranded condoms and lubricants within ukraine and the second including cash flows generated by the 
sale of all other consumer and medical goods in ukraine the recoverable amount was determined by discounting future cash flows expected to 
be generated from continuing use of the contex brand and goodwill using the following key assumptions
 cash flows for year one were based upon budgeted operating results
 cash flows for years two and three were based upon the business plan forecast operating results
 revenue growth was anticipated at 155 per cent from year two and 5 per cent in perpetuity in line with inflation assumptions for the region
 operating results were held at a constant percentage of revenue
 results into perpetuity were then calculated based on the operating results for year 10 reflecting the expected indefinite useful economic life of 
the goodwill and contex brand and the longerterm strategic benefit of the integration of the medcom ukraine business with that of the group
 a pretax risk adjusted discount factor of 306 per cent was applied to the projections
for the medcom ukraine goodwill to be impaired with all other assumptions held constant the pretax risk adjusted discount factor would need 
to increase to 326 per cent before the value in use calculation showed any impairment reducing all revenue growth by one per cent would 
decrease the valuation by £05 million however the goodwill would still show no impairment a decrease in the operating margin percentage by 
one percentage point would reduce the valuation by £05 million however the goodwill would still show no impairment 
for the contex ukraine brand to be impaired with all other assumptions held constant the pretax risk adjusted discount factor would need to 
increase to 484 per cent before the value in use calculation showed any impairment removing all revenue growth from the expected cash flows 
would decrease the valuation by £54 million however the goodwill would still show no impairment a decrease in the operating margin percentage 
by one percentage point would reduce the valuation by £05 million however the goodwill would still show no impairment 
9 a cquisition of su bsidiaries
belegging smaatschappij l emore b v blbv 
on 1 june 2009 the group fulfilled its intention to increase its investment in the issued share capital of beleggingsmaatschappij lemore bv 
‘blbv’ from 155 per cent to 50 per cent plus one share thereby securing control of the company the cash consideration was £602 million
on 12 february 2010 the group exercised an option conditional upon the approval of ssl’s shareholders to increase its stake in blbv to 753 per 
cent and has a further option exercisable in 2011 to take the group shareholding in blbv to 100 per cent blbv is the parent company of a group 
of companies involved in the sale and distribution of consumer and medical products across russia and the commonwealth of independent 
states ‘cis’ approval for the increase in the stake was received post yearend see note 26
7475  financial statements 
a nnual r eport and a ccounts 2010  the amounts recognised in respect of identifiable assets and liabilities relating to the acquisition of blbv were as follows
   book value of ifrs adjustments   f air value
   assets acquired  and accounting  fair value of assets
   russian gaap policy alignment adjustments acquired
   £m £m £m £m
contex brand   —	 —	 	 1266		 1266 
other brands   —	 —	 	 69		 69 
customer relationships   —	 —	 	 27		 27 
other intangible assets   	 01		 09	 06		 04 
property plant and equipment   	 21		 01	 —	 22 
inventory   	 236		 	 04		 10		 230 
trade and other receivables   	 210		 19	 	 11		 180 
cash   	 15		 —	 —	 15 
trade and other payables   182	 	 17	 	 11		 210 
loans   29		 —	 —	 29 
deferred tax asset  provision   	 01		 	 05	 	 272		 266 
   	 273		 17		 	 1052		 1308 
minority interest      647
goodwill       276
total consideration       937 
satisfied by
cash       857 
direct costs associated with acquisition      	 80 
       937 
total consideration      	 937 
costs incurred in year ended 31 march 2009 in relation to the acquisition of the 155 per cent interest note 10  307	
addition during year ended 31 march 2010      	 630 
cash acquired with subsidiary      15	
net adjustment for closing accruals at 31 march 2009 and 31 march 2010      05	
n et cash outflow on blbv during the year ended 31 m arch 2010      620 
net cash outflow on gainbridge during the year ended 31 march 2010     	 183 
n et cash outflow on acquisitions of subsidiaries during the year ended 31 m arch 2010    803
of the cash consideration and direct costs noted above £620 million related to cash outflows during the year ended 31 march 2010 in the 
consolidated statement of cash flows this figure is presented net of cash acquired with the subsidiary of £15 million a further £307 million 
related to costs incurred in the year ended 31 march 2009 in relation to the acquisition of the 155 per cent interest
negligible intangible assets were included in the underlying records of blbv or its main trading subsidiary medcom mp on acquisition the group 
identified the following intangible assets
 contex brand and related trademarks this is the marketleading brand of condoms and lubricants in russia and was one of the primary 
reasons for the acquisition of blbv the contex brand is considered to have an indefinite economic life and has been valued using the ‘excess 
earnings’ method at rub 6287 million £1266 million roubledenominated cash flows have been based upon local management forecasts for 
the first five years with future sales growth rates incorporating russian inflation expectations ranging from 23 per cent in the first year 
postacquisition to 7 per cent in perpetuity the discount rate of 187 per cent has been adjusted for risk factors specific to russia and medcom 
capital asset charges have been applied using riskadjusted weighted average costs of capital in respect of fixed assets working capital and the 
local workforce
 other brands additional brands relating to condoms pregnancy testing kits plasters and medical gloves have been valued at rub 342 million 
£69 million using the ‘relief from royalty’ method royalty rates of between 25 per cent and 7 per cent have been used in the valuations 
dependent upon the relative strength of the brands and a discount rate of 202 per cent has been applied to the expected royalty savings  
the brands have been assessed as having remaining useful economic lives of 10 years with future growth rates incorporating russian inflation 
ranging from 13 per cent in the first year postacquisition to 7 per cent after year five
 customer relationships — customer relationships totalling rub 133 million £27 million have been recognised with regards to existing 
customer lists and contracts the customers were separated into two groups sharing similar characteristics namely ‘consumer’ and ‘medical’ 
with cash flows forecast over a period of six years representing the expected useful life of the relationships the roubledenominated cash 
flows were based upon local management forecasts sales growth assumptions incorporate russian inflation expectations ranging from 13 per 
cent in the first year postacquisition to 7 per cent in year six a discount rate of 217 per cent was applied
the goodwill arising on the acquisition of blbv is attributed to the anticipated profitability of the distribution of the group’s existing products  
for example the durex and scholl footcare portfolios in the russia and cis markets and distribution channels and the anticipated future 
manufacturing synergies arising from the combination notes to the consolidated financial statements
con tinued
7677  financial statements 
a nnual r eport and a ccounts 2010 
9 a cquisition of su bsidiaries continued
fair value adjustments were made to the working capital balances acquired reflecting management’s assessment of the recoverability of 
inventory and trade receivables and unrecorded trade payables a deferred tax liability was also recognised in respect of the temporary timing 
differences created by the fair value adjustments given the short time frame between the intial and subsequent investments and the fact that 
there was no significant change to the business during this period the fair value of the identifiable assets and liabilities acquired between the two 
dates are consistent
blbv contributed £1159 million revenue and £286 million to the group’s profit before tax for the period between the date of acquisition and  
31 march 2010
it is not practicable to disclose what the contribution to group revenue and profits would have been had the acquisition of blbv been completed 
on the first day of the current period as consoldiated financial information was not prepared on an ifrs basis prior to 1 june 2009
gainb ridg e investments c yprus l imited ‘gainb ridg e’
on 1 october 2009 the group completed the acquisition of 100 per cent of the shares of gainbridge from ccd estate for cash consideration of 
€206 million £187 million at which point control of the group was deemed to pass to ssl international plc gainbridge is a holding company 
invested primarily in companies engaged in the packaging and distribution of condoms and medical products in the ukraine and owns the market 
leading condom brand in ukraine
the initial accounting for the transaction has been determined using the purchase method of accounting and a provisional assessment has been 
made of the fair value to the group of the assets and liabilities acquired fair values will be reviewed based upon additional information available 
up to one year from the acquisition date
the amounts recognised in respect of identifiable assets and liabilities relating to the acquisition of gainbridge were as follows
   book value of ifrs adjustments   f air value
   assets acquired  and accounting  fair value of assets
   ukrainian gaap policy alignment adjustments acquired
   £m £m £m £m
contex brand   —	 —	 	 102		 102 
other brands   —	 —	 	 10		 10 
customer relationships   —	 —	 	 02		 02 
other intangible assets   	 01		 —	 —	 01 
property plant and equipment   	 02		 01		 —	 01 
inventory   	 22		 03	 	 01		 18 
trade and other receivables   	 17		 	 03		 01		 19 
cash   	 10		 —	 —	 10 
trade and other payables   18	 	 06	 	 02		 26 
corporation tax liability   03		 —	 —	 03 
deferred tax assetprovision   —	 	 02		 28		 26 
   	 31		 05		 	 82		 108 
goodwill    	 	 	 101
total consideration   	 	 	 209
satisfied by
cash consideration   	 	 	 	 187 
accrued consideration   	 	 	 	 10 
direct costs associated with acquisition   	 	 	 	 12 
   	 	  209 
total consideration   	 	 	 	 209	
cash acquired with subsidiary   	 	 	 10 
adjustment for closing accruals at 31 march 2010   	 	 	 14 
direct costs paid during yearended 31 march 2009   	 	 	 02 
n et cash outflow on gainbridge during the year ended 31 m arch 2010 	 	  183
of the cash consideration and direct costs noted above £183 million related to cash outflows during the year ended 31 march 2010 in the 
consolidated statement of cash flows this figure is presented net of cash acquired with the subsidiary of £10 million a further £02 million related 
to costs incurred in the year ended 31 march 2009 in relation to the acquisition and £14 million was accrued at 31 march 2010 in relation to 
directly attributable costs and consideration in relation to working capital and net debt adjustments which have not yet been paid
negligible intangible assets were included in the underlying records of gainbridge or its main trading subsidiary medcom mp ukraine  
on acquisition the group identified the following intangible assets  contex brand and related trademarks this is the marketleading brand of condoms and lubricants in ukraine and was one of the primary 
reasons for the acquisition of gainbridge the contex brand is considered to have an indefinite economic life and has been valued using the 
‘excess earnings’ method at uah 134 million £102 million hryvniadenominated cash flows have been based upon local management 
forecasts for the first five years with future sales growth rates incorporating ukrainian inflation expectations ranging from 23 per cent in the first 
year postacquisition to 5 per cent in perpetuity the discount rate of 24 per cent has been adjusted for risk factors specific to ukraine and 
medcom capital asset charges have been applied using riskadjusted weighted average costs of capital in respect of fixed assets working 
capital and the local workforce
 other brands additional brands relating to condoms pregnancy testing kits and plasters have been valued at uah 138 million £10 million 
using the ‘relief from royalty’ method royalty rates of 7 per cent have been used in the valuations and a discount rate of 255 per cent has been 
applied to the expected royalty savings the brands have been assessed as having remaining useful economic lives of 10 years with future 
growth rates incorporating ukrainian inflation ranging from 13 per cent in the first year postacquisition to 7 per cent after year five
 customer relationships—customer relationships totalling uah 26 million £02 million have been recognised with regards to existing customer 
lists and contracts the customers were separated into two groups sharing similar characteristics namely ‘consumer’ and ‘medical’ with cash 
flows forecast over a period of 25 years representing the expected useful life of the relationships the hryvniadenominated cash flows were 
based upon local management forecasts sales growth assumptions incorporate ukraine inflation expectations ranging from 23 per cent in the 
first year postacquisition to 13 per cent in year two a discount rate of 27 per cent was applied
the goodwill arising on the acquisition of gainbridge is attributed to the anticipated profitability of the distribution of the group’s existing 
products for example the durex and scholl footcare portfolios in ukraine and the anticipated future manufacturing synergies arising from  
the combination
fair value adjustments were made to the working capital balances acquired reflecting management’s assessment of the recoverability of 
inventory and trade receivables and unrecorded trade payables a deferred tax liability was also recognised in respect of the temporary timing 
differences created by the fair value adjustments 
gainbridge contributed £7 3 million revenue and £05 million to the group’s profit before tax for the period between the date of acquisition and 
31 march 2010
it is not practicable to disclose what the contribution to group revenue and profits would have been had the acquisition of gainbridge been 
completed on the first day of the current period as consoldiated financial information was not prepared on an ifrs basis prior to 1 october 2009
10 investments
     beleggings
    stirus global maatschappij
    solutions limited  lemore bv  total 
    £m   £m   £m 
c ost 
at 1 april 2008     	 10		 —	 10 
additions     —	 	 307		 307 
at 31 march 2009 and 1 april 2009     	 10		 	 307		 317 
additions     —	 	 —
impairment     10		 —	 10 
consolidation of former investment     —	 307		 307 
a t 31 m arch 2010     — — —
the group holds a strategic noncontrolling interest of 11 per cent in stirus global solutions limited which is classified as a financial asset 
available for sale stirus global solutions limited is an unquoted entity therefore fair value of the shareholding cannot be readily ascertained the 
investment is therefore held at initial cost and subject to annual impairment review an impairment charge of £10 million was recorded in the year 
ended 31 march 2010 in relation to this investment      
on 19 may 2008 the group completed the first stage of its investment in beleggingsmaatschappij lemore bv ‘blbv’ acquiring a 155 per cent 
stake for £246 million plus acquisition costs of £61 million with the ability to purchase the remainder exercisable over the next two years the 
investment was classed as a financial asset available for sale and was held at fair value at 31 march 2009 at that date the directors concluded 
that it was not appropriate to account for the investment in blbv as an associate because the group held less than 20 per cent of the voting 
power and the options to purchase the remainder of blbv were not exercisable at the balance sheet date it was concluded that the group did 
not exercise significant influence over the financial and operating policy decisions of blbv
on 1 june 2009 the group completed the second stage of its investment and gained control of blbv as detailed in note 9 from this date the 
results of blbv have been included in the group results therefore the investment has been replaced wiht the results of the business in the 
financial statements notes to the consolidated financial statements
con tinued
11 inventories
     2010 2009
      £m   £m 
raw materials and consumables       145  	 116	
stocks and work in progress       54  	 52	
finished goods and goods for resale       1032  	 871	
a t end of year       1231  	 1039	
total gross inventories       1413  	 1161	
inventory provision      182  122	
      1231  	 1039	
analysis of inventory provision movements in the year 
at beginning of year      122  101	
acquired with subsidiaries      23  —
income statement charge      69  40	
amounts utilised       33  	 33	
exchange movements      01  14	
a t end of year      182  122	
the amount of inventories recognised as an expense within cost of sales amounted to £2761 million 2009 £2253 million 
12 t rade and other receiva bles
     2010 2009
      £m   £m 
c urrent 
gross trade receivables       2195  	 1910	
less allowance for impairment      87  71	
      2108  	 1839	
other prepayments and accrued income       71  	 70	
other receivables       83  	 84	
loan notes receivable       26  —
derivative financial assets       01  —
      2289  	 1993	
n oncurrent 
loan notes receivable      — 	 26	
      2289  	 2019	
a llowance for impairment 
at beginning of year      71  58	
acquired with subsidiaries      22  —
income statement charge      12  33	
amounts released in the year       04  	 02	
amounts utilised and other movements       15  	 25	
exchange movements      01  07	
a t end of year      87  71	
current trade and other receivables include amounts due to be settled in sterling euros us dollars russian roubles chinese renminbi and 
other currencies non current receivables relate to sterling amounts due 
the group’s exposure to credit and currency risks are disclosed in note 23
7879  financial statements 
a nnual r eport and a ccounts 2010  13 c ash and cash equivalents 
     2010 2009
    note  £m   £m 
cash at bank     	 745  	 629	
shortterm deposits     	 — 	 850	
c ash and cash equivalents per balance sheet     	 745  	 1479	
overdrafts     16	 90  135	
c ash and cash equivalents per cash flow statement     	 655  	 1344	
cash and cash equivalents comprise cash held by the group and shortterm bank deposits with an original maturity of three months or less at the 
date of acquisition the carrying amount of these assets approximates their fair value 
14 t rade and other paya bles
     2010 2009
      £m   £m 
c urrent 
trade payables       941  	 870	
value added taxes payroll taxes and social security       127  	 58	
other payables and accruals       889  	 706	
      1957  	 1634	
n oncurrent 
other payables       12  	 04	
current trade and other payables principally comprise amounts outstanding for trade purchases and ongoing costs the average credit period 
taken for trade purchases is 113 days 2009 125 days for the majority of suppliers no interest is charged on the trade payables the group has 
financial risk management policies in place to ensure that all payables are paid within the agreed payment terms current payables include 
amounts due to be settled in sterling euros us dollars thai baht malaysian ringgit chinese renminbi russian roubles and other currencies 
the directors consider that the carrying amount of trade payables approximates to their fair value
the group’s exposure to currency risk related to trade and other payables is disclosed in note 23
15 t ax paya ble
t ax payable represents the amount of income tax payable in respect of current and prior periods £96 million 2009 £89 million is expected to 
be paid within the next 12 months £186 million 2009 £191 million is expected to be payable after more than 12 months
16 borrowing s and derivative financial lia bilities
     2010 2009
      £m   £m 
c urrent liabilities 
borrowings       
overdrafts and unsecured facilities       90  	 135	
bank loans      — 	 102	
obligations under finance leases       01  	 01	
      91  	 238	
derivative financial liabilities 
forward contract derivatives      — 	 04	
interest rate swaps       21  	 02	
      21  	 06	
n oncurrent liabilities 
borrowings       
bank loans       1089  	 1374	
unamortised facility arrangement fees      45  —
      1044  	 1374	
derivative financial liabilities 
interest rate swaps      — 	 38	
total borrowings and derivative financial liabilities       1156  	 1656	 notes to the consolidated financial statements
con tinued
8081  financial statements 
a nnual r eport and a ccounts 2010 
16 borrowing s and derivative financial lia bilities continued
t erms and de bt repayment schedule 
     31 m arch 2010    31 march 2009
  nominal f ace c arrying face carrying
  interest value  amount value  amount 
 currency rate   £m   £m   £m   £m 
overdrafts  	 eur	 	 375–800	 83   83  	 125		 	 125	
overdrafts  	 gbp	 	 225	 07   07  	 10		 	 10	
c urrent liabilities overdrafts  	 	 90   90  	 135		 	 135	
bank loans 
italy loan unsecured  	 eur		 na	 — — 	 102		 	 102	
l oans within current liabilities  	 	 — — 	 102		 	 102	
bank loans  	 	  	
group facility sterling drawdown  	 gbp	 	 270	 919   919  	 1200		 	 1200	
group facility euro drawdown  	 eur	 	 255	 105   105  	 109		 	 109	
group facility japanese yen drawdown  	 jpy	 	 230	 65   65  	 65		 	 65	
l oans within noncurrent liabilities  	 	 1089   1089  	 1374		 	 1374	
f inance lease liabilities  	 thb	 	 900	 01   01  	 01		 	 01	
t otal interestbearing liabilities  	 	 1180   1180   1612   1612	
the disclosures below detail the cash flow hedge relationships between the group’s variable rate loans and interest rate swaps
the principal features of the group’s borrowings are as follows
bank overdrafts are repayable on demand overdrafts and facilities of £90 million 2009 £135 millon are unsecured the average effective 
interest rate on bank overdraft approximates 225 per cent 2009 125 per cent per annum
the group has the following bank facilities
 a syndicated group facility of £4100 million available until june 2013 of which £1089 million 2009 £137 4 million had been drawn down at 
31 march 2010 drawdowns can be made for periods of one two three or six months or any other mutuallyagreed term interest rates are set  
at the corresponding libor plus 215 basis points at the time of the drawdown
 the individual drawdowns under the group facility at 31 march 2010 all had repayment dates in april 2010 the drawdowns under the group 
facility at 31 march 2009 all had repayment dates in april 2009 at 31 march 2010 and 31 march 2009 the group had the ability to rollover these 
drawdowns and expected that they all would be rolled over for at least 12 months therefore the borrowings under the facility were classed as 
noncurrent
 at 31 march 2009 ssl healthcare italia spa had fixed rate unsecured loans of £102 million as there was no committed facility the loans were 
disclosed within current liabilities
 various overdraft facilities exist across the group including a uk facility of £7 5 million 2009 £7 5 million net
undrawn borrowing facilities 
at 31 march 2010 the group had available £3011 million 2009 £826 million of undrawn committed borrowing facilities in respect of which all 
conditions precedent had been met
bank loans and interest rate swaps held as a cash flow hed ge 
     2010 2009
      £m   £m 
£600 million sterling drawdown on group facility at 1 month libor of 27 per cent 2009 16 per cent    600  	 600	
interest rate swaps 3 month libor to fixed 546 per cent       21  	 38	
interest rate basis swaps 3 month libor to 1 month libor     — 	 02	
      621  	 640	
within	 the	 total	 facility	 drawndown	 of	 £1089	 million	 £600	 million	 has	 been	 hedged	 from	a	 floating	 to	 fixed	 interest	 rate	 the	 £600	 million	 drawdowns	 on	
the	 group	 facility	 designated	 as	 part	 of	 the	 cash	 flow	 hedge	 relationship	 are	 for	 periods	 of	 one	 month	 repayable	 in	 april	 2010	 and	 therefore	 are	 held	 at	
notional	 value	 which	 is	 deemed	 equivalent	 to	 fair	 value	 the	 interest	 rate	 swaps	 are	 held	 at	 fair	 value	 changes	 in	 fair	 value	 totalling	 £08	 million	 2009	
£32	 million	 have	 been	 charged	 directly	 to	 equity	 in	 relation	 to	 fair	 value	 movements	 in	 the	 interest	 rate	 swaps	 during	 the	 year	 ended	 31	 march	 2010	
changes	 in	 fair	 value	 of	 £27	 million	 2009	 £01	 million	 previously	 chargedcredited	 directly	 to	 equity	 have	 been	 recycled	 through	 profit	 and	 loss	 in	 the	
current	 year	 the	 cash	 flow	 hedge	 was	 100 per cent	 effective	 in	 the	 current	 and	 prior	 year bank loans held as a net investment hed ge 
the japanese yen drawdown on the group facility of £65 million 2009 £65 million is designated as a net investment hedge of the group’s 
investment in subsidiaries denominated in japanese yen as explained in note 20 the net investment hedge was 100 per cent effective in the 
current and prior year
oblig ations under finance leases 
finance lease liabilities are secured on the assets to which they relate the average lease term outstanding is one year for the year ended  
31 march 2010 the average effective borrowing rate was 86 per cent 2009 67 per cent interest rates are fixed at the contract date  
the lease obligations are denominated in thai baht and the fair value of the group’s lease obligations approximates their carrying value
borrowing maturities
     2010 2009
      £m   £m 
bank loans and overdraft 
bank loans or instalments thereof are repayable 
from 34 years       1089  —
from 23 years      — 	 1374	
total due after more than one year       1089  	 1374	
total due within one year       90  	 237	
      1179  	 1611	
      
unamortised facility arrang ement fees
     2010 2009
      £m   £m 
unamortised facility arrangement fees on facilities expiring within 3–4 years    45  —
     45  —
o bligations under finance lease see also note 25       
obligations under finance lease or instalments thereof are repayable 
total due within one year       01  	 01	
      01  	 01	
derivative financial liability maturities
f orward contract derivatives 
forward contract derivatives are repayable 
total due within one year      — 	 04	
     — 	 04	
interest rate and currency swaps 
interest rate and currency swaps or instalments thereof are repayable 
from 1–2 years      — 	 38	
total due after more than one year      — 	 38	
total due within one year       21  	 02	
      21  	 40	
t otal borrowings and derivative financial liabilities 
balances or instalments thereof are repayable 
after 5 years from the balance sheet date      — —
from 3–4 years       1044  —
from 2–3 years      — 	 1374	
from 1–2 years      — 	 38	
total due after more than one year       1044  	 1412	
total due within one year       112  	 244	
t otal borrowings and derivative financial liabilities       1156  	 1656	
the aggregate amount of debt any instalment of which falls due after five years is £nil 2009 £nil notes to the consolidated financial statements
continued
17  provisions for liabilities
	 	 	 overseas	 european
	 	 termination	 supply	 chain	 	 contingent
	 	 costs	 	 restructuring	 other	 	 consideration t otal
	 	 	 £m		 	 £m		 	 £m		 	 £m	  £m 
a t 31 m arch 2008		 	 	 39		 	 224		 	 84		 	 15	 	 	 362	
provisions	 made	 during	 the	 year			 	 	 04		 		—		 	—		 	 79	 	 	 83	
provisions	 used	 during	 the	 year		 	 01	 	 195	 	 17		 	— 	 	 213 	
provisions	 transferred	 during	 the	 year		 	 	—		 08		 	 08		 	— 		 		—	
exchange	 and	 other	 movements		 	 	 06		 	 11		 	 02		 	— 	 	 	 19	
a t 31 m arch 2009		 	 	 48		 	 32		 	 77		 	 94	 	 	 251	
provisions	 made	 during	 the	 year			 	 	 02		 	 —	 	 —	 	 166	 	 	 168	
provisions	 used	 during	 the	 year		 	 02	 	 21	 	 30		 	— 	 	 53 	
exchange	 and	 other	 movements		 	 07	 	 07		 	 05		 05	 	 14 	 	
a t 31 m arch 2010		 	 	 41		 	 04		 	 52		 	 255		 	 352	
current		 	 	—		 	 04		 	 11		 	 255		 	 270	
noncurrent		 	 	 41		 	—		 	 41		 	— 	 	 	 82	
	 	 	 41		 	 04		 	 52		 	 255		 	 352	
	
o verseas termination costs 
included	 within	 overseas	 termination	 costs	 is	 an	 amount	 of	 £41	 million	 2009	 £38	 million	 for	 the	 estimated	 amounts	 payable	 to	 employees	 and	
agents	 in	a	 number	 of	 overseas	 subsidiaries	 these	 payments	 are	 based	 on	 service	 and	 are	 payable	 to	 employees	 and	 agents	 upon	 termination	 of	
services	 for	 the	 group	 regardless	 of	 the	 reason	 for	 such	 termination	 the	 terms	 of	 the	 payments	 vary	 by	 territory	 and	 include	 for	 example	
average	 salary	 over	 the	 service	 life	 of	 the	 employee	 or	 the	 final	 salary	 of	 the	 employee	 or	 payment	 required	 under	 collective	 agreements	 to	 sales	
agents	 upon	 termination	 of	 their	 contracts	 by	 the	 group	 the	 main	 assumptions	 underlying	 the	 calculation	 on	a	 weighted	 average	 basis	 across	
the	 various	 schemes	 are	 salary	 increases	 of	1	 per	 cent	 an	 inflation	 rate	 of	2	 per	 cent	 and	a	 discount	 rate	 of	 53	 per	 cent	 the	 calculation	 of	 the	
provision	 is	 determined	 by	 contractual	 obligation	 and	 therefore	 can	 be	 estimated	 reliably	 no	 terminations	 are	 expected	 in	 the	 forthcoming	 year
euro pean su pply c hain restructuring 
during	 the	 year	 ended	 31	 march	 2008	 as	 part	 of	 the	 european	 supply	 chain	 restructuring	 programme	 provisions	 of	 £413	 million	 were	 made	 in	
relation	 to	 the	 closure	 of	 the	 manufacturing	 facilities	 at	 rubi	 spain	 and	 guernsey	 the	 closure	 of	 the	 t echnical	 services	 centre	 in	 cambridge	
and	 the	 restructuring	 of	 the	 footwear	 development	 group	 operations	 in	 spain	 and	 cambridge	 had	 ceased	 by	 31	 march	 2008	 operations	 in	
guernsey	 ceased	 and	 substantially	 all	 of	 the	 remaining	 european	 supply	 chain	 restructuring	 activities	 were	 completed	 during	 the	 previous	
financial	 year
during	 the	 year	 ended	 31	 march	 2010	 the	 surplus	 property	 at	 guernsey	 has	 been	 disposed	 of	 the	 remaining	 elements	 of	 the	 restructuring	
programme	 to	 be	 completed	 are	 the	 final	 integration	 and	 validation	 of	 plant	 transferred	 from	 guernsey	 to	 peterlee	 and	 the	 disposal	 of	 the	
surplus	 property	 in	 rubi	 the	 key	 remaining	 uncertainties	 at	 the	 balance	 sheet	 date	 were	 in	 relation	 to	 the	 disposal	 of	 this	 property	 for	 example	
whether	 the	 property	 will	 be	 sold	 or	 sublet	 the	 potential	 proceeds	 receivable	 under	 either	 alternative	 and	 the	 time	 period	 in	 which	 the	 disposal	
will	 be	 completed	 it	 is	 anticipated	 that	 all	 of	 the	 remaining	 european	 supply	 chain	 restructuring	 provision	 will	 be	 utilised	 within	 the	 forthcoming	
year	 subject	 to	 property	 transactions	 being	 completed
o ther
other	 provisions	 relate	 to	a	 number	 of	 premerger	 environmental	 provisions	 of	 £16	 million	 and	 surplus	 property	 provisions	 of	 £36	 million
environmental	 provisions	 are	 provided	 for	 to	 the	 extent	 that	a	 present	 obligation	 exists	 it	 is	 probable	 such	 costs	 will	 be	 incurred	 and	 they	 can	 be	
estimated	 reliably	 no	 provision	 is	 made	 for	 possible	 additional	 costs	 that	 are	 not	 currently	 probable
the	 surplus	 property	 provision	 relates	 to	 group	 commitments	 under	 noncancellable	 leases	 which	 following	 historical	 restructuring	 exercises	
are	 no	 longer	 used	 by	 the	 group	 the	 obligation	 net	 of	 expected	 rental	 income	 has	 been	 provided	 for
surplus	 property	 and	 environmental	 costs	 of	 £41	 million	 have	 been	 included	 as	 noncurrent	 it	 is	 expected	 that	 all	 other	 provisions	 will	 be	 utilised	
during	 the	 next	 financial	 year	
8283  financial statements 
a nnual rep ort and a ccounts 2010  c ontingent consideration
contingent	 consideration	 of	 £255	 million	 2009	 £94	 million	 relates	 to	 the	 acquisition	 of	 the	 vasyli	 business	 during	 the	 year	 ended	 31	 march	 2008	
the	 consideration	 is	 contingent	 upon	 the	 level	 of	 orthaheelbranded	 sales	 achieved	 across	 the	 group	 in	 the	 15	 monthsended	 30	 june	 2010	 and	
is	 capped	 at	 £255	 million	
the	 estimated	 liability	 recognised	 within	 provisions	 during	 the	 year	 ended	 31	 march	 2010	 reflects	 the	 amount	 which	 is	 considered	 probable		
to	 be	 paid	 based	 on	 actual	 sales	 for	 200910	 and	 detailed	 budgets	 for	 the	 three	 months	 to	 30	 june	 2010	 this	 estimate	 has	 been	 increased	 by		
£166	 million	 during	 the	 year	 after	 sales	 of	 orthaheelbranded	 products	 exceeded	 budgeted	 levels	 in	 the	 period	 to	 31	 march	 2010
18 postretirement benefits
the	 group	 continues	 to	 operate	 both	 defined	 benefit	 and	 defined	 contribution	 pension	 plans	 in	 the	 uk	 and	 overseas	 all	 uk	 defined	 benefit	
schemes	 are	 closed	 to	 new	 entrants	 and	 no	 further	 benefits	 are	 accruing
uk pensions
a d efined contribution schemes
since	 1995	 the	 group	 has	 operated	a	 contractedin	 defined	 contribution	 scheme	 which	 is	 open	 to	 uk	 employees	 it	 also	 operates	 defined	
contribution	 executive	 pension	 plans	 for	 senior	 executives	 employer	 contributions	 are	 charged	 to	 the	 income	 statement	 in	 the	 period	 in	 which	
they	 are	 incurred
the	 total	 pension	 cost	 for	 the	 group	 in	 respect	 of	 uk	 defined	 contribution	 schemes	 was	 £15	 million		 2009	 £15	 million
b d efined benefit schemes
the	 group	 continues	 to	 operate	a	 number	 of	 defined	 benefit	 schemes	 following	 the	 mergers	 of	 seton	 healthcare	 group	 plc	 and	 scholl	 plc	 to	
form	 seton	 scholl	 in	 1998	 and	 the	 subsequent	 merger	 of	 seton	 scholl	 and	 lig	 in	 1999	 all	 uk	 schemes	 have	 been	 closed	 to	 new	 entrants	 and	 no	
further	 benefits	 are	 accruing		 benefits	 for	 members	 who	 are	 still	 employed	 by	 the	 group	 remain	 linked	 to	 their	 final	 earnings		 the	 finances	 of	 all	
schemes	 are	 assessed	 regularly	 by	 independent	 actuaries	 and	 all	 assets	 of	 the	 schemes	 are	 held	 in	 separate	 trusteeadministered	 funds	 the	
schemes	 provide	 benefits	 for	 employees	 as	 outlined	 below
i s eton prior	 to	 1995	 the	 group	 operated	a	 defined	 benefit	 scheme	 for	 employees	 accrual	 of	 further	 servicerelated	 benefits	 under	 this	 scheme	 ceased	
in	 august	 1995	 but	 existing	 benefits	 at	 that	 date	 are	 being	 maintained	 the	 latest	 valuation	 of	 the	 scheme	 was	 at	5	 april	 2009	 the	 group	 expects	
to	 make	 contributions	 of	 £12	 million	 into	 the	 scheme	 during	 the	 next	 financial	 year	 subject	 to	 the	 results	 of	 the	5	 april	 2009	 actuarial	 valuation	 for	
funding	 purposes	
ii s choll
accrual	 of	 further	 service	 related	 benefits	 under	 this	 defined	 benefit	 scheme	 ceased	 in	 august	 2000	 but	 benefits	 accrued	 to	 31	 august	 2000	
continue	 to	 be	 provided	 from	 the	 scheme	 the	 most	 recent	 valuation	 by	 independent	 actuaries	 was	 at	5	 april	 2009	 the	 group	 expects	 to	 make	
contributions	 of	 £10	 million	 into	 the	 scheme	 during	 the	 next	 financial	 year	 subject	 to	 the	 results	 of	 the	5	 april	 2009	 actuarial	 valuation	 for	 funding	
purposes
iii lig
accrual	 of	 further	 service	 related	 benefits	 under	 this	 defined	 benefit	 scheme	 ceased	 in	 january	 2001	 but	 benefits	 accrued	 to	 31	 january	 2001	
continue	 to	 be	 provided	 from	 the	 scheme	 the	 latest	 actuarial	 valuation	 of	 the	 scheme	 was	 at	 31	 march	 2009	 the	 group	 expects	 to	 make	
contributions	 of	 £128	 million	 into	 the	 scheme	 during	 the	 next	 financial	 year	 subject	 to	 the	 results	 of	 the	 31	 march	 2009	 actuarial	 valuation	 for	
funding	 purposes notes to the consolidated financial statements
continued
8485  financial statements 
a nnual rep ort and a ccounts 2010 
18 postretirement benefits continued
o verseas pensions and similar obligations
the	 group	 has	a	 number	 of	 pension	 schemes	 in	 different	 countries	 both	 defined	 benefit	 and	 defined	 contribution	 defined	 benefit	 schemes	 are	
set	 up	 under	 separate	 trust	 funds	 and	 liabilities	 are	 generally	 assessed	 annually	 in	 accordance	 with	 the	 advice	 of	 independent	 actuaries	 the	 total	
pension	 cost	 for	 the	 group	 in	 respect	 of	 overseas	 defined	 contribution	 schemes	 was	 £59	 million	 2009	 £24	 million
details	 of	 the	 material	 overseas	 defined	 benefit	 schemes	 are	 included	 below	 the	 most	 recent	 actuarial	 valuations	 for	 each	 scheme	 were	
updated	 for	 ias	 19	 purposes	 to	 31	 march	 2010	 by	 independent	 qualified	 actuaries
the	 principal	 assumptions	 used	 by	 the	 actuaries	 in	 determining	 the	 present	 value	 of	 the	 liabilities	 were
   s eton s choll  lig  o verseas ˆˆ
2010
rate	 of	 increase	 in	 salaries	 	 	 47	 47	 47	 30
pensions	 increases	 per	 annum	 	 	 36	 	 —	 	 —	 15
— pensions accrued to 6 april 1997   closed section	 	 	 —	 30	 	 —	 	—
  open section	 	 	 —	 22	 	 —	 	 —
— pensions accrued from 6 april 1997   closed section	 	 	 —	 38	 	 —	 	—
	 	 	 open	 section	 	 	 —	 36	 	 —	 	—
— pre april 1997	 	 	 	 —	 	 —	 18	 	—
— post april 1997	 	 	 	 —	 	 —	 36	 	—
discount	 rate	 applied	 to	 scheme	 liabilities	 	 	 55	 55	 55	 53
inflation	 assumption	 	 	 37	 37	 37	 23
2009
rate	 of	 increase	 in	 salaries	 	 	 40	 40	 40	 30
pensions	 increases	 per	 annum	 	 	 29	 	 —	 	 —	 19
— pensions accrued to 6 april 1997   closed section		 	 —	 30	 	 —	 	—
	  open section		 	 —	 15	 	 —	 	—
— pensions accrued from 6 april 1997   closed section		 	 —	 34	 	 —	 	—
	  open section		 	 —	 29	 	 —	 	—
— pre april 1997	 	 	 	 —	 	 —	 15	 	—
— post april 1997	 	 	 	 —	 	 —	 29	 	—
discount	 rate	 applied	 to	 scheme	 liabilities	 	 	 69	 69	 69	 67
inflation	 assumption	 	 	 30	 30	 30	 26
for	 the	 uk	 schemes	 the	 mortality	 assumption	 was	 updated	 at	 31	 march	 2009	 to	 include	a	 minimum	 underpin	 for	 future	 improvements	 in	
mortality	 of	 10	 per	 cent	 per	 annum	 for	 males	 and	 05	 per	 cent	 per	 annum	 for	 females	 the	 assumed	 life	 expectancy	 for	a	 65	 year	 old	 male	 retiring	
in	 the	 current	 period	 is	 21	 years	 2009	 207	 years	 and	 for	a	 male	 retiring	 in	 20	 years	 at	 age	 65	 life	 expectancy	 is	 229	 years	 2009	 226	 years	 the	
assumed	 life	 expectancy	 for	a	 65	 year	 old	 female	 retiring	 in	 the	 current	 period	 is	 224	 years	 2009	 232	 years	 and	 for	a	 female	 retiring	 in	 20	 years	
at	 age	 65	 life	 expectancy	 is	 236	 years	 2009	 244	 years	
the	 expected	 rate	 of	 return	 on	 pension	 scheme	 assets	 is	 determined	 as	 management’s	 best	 estimate	 of	 the	 longterm	 returns	 of	 the	 major	 asset	
classes	 in	 which	 the	 schemes	 invest	—	 equities	 corporate	 bonds	 and	 government	 bonds	 for	 the	 uk	 schemes	 and	 insurance	 contracts	 for	 the	
overseas	 schemes	—	 weighted	 by	 the	 actual	 allocation	 of	 assets	 among	 the	 categories	 at	 the	 measurement	 date	 based	 on	 the	 assumptions	
made	 and	 the	 distribution	 of	 assets	 the	 weighted	 average	 expected	 return	 on	 assets	 as	 at	 31	 march	 2010	 is	 66	 per	 cent	 31	 march	 2009	 64	 per	
cent	 these	 rates	 are	 net	 of	 an	 allowance	 for	 investment	 management	 expenses	 an	 allowance	 for	 administrative	 expenses	 is	 included	 in	 the	
present	 value	 of	 scheme	 liabilities the	 assets	 in	 the	 schemes	 as	 at	 31	 march	 2010	 and	 the	 previous	 fouryearends	 were
	 l ongterm	 	 	 	 2010	 2009	 2008	 2007	 2006
 rate of return
	 for forthcoming s eton s choll lig overseas t otal	 total	 total	 total	 total
	 year £m £m £m £m £m	 £m	 £m	 £m	 £m
equities	 810	 	 78		 	 116	 	 709	 	 06		 	 909		 	 670		 	 829		 	 874	 	 839
corporate	 bonds	 540	 	 25		 	 66	 	 145	 	 04		 	 240		 	 192		 	 184		 	 139	 	 137
insurance	 contracts	 590	 	 —	 	 —	 	 —	 	 103		 	 103		 	 76		 	 82		 	 68	 	 58
government	 bonds	 430	 	 48		 	 67	 	 336	 	 —	 	 451		 	 384		 	 548		 	 570	 	 573
cash	 and	 other	 450	 	 02		 	 10	 	 20	 	 —	 	 32	 	 	 16		 	 18		 	 22		 	 13	 total	 market	 value	 	 	 153		 	 259		 	 1210		 	 113		 	 1735		 	 1338		 	 1661		 	 1673	 	 1620
present	 value	 of	 scheme	 liabilities	 	 	 207	 	 267		 1860	 	 144		 2478	 	 1908	 	 2171	 	 2367	 	 2535
deficitsurplus	 in	 the	 scheme	 	 	 54	 	 08	 	 650	 	 31	 	 743	 	 570	 	 510	 	 694	 	 915
write	 down	 of	 surplus	 to		
recoverable	 amount	 	 	 —	 	 —	 	 —	 	 —	 	— 	 	 —	 	 27	 	 —	 	—
deficit	 in	 the	 scheme		
recognised	 in	 the	 balance	 sheet	 	 	 54	 	 08	 	 650	 	 31	 	 743	 	 570	 	 537	 	 694	 	 915
m ovement in postretirement scheme obligations
	    2010	 	 	 	 	 2009
	 s eton   s choll   lig   o verseas  t otal	 	 seton		 	 scholl		 	 lig		 	 overseas		 	 total	
	 £m £m £m £m £m	 £m	 £m	 £m	 £m	 £m 	
present	 value	 of	 obligation		
at	 beginning	 of	 year	 152	 	 212	 	 1410	 	 134	 	 1908	 	 166	 	 233	 	 1645	 	 127	 	 2171 	
current	 service	 cost	 	 —	 	 —	 	 —	 03	 	 03	 	 	 —	 	 —	 	 —	 01	 	 01 	 benefits	 paid	 	 14		 	 14		 	 80		 	 08		 	 116	 	 	 07		 	 13		 	 89		 	 03		 	 112	
other	 finance	 incomeexpense	 10	 	 14	 	 94	 	 07	 	 125	 	 11	 	 15		 	 104	 06	 	 136 	 actuarial	 lossgain	 	 59	 	 55	 	 436	 	 11	 561	 	 	 18		 	 23		 	 250		 	 07		 	 298	
foreign	 exchange	 —	 —	 —	 	 03		 	 03	 	 	 —	 	 —	 	 —	 10	 	 10 	
present	 value	 of	 obligation	 at	 end	 of	 year	 	 207	 	 267		 1860	 	 144		 2478	 	 152	 	 212	 	 1410	 	 134	 	 1908
m ovement in fair value of scheme assets
	    2010	 	 	 	 	 2009
	 s eton   s choll   lig   o verseas  t otal	 	 seton		 	 scholl		 	 lig		 	 overseas		 	 total	
	 £m £m £m £m £m	 £m	 £m	 £m	 £m	 £m
at	 beginning	 of	 year	 	 123		 	 200		 	 923		 	 92		 	 1338	 	 	 154		 	 260		 	 1158		 	 89		 	 1661	 contributions	 paid	 by	 the	 employer	 	 05		 	 06		 	 82		 	 02		 	 95	 	 	 05		 	 06		 	 82		 	 03		 	 96	
expected	 return	 on	 scheme	 assets	 	 08		 	 12		 	 60		 	 05		 	 85	 	 	 10		 	 15		 	 74		 	 04		 	 103	
benefits	 paid	 14	 	 14	 	 80	 	 07	 	 115	 	 07	 	 13	 	 89	 	 03	 	 112 	 actuarial	 gainloss		 	 31		 	 55		 	 225		 	 18		 	 329	 	 	 39	 	 68	 	 302	 06	 	 415 	 foreign	 exchange	 —	 —	 —	 	 03		 	 03	 	 	 —	 	 —	 	 —	 	 05		 	 05	
at	 end	 of	 year	 	 153		 	 259		 	 1210		 	 113		 	 1735	 	 	 123		 	 200		 	 923		 	 92		 	 1338	
a nal ysis of amounts included in profit or loss
	    2010	 	 	 	 	 2009
	 s eton   s choll   lig   o verseas  t otal	 	 seton		 	 scholl		 	 lig		 	 overseas		 	 total	
	 £m £m £m £m £m	 £m	 £m	 £m	 £m	 £m
current	 service	 cost	 	 —	 	 —	 	 —	 03	 	 03	 	 	 —	 29	 	 12	 	 01	 	 42 	 expected	 return	 on	 pension		
scheme	 assets	 	 08		 	 12		 	 60		 	 05		 	 85	 	 	 10		 	 15		 	 74		 	 04		 	 103	 interest	 on	 pension	 scheme	 liabilities	 	 10	 	 14	 	 94	 	 07	 125	 	 	 11	 	 15	 	 104	 	 06	 136 	 gainloss	 on	 curtailment		
and	 settlement	 	 —	 	 —	 	 —	 	 	— 	 	 —	 	 29		 	 12		 	 01		 	 42	
	 	 02	 	 02	 	 34	 	 05	 	 43	 	 01	 	 —	 	 30	 	 02	 	 33
current	 service	 costs	 and	 curtailment	 costs	 are	 recognised	 within	 the	 income	 statement	 within	 administrative	 expenses	 the	 expected	 return	 on	
scheme	 assets	 and	 interest	 on	 scheme	 liabilities	 are	 recognised	 within	 the	 income	 statement	 within	 financial	 income	 and	 financial	 expenses	
respectively notes to the consolidated financial statements
continued
8687 financial statements 
a nnual rep ort and a ccounts 2010 
18 postretirement benefits continued
a nal ysis of amount recognised in the statement of c omprehensive income
	    2010	 	 	 	 	 2009
	 s eton   s choll   lig   o verseas  t otal	 	 seton		 	 scholl		 	 lig		 	 overseas		 	 total	
	 £m £m £m £m £m	 £m	 £m	 £m	 £m	 £m
actual	 return	 less	 expected	 return		
on	 scheme	 assets	 	 31		 	 55		 	 225		 	 18		 	 329	 	 	 39	 	 68	 	 302	 06	 	 415 	 experience	 gainloss	 arising	 on		
scheme	 liabilities	 04		 	 08	 	 36		 	 —	 32	 	 	 —	 	 05	 	 26		 	 —	 21 	 changes	 in	 assumptions	 underlying	 the		
present	 value	 of	 scheme	 liabilities	 	 55	 	 63	 	 400	 	 11	 529	 	 	 18		 	 18		 	 276		 	 07		 	 319	
actuarial	 gainloss	 recognised		
in	 the	 statement	 of	 comprehensive	 income	 	 28	 	 —	 	 211	 	 07	 	 232	 	 	 21	 	 45	 	 52	 	 01	 	 117 	
reversal	 of	 restriction	 of		
defined	 benefit	 plan	 surplus	 	 —	 	 	 —	 	 —	 	— 	 	 —	 	 27		 	 —	 	 —	 	 27	
total	 amounts	 recognised	 in	 the		
statement	 of	 comprehensive	 income	 	 28	 	 —	 	 211	 	 07		 	 232	 	 21	 	 18	 	 52	 	 01	 	 90 	
c umulative actuarial gains and losses recognised in equity are as follows
	 	 	 	 	 	 	 	 2010	 2009
	 	 	 	 	 	 	 	 £m	 £m
as	 at	1	 april	 							 	 182	 	 92
net	 actuarial	 lossesgains	 recognised	 in	 the	 year	 							 	 	 232	 	 117
reversal	 of	 restriction	 of	 defined	 benefit	 plan	 surplus	 	 	 	 	 	 	 	 	— 	 	 27
as	 at	 31	 march	 							 	 	 414	 	 182
t he actual return on scheme assets is as follows
	 	 	 	 	 	 	 	 2010	 2009
	 	 	 	 	 	 	 	 £m	 £m
actual	 return	 on	 assets	 							 	 	 414	 	 312	
h istory of ex perience gains and losses
	     2010	 2009	 2008	 2007	 2006
	  s eton   s choll   lig   o verseas   t otal			 total	 total	 total	 total
	 £m £m £m £m £m	 £m	 £m	 £m	 £m
difference	 between	 expected	 return	 and		
actual	 return	 on	 scheme	 assets
—	 amount	 £m	 	 	 31		 	 55		 	 225		 	 18		 	 329	 	 	 415	 125		 	 14	 175
—	 percentage	 of	 year	 end	 scheme	 assets	 	 20	 21	 19	 16	 19	 31	 8	 1	 11
experience	 gains	 and	 losses	 on	 scheme	 liabilities	
—	 amount	 £m	 	 04		 	 08	 	 36		 	 —	 	 32	 21	 	 18		 	 06		 	—
—		 percentage	 of	 year	 end	 scheme	 present		
value	 of	 scheme	 liabilities	 	 2	 3	 2	 0	 1	 1	 1	 0	 0
s ensitivity of the postretirement scheme obligations and amount included in profit or loss
	 	 	 	 	 	 	 	 	 2010
	 	 	 	 	 s eton s choll lig overseas t otal
postretirement scheme obligations	 	 	 	 	 £m £m £m £m £m
effect	 of	 increase	 of	 1	 to	 the	 discount	 rate	 	 	 	 	 	 	 31	 	 31	 	 281	 22	 	 343
effect	 of	 increase	 of	 1	 to	 the	 inflation	 assumption		 	 	 	 	 	 34		 	 19		 	 244	 	 25	 	 297	
a mount included in profit or loss in the following year 
effect	 of	 increase	 of	 1	 to	 the	 discount	 rate	 	 	 	 	 	 	 —	 	 01		 	 —	 	—		 	 02	
effect	 of	 increase	 of	 1	 to	 the	 inflation	 assumption		 	 	 	 	 	 02		 	 01		 	 13		 	 01	 	 15	 19 emp loyee costs and share o ption plans for em ployees
emp loyee costs
the	 average	 number	 of	 people	 employed	 by	 the	 group	 is	 set	 out	 in	 the	 table	 below	 in	 accordance	 with	 companies	 act	 2006	 this	 includes	
parttime	 employees
	 	 	 	 	 2010 2009
	 	 	 	 	 n umber  	 number	
employees
average	 number	 of	 people	 employed	 by	 the	 group	 in
—	 europe	 	 	 	 	 	 5220	 	 	 1802	 —	 americas	 	 	 	 	 	 51	 	 	 50	 —	 asia	 pacific	 and	 rest	 of	 the	 world	 	 	 	 	 	 3759	 	 	 3424	
	 	 	 	 	 	 9030	 	 	 5276	 	 	 	 	 	 2010 2009
	 	 	 	 	 n umber  	 number	
average	 number	 of	 people	 employed	 by	 the	 group	 by	 function
—	 marketing	 selling		 distribution	 	 	 	 	 	 3641	 	 	 1461	
—	 administration	 	 	 	 	 	 2305	 	 	 832	
—	 manufacturing	 	 	 	 	 	 3084	 	 	 2983	
	 	 	 	 	 	 9030	 	 	 5276	
the	 total	 number	 of	 people	 employed	 by	 the	 group	 at	 the	 end	 of	 the	 year	 was	 9992	 2009	 5252
the	 costs	 incurred	 during	 the	 year	 in	 respect	 of	 the	 continuing	 business	 employees	 were
	 	 	 	 	 2010 2009
	 	 	 	 	 £m  £m	
wages	 and	 salaries	 	 	 	 	 	 1372	 	 	 877	
social	 security	 costs	 	 	 	 	 	 151	 	 	 129	
other	 pension	 and	 health	 insurance	 costs	 	 	 	 	 	 101	 	 	 65	
	 	 	 	 	 	 1624	 	 	 1071	
severance	 costs	 of	 £31	 million	 2009	 £10	 million	 are	 not	 included	 in	 the	 above
full	 details	 of	 directors’	 remuneration	 shares	 and	 options	 are	 set	 out	 in	 the	 directors’	 remuneration	 report	 on	 pages	 46	 to	 50
the	 directors	 believe	 that	 together	 with	 the	 basic	 salary	 system	 the	 group’s	 employee	 incentive	 schemes	 provide	 competitive	 marketrelated	
packages	 to	 motivate	 employees	 they	 should	 also	 align	 the	 interests	 of	 employees	 with	 those	 of	 shareholders	 as	a	 whole	 through	 longterm	
share	 ownership	 of	 the	 company	
g rou p annual bonus scheme
this	 scheme	 is	a	 performance	 bonus	 scheme	 for	 directors	 and	 senior	 employees	 within	 the	 uk	 and	 overseas	 annual	 bonuses	 are	 paid	 in	 cash	
and	 reflect	 both	 corporate	 and	 individual	 performance	 measures	 maximum	 bonuses	 are	 paid	 upon	 achievement	 of	 1025	 per	 cent	 of	 the	 target	
for	 directors	 and	 senior	 employees	 this	 reduces	 on	a	 straightline	 basis	 to	 46	 per	 cent	 of	 the	 maximum	 for	 the	 achievement	 of	 the	 target	 for	
directors	 and	 senior	 employees	 the	 bonus	 further	 reduces	 in	a	 straight	 line	 to	 10	 per	 cent	 of	 the	 maximum	 for	 reaching	 975	 per	 cent	 of	 the	
target	 no	 bonus	 is	 payable	 for	 achieving	 less	 than	 975	 per	 cent	 of	 the	 target
l ocal bonus schemes
individual	 countries	 run	 local	 bonus	 schemes	 for	 senior	 employees	 who	 fall	 outside	 the	 group	 annual	 bonus	 scheme	 performance	 targets	 are	
set	 locally	 and	 payment	 of	 bonuses	 is	 at	 the	 discretion	 of	 local	 management
executive share o ption plans
the	 group	 has	a	 number	 of	 executive	 share	 option	 schemes
ssl 1990 share option scheme
this	 was	a	 senior	 executive	 scheme	 approved	 in	 june	 1990	 for	a	 period	 of	 10	 years	 as	 the	 scheme	 has	 now	 expired	 no	 further	 grants	 may	 be	
made	 there	 are	 no	 outstanding	 options	 under	 the	 scheme	 exercise	 of	 any	 grants	 made	 since	 june	 1999	 is	 subject	 to	 performance	 targets		
being	 met	
ssl 1996 share option scheme
this	 is	a	 senior	 executive	 scheme	 approved	 in	 july	 1996	 for	a	 period	 of	 10	 years	 no	 further	 grants	 may	 be	 made	 after	 july	 2006	 prior	 to	 march	
2005	 annual	 grants	 were	 made	 under	 this	 scheme	 following	 announcement	 of	 final	 results	 since	 the	 development	 of	 the	 new	 performance	
share	 plan	 as	 detailed	 overleaf 	 no	 grants	 have	 been	 made	 during	 the	 current	 or	 prior	 year	 exercise	 of	 all	 grants	 is	 subject	 to	 performance	 targets	
being	 met 8889  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
19 emp loyee costs and share o ption plans for em ployees continued
l ong t erm incentive plan
this	 is	a	 scheme	 approved	 in	 july	 1999	 for	 senior	 executives	 no	 further	 awards	 may	 be	 made	 under	 the	 plan	 after	 31	 july	 2010	 awards	 may	 be	
made	 of	 deferred	 shares	 funded	 by	 the	 sacrifice	 of	 up	 to	 50	 per	 cent	 of	 the	 executive’s	 annual	 bonus	 these	 deferred	 shares	 are	 matched	 by	
performance	 shares	 the	 transfer	 of	 which	 is	 conditional	 upon	 certain	 performance	 targets	 being	 met	 dividends	 are	 payable	 to	 the	 executives		
on	 the	 deferred	 shares	 awards	 were	 made	 under	 this	 scheme	 in	 july	 2000	 2001	 and	 2002	 no	 subsequent	 awards	 have	 been	 made	 the	
performance	 targets	 were	 not	 met	 for	 the	 2000	 and	 2001	 awards	 but	 were	 met	 for	 the	 2002	 award
ssl i nternational s toc k purchase plan
this	 is	a	 scheme	 operating	 within	 the	 us	 business	 which	 was	 approved	 by	 the	 board	 in	 august	 2001	 and	 launched	 in	 september	 2001	 no	 further	
offering	 may	 be	 made	 after	 august	 2011	 employees	 may	 choose	 to	 save	 each	 month	 during	a	 one	 year	 offering	 period	 at	 the	 end	 of	 the	 offering	
period	 employees	 may	 purchase	 shares	 at	a	 discount	 of	 15	 per	 cent	 on	 the	 lower	 of	 the	 first	 day	 or	 last	 day	 market	 price	 no	 offers	 have	 been	
made	 since	 january	 2005
ssl s haresave s cheme
this	 is	 an	 hm	 revenue		 customs	 approved	 savingsrelated	 scheme	 approved	 by	 shareholders	 at	 the	 company’s	 agm	 in	 july	 1996	 no	 further	
grants	 may	 be	 made	 under	 the	 scheme	 after	 july	 2006	 the	 last	 grants	 made	 under	 the	 scheme	 were	 in	 january	 2005	
options	 were	 only	 granted	 to	 employees	 who	 entered	 into	 hm	 revenue		 customsapproved	 savings	 contracts	 with	 the	 savings	 body	
nominated	 by	 the	 company	 savings	 of	a	 fixed	 amount	 not	 less	 than	 £5	 nor	 more	 than	 £250	 are	 made	 over	a	 period	 of	 three	 or	 five	 years		
the	 number	 of	 ordinary	 shares	 over	 which	 an	 option	 is	 granted	 will	 be	 such	 that	 the	 total	 amount	 payable	 on	 its	 exercise	 will	 be	 the	 proceeds		
on	 maturity	 of	 the	 related	 savings	 contract	 no	 payment	 was	 required	 for	 the	 grant	 of	 an	 option	 options	 are	 not	 transferable	 employees	 may	
choose	 to	 withdraw	 from	 the	 scheme	 at	 which	 point	 they	 will	 receive	 their	 cash	 savings	 plus	 interest	
a cquisition price
the	 price	 per	 ordinary	 share	 payable	 upon	 the	 exercise	 of	 an	 option	 was	 80	 per	 cent	 of	 the	 average	 of	 the	 middle	 market	 quotations	 for	 an	
ordinary	 share	 on	 the	 london	 stock	 exchange	 on	 the	 dealing	 date	 prior	 to	 the	 date	 on	 which	 invitations	 to	 apply	 for	 options	 were	 issued
e xercise of options
an	 option	 will	 normally	 be	 exercisable	 for	 six	 months	 commencing	 on	 the	 third	 or	 fifth	 anniversary	 of	 the	 start	 of	 the	 related	 savings	 contract	
options	 may	 be	 satisfied	 by	 the	 issue	 of	 new	 shares	 or	 market	 purchases	 options	 will	 normally	 lapse	 upon	 cessation	 of	 employment
ssl i nternational plc g lobal s hare s avings plan
this	 scheme	 was	 approved	 at	 the	 company’s	 agm	 in	 july	 2001	 and	 launched	 in	 september	 2001	 no	 grants	 may	 be	 made	 under	 the	 plan	 after	
july	 2011	 no	 grants	 were	 made	 during	 the	 current	 or	 previous	 financial	 year
e lig ibility the	 scheme	 has	 been	 launched	 to	 date	 in	 australia	 austria	 canada	 denmark	 france	 germany	 greece	 hong	 kong	 hungary	 indonesia	 ireland	
italy	 japan	 malaysia	 netherlands	 new	 zealand	 norway	 poland	 portugal	 singapore	 spain	 sweden	 switzerland	 t aiwan	 thailand	 and	 t urkey
grant of options
the	 scheme	 operates	 in	a	 similar	 way	 to	 the	 ssl	 uk	 sharesave	 scheme	 however	 savings	 are	 made	 with	 local	 banks	 in	 local	 currencies
a cquisition price
the	 price	 per	 ordinary	 share	 payable	 upon	 the	 exercise	 of	 an	 option	 will	 be	 80	 per	 cent	 of	 the	 average	 of	 the	 middle	 market	 quotations	 for		
an	 ordinary	 share	 on	 the	 london	 stock	 exchange	 on	 the	 dealing	 date	 prior	 to	 the	 date	 on	 which	 invitations	 to	 apply	 for	 options	 are	 issued
e xercise of options
an	 option	 will	 normally	 be	 exercisable	 for	 six	 months	 commencing	 on	 the	 third	 anniversary	 of	 the	 start	 of	 the	 related	 savings	 contract		
options	 are	 satisfied	 by	 the	 issue	 of	 new	 shares performance s hare plan
this	 plan	 approved	 at	 the	 company’s	 agm	 in	 july	 2005	 is	 the	 company’s	 only	 active	 longterm	 incentive	 plan	 eligibility	 is	 restricted	 to	 the	 chief	
executive	 and	 senior	 executives	 historically	 the	 top	 60	 employees	 annual	 grants	 to	 date	 have	 not	 exceeded	 100	 per	 cent	 of	 base	 salary		 shares	
are	 awarded	 and	 will	 vest	 after	 three	 years	 subject	 to	 performance	 conditions	 being	 met	
ssl	 employee	 benefit	 t rust	 ebt	 acquired	 314586	 shares	 on	 23	 march	 2010	 these	 shares	 are	 held	 on	 behalf	 of	 uk	 employees	 as	 restricted	
share	 awards	 rsa	 the	 performance	 target	 for	 the	 2007	 psp	 awards	 has	 been	 met	 and	 the	 rsa	 will	 vest	 on	 the	 25	 june	 2010	 and	 the	 shares	
transferred	 from	 the	 ebt	 to	 the	 relevant	 participants
an	 exceptional	 award	 super	 psp		 scheme	 of	 200	 per	 cent	 of	 base	 salary	 to	 the	 executive	 directors	 and	 certain	 other	 key	 senior	 executives		
at	 lower	 multiples	 of	 base	 salary	 was	 approved	 by	 shareholders	 in	 june	 2008	 awards	 were	 made	 in	 july	 2008	 the	 performance	 period	 is	 three	
years	 to	 march	 2011	 with	 50	 per	 cent	 of	 the	 award	 vesting	 in	 march	 2012	 and	 50	 per	 cent	 vesting	 in	 march	 2013
executive share o ption plans and share savings plans
the	 executive	 share	 option	 plans	 include	 executive	 options	 that	 have	a	 tsr	 performance	 condition	 attached	 these	 options	 have	 been	 valued	
using	 the	 montecarlo	 simulation	 model	 all	 other	 options	 have	 been	 valued	 using	 the	 blackscholes	 formula	 there	 have	 been	 no	 share	 options	
granted	 in	 the	 current	 or	 preceding	 financial	 year	 the	 fair	 value	 of	 the	 services	 received	 for	 share	 options	 granted	 in	 earlier	 years	 was	 calculated	
at	 the	 date	 of	 grant	 and	 disclosure	 of	 the	 assumptions	 applied	 in	 valuing	 those	 options	 was	 provided	 in	 the	 annual	 report	 in	 the	 applicable	 year
	 	 	 			 global	 share	 savings	 plan
	 	 	 executive	 share	 option	 plans	 	 and	 uk	 sharesave	 scheme
	 	 	 	 options		 	 waep		 	 options		 	 waep	
	 	 	 	 000		 	 pence		 	 000		 	 pence	
options	 outstanding	 at	1	 april	 2008		 	 	 	 1410		 	 348		 	 432		 	 226	 options	 exercised		 	 	 142		 	 284	 	 350		 	 224	
options	 lapsed		 	 	 252		 	 508		 13		 	 237	
options	 outstanding	 at	 31	 march	 2009		 	 	 	 1016		 	 317		 	 69		 	 237	 options	 exercised		 	 	 796		 	 314		 	 —	 	—	
options	 lapsed		 	 	 19		 	 743		 	—		 	—	 	
o ptions outstanding at 31 m arch 2010 	 	 	 	 201		 	 289		 	 69		 	 237	
range	 of	 exercise	 prices		 	 	 	 250p	 to	 784p		 	 	 208p	 to	 237p	
weighted	 average	 remaining	 contractual	 life	 days	 		 	 	 1185		 	 	 485	
options	 exercisable		 	 	 	 120	 	 289	 	 —	 	—	
weighted	 average	 exercise	 price
the	 weighted	 average	 share	 price	 at	 the	 date	 of	 exercise	 for	 share	 options	 exercised	 during	 the	 year	 was	 627p	 2009	 456p	 the	 charge	 for	 share	
based	 payments	 in	 respect	 of	 share	 options	 is		 £nil	 2009	 £nil
l ong t erm incentive plan
at	 the	 start	 of	 the	 year	 no	 performance	 shares	 were	 still	 to	 be	 awarded	 subject	 to	 performance	 criteria	 being	 met	
performance share plan
	 	 	 	 	 	 number	
	 	 	 	 	 	 of	 shares		 	 wafv	
	 	 	 	 	 	 000		 	 pence	
at	1	 april	 2008	 	 	 	 	 	 2735		 	 286	
shares	 awarded		 	 	 	 	 	 1909		 	 458	
share	 award	 lapses	 	 	 	 	 110		 	 467	
shares	 exercised	 	 	 	 	 906		 	 462	
at	 31	 march	 2009	 	 	 	 	 	 3628		 	 390	
shares	 awarded	 	 	 	 	 	 717		 	 507	
adjustment	 for	 restricted	 share	 award	 	 	 	 	 220		 	 808	
share	 award	 lapses	 	 	 	 	 	—		 	—	
shares	 exercised	 	 	 	 	 994		 	 511	
a s at 31 m arch 2010	 	 	 	 	 	 3131		 	 449	 9091  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
20 s hare cap ital and reserves
called	 up	 £010	 ordinary	 share	 capital	 of	 the	 parent	 company
	 	 	 	 allotted		 	 allotted
	 	 	 	 	 calledup	 and		 	 calledup	 and
	 	 	 authorised	 	 fully	 paid	 	 authorised	 fully	 paid	
	 	 	 	 number		 	 number		 	 £m		 	 £m	
at	1	 april	 2008		 	 	 250000000	 190827495	 	 250		 	 191	
shares	 issued	—	 share	 placing	 in	 january	 2009	 		 	 	—	 	 19190000	 	 —	 	 19
employee	 share	 option	 schemes	—	 options	 exercised	 		 	 	—	 	 1136404	 	—		 	 01	
at	 31	 march	 2009		 	 	 250000000	 211153899	 	 250		 	 211	
increase	 in	 authorised	 capital	 	 	 150000000	 —	 150	 —
employee	 share	 option	 schemes	—	 options	 exercised	 		 	 —				 1799994	 —			 	 02
a t 31 m arch 2010 	 	 	 400000000	 212953893	 	 400		 	 213
s hare cap ital
the	 company	 has	 one	 class	 of	 ordinary	 share	 which	 carries	 no	 right	 to	 fixed	 income
19190000	 new	 ordinary	 shares	 of	 10	 pence	 were	 placed	 with	 institutions	 at	a	 price	 of	 £455	 per	 share	 on	 28	 january	 2009	 generating	 gross	
proceeds	 of	 £87 3	 million	 £843	 million	 net	 of	 financing	 costs	 some	 of	 which	 had	 been	 accrued	 but	 not	 paid	 at	 31	 march	 2009	 the	 share	 placing	
was	 enacted	 via	 the	 use	 of	a	 new	 subsidiary	 company	 ssl	 capital	 limited	 registered	 in	 jersey	 the	 institutions	 subscribed	 for	 less	 than	 10	 per	
cent	 of	 the	 ordinary	 shares	 and	 100	 per	 cent	 of	 preference	 shares	 in	 the	 subsidiary	 which	 were	 subsequently	 exchanged	 for	 an	 allotment	 of	 the	
newly	 issued	 shares	 in	 ssl	 international	 plc	
shares	 issued	 under	 employee	 share	 options	 generated	 proceeds	 of	 £23	 million	 2009	 £11	 million
the	 holders	 of	 ordinary	 shares	 are	 entitled	 to	 receive	 dividends	 as	 declared	 from	 time	 to	 time	 and	 are	 entitled	 to	 one	 vote	 per	 share	 at	 meetings	
of	 the	 company	 details	 of	 the	 share	 option	 schemes	 in	 place	 are	 included	 in	 note	 19
s hare premium and merger reserve
the	 share	 premium	 account	 and	 the	 merger	 reserve	 are	 nondistributable	 the	 increase	 in	 the	 merger	 reserve	 of	 £824	 million	 during	 the	 year	
ended	 31	 march	 2009	 arose	 from	 accounting	 for	 the	 shareforshare	 exchange	 in	 which	 ssl	 international	 plc	 issued	 new	 ordinary	 shares	 in	
exchange	 for	 the	 remaining	 ordinary	 and	 preference	 shares	 in	 ssl	 capital	 limited
c umulative foreign exchange reserve
the	 cumulative	 foreign	 exchange	 reserve	 comprises	 all	 foreign	 exchange	 differences	 arising	 from	 the	 translation	 of	 foreign	 operations	 as	 well		
as	 from	 the	 translation	 of	 liabilities	 that	 hedge	 the	 group’s	 net	 investment	 in	 foreign	 subsidiaries	 during	 the	 year	 foreign	 exchange	 losses	 of		
£nil	 2009	 losses	 of	 £18	 million	 on	 foreign	 currency	 borrowings	 were	 offset	 by	 gains	 of	 £nil	 2009	 gains	 of	 £18	 million	 arising	 from	 retranslation	
of	 foreign	 assets	 designated	 as	 the	 hedging	 instrument	 the	 net	 investment	 hedge	 was	 100	 per	 cent	 effective	 in	 the	 current	 and	 prior	 year
c ash flow hedge reserve
the	 cash	 flow	 hedge	 reserve	 comprises	 the	 effective	 portion	 of	 interest	 rate	 swaps	 designated	 as	 cash	 flow	 hedges	 of	 variable	 rate	 borrowings	
transferred	 to	 the	 reserve	 during	 the	 current	 and	 previous	 financial	 year
	
cap ital management 
the	 group	 manages	 its	 capital	 to	 ensure	 that	 entities	 in	 the	 group	 will	 be	 able	 to	 continue	 as	 going	 concerns	 whilst	 maximising	 the	 return	 to	
stakeholders	 through	 the	 optimisation	 of	 the	 debt	 and	 equity	 balance	 the	 capital	 structure	 of	 the	 group	 consists	 of	 debt	 which	 includes	 the	
borrowings	 disclosed	 in	 note	 16	 cash	 and	 cash	 equivalents	 and	 equity	 attributable	 to	 equity	 holders	 of	 the	 parent	 comprising	 issued	 capital	
reserves	 and	 retained	 earnings	 as	 disclosed	 above	 the	 group	 manages	 its	 capital	 structure	 through	 maintaining	 close	 relationships	 with	 its	
bankers	 who	 provide	 the	 majority	 of	 funds	 used	 for	 operational	 requirements	 the	 key	 indicator	 of	 capital	 management	 performance	 used	 by	
internal	 management	 is	 the	 level	 of	 net	 debt	 which	 is	 defined	 as	 financial	 liabilities	 less	 cash	 and	 cash	 equivalents	 net	 debt	 is	 monitored	 on	a	
monthly	 basis	 to	 ensure	 that	 actual	 results	 are	 in	 line	 with	 net	 debt	 forecasts
the	 group’s	 main	 banking	 facility	 is	a	 syndicated	 group	 facility	 of	 £4100	 million	 this	 facility	 was	 arranged	 in	 december	 2009	 and	 is	 committed	
until	 june	 2013	 the	 banking	 syndicate	 comprises	 ten	 members	 and	 is	 administered	 by	 barclays	 bank	 plc	 further	 information	 in	 relation	 to	 the	
group’s	 financial	 liabilities	 is	 given	 in	 notes	 16	 and	 22	a	 reconciliation	 of	 movements	 in	 net	 debt	 is	 provided	 in	 note	 22	 net	 debt	 at	 31	 march	 2010	
is	 £411	 million	 compared	 with	 £17 7	 million	 at	 31	 march	 2009
the	 group	 is	 required	 to	 maintain	 covenant	 ratios	 in	 respect	 of	 net	 debt	 to	 earnings	 before	 interest	 depreciation	 and	 amortisation	 ebitda	 and	
net	 interest	 costs	 to	 earnings	 before	 interest	 depreciation	 and	 amortisation	 ebitda	a	 further	 covenant	 requires	 subsidiaries	 accounting	 for		
70	 per	 cent	 of	 the	 unconsolidated	 assets	 of	 the	 group	 to	 be	 guarantors	 the	 group	 has	 met	 its	 covenant	 ratios	 for	 the	 year	 ended	 31	 march	 2010	
the	 group	 has	 prepared	 forecasts	 of	 the	 cash	 flows	 for	 the	 next	 18	 months	 which	 indicate	 that	 the	 group	 after	 considering	 all	 known	
commitments	 and	 appropriate	 sensitivities	 will	 meet	 its	 covenant	 requirements	 for	 this	 period there	 were	 no	 changes	 in	 the	 group’s	 approach	 to	 capital	 management	 during	 the	 year	 neither	 the	 company	 nor	 any	 of	 its	 subsidiaries	 are	
subject	 to	 externally	 imposed	 capital	 requirements
the	 group	 has	 the	 authority	 to	 purchase	 its	 own	 shares	 on	 the	 market	 for	 the	 purpose	 of	 issuing	 shares	 under	 the	 group’s	 share	 option	 and	
performance	 share	 plans	 no	 such	 purchases	 were	 made	 during	 the	 current	 or	 previous	 financial	 year	 decisions	 to	 purchase	 shares	 are	 made	 on	
a	 specific	 transaction	 basis	 by	 the	 board	 there	 is	 no	 defined	 share	 buyback	 plan	 in	 order	 to	 maintain	 or	 adjust	 the	 capital	 structure	 the	 group	
may	 adjust	 the	 amount	 of	 dividends	 paid	 to	 shareholders	 issue	 new	 shares	 or	 sell	 assets	 to	 reduce	 debt
21 dividends
	 	 2010	 2009 2010	 2009
	 	 pence per £010	 	 pence	 per	 £010
	 	  ordinary share	 ordinary	 share £m	 £m
2009	 final	 paid	3	 september	 2009	 2008	 final	 paid	4	 september	 2008	 	 	 64	 	 	 53	 	 	 135	 	 	 101	
2010	 interim	 paid	4	 march	 2010	 2009	 interim	 paid	4	 march	 2009	 	 	 31	 	 	 26	 	 	 67	 	 	 49	
a mounts recognised as distributions to equity holders in the year		 	 95	 	 	 79	 	 	 202	 	 	 150	
	
the	 proposed	 final	 dividend	 for	 2010	 is	 80	 pence	 per	 ordinary	 share	 and	 £170	 million	 in	 total	 the	 proposed	 2010	 final	 dividend	 will	 be	 submitted	
to	 the	 shareholders	 for	 confirmation	 at	 the	 annual	 general	 meeting	 on	 22	 july	 2010	 and	 will	 be	 paid	 on	2	 september	 2010	 to	 shareholders	 on	 the	
register	 on	6	 august	 2010	 the	 proposed	 dividend	 has	 not	 been	 recognised	 as	a	 distribution	 to	 equity	 holders	 in	 these	 financial	 statements
22 a nal ysis of net debt
	 	 	 	 	 	 	 	 	 cash	 and
	 	 	 bank	 loans	 	interest	 rate	 	 	 	 cash
	 	 and	 loan	 notes	 swap	 derivatives	 	 	 	 equivalents
	 	 due	 due	 due	 due	 	 	 total	 per
	 	 after	 within	 after	 within	 finance	 	 financial	 balance
	 	 one	 year	 one	 year	 one	 year	 one	 year	 leases	 overdrafts	 liabilities	 sheet n et debt
	 	 £m	 £m	 £m	 £m	 £m	 £m	 £m	 £m £m
at	1	 april	 2008	 	 	 —	 1318	 	 08		 	—	 	 01	 	 109	 	 1436		 	 446	 	 990 	
cash	 flow	 	 110		 	 04		 	—		 	 15		 	 01	 	 10	 	 100		 	 967	 	 	 867	
other	 noncash	 changes	 	 1226		 	 1226		 	—		 	—	 	 01		 	 —	 01	 	— 	 01 	
exchange	 adjustments	 	 38	 	 14		 	 —	 	 —	 —	 16	 	 68		 	 66	 	 02 	
fair	 value	 changes	 arising	 from	 interest		
rates	 movements	 	 —	 —	 30	 	 21	 	 —	 —	 51	 	— 	 51 	
at	 31	 march	 2009	 	 1374	 	 102	 	 38	 	 06	 	 01	 	 135	 	 1656		 	 1479	 	 177 	
		
cash	 flow	 	 	 324		 	 98		 	—		 	 —	 	 01		 	 41		 	 464	 	 734	 	 270 	
other	 noncash	 changes	 	 	 —	 	 —	 	—		 	—	 	 01		 	 —	 01		 	— 	 01 	
exchange	 adjustments	 	 	 06		 	 04		 	 —	 	 —	 	 —	 	 04		 	 14		 	— 	 	 14	
fair	 value	 changes	 arising	 from	 interest		
rates	 movements	 	 	—		 	—		 	 38	 	 15		 	 —	 	 —	 	 23		 	— 	 	 23	
at	 31	 march	 2010	 	 1044		 	—		 	—	 	 21	 	 01	 	 90	 	 1156		 	 745	 	 411 	
net	 debt	 is	 defined	 by	 the	 group	 as	 financial	 liabilities	 less	 cash	 and	 cash	 equivalents
	 9293  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
23 f inancial risk management
the	 group	 has	 exposure	 to	 the	 following	 risks	 from	 its	 use	 of	 financial	 instruments	 credit	 liquidity	 interest	 rate	 and	 currency	 further	
information	 on	 the	 group’s	 exposure	 to	 these	 risks	 is	 presented	 below	 with	 an	 explanation	 of	 the	 group’s	 policies	 and	 processes	 for	 measuring	
and	 managing	 these	 risks
the	 board	 of	 directors	 has	 overall	 responsibility	 for	 the	 establishment	 and	 review	 of	 the	 group’s	 risk	 management	 policies	 and	 procedures	 these	
guidelines	 are	 designed	 to	 identify	 and	 analyse	 the	 risks	 faced	 by	 the	 group	 including	 setting	 and	 monitoring	 compliance	 with	 appropriate	 limits	
and	 controls	 the	 policies	 are	 reviewed	 regularly	 and	 amended	 where	 appropriate	 to	 reflect	 changes	 in	 the	 group’s	 operations	 risk	 exposure	 and	
market	 conditions	 the	 board	 is	 assisted	 by	 the	 group’s	 business	 assurance	 function	 which	 undertakes	 regular	 and	 ad	 hoc	 reviews	 of	 risk	
management	 controls	 and	 procedures	 the	 results	 of	 which	 are	 reported	 to	 the	 audit	 committee
the	 group’s	 t reasury	 function	 provides	 services	 to	 the	 business	 coordinates	 access	 to	 domestic	 and	 international	 financial	 markets	 and	
monitors	 and	 manages	 the	 financial	 risks	 relating	 to	 the	 operations	 of	 the	 group
c redit risk 
credit	 risk	 is	 the	 risk	 of	 financial	 loss	 to	 the	 group	 if	a	 customer	 or	 counterparty	 to	a	 financial	 instrument	 fails	 to	 meet	 its	 contractual	 obligations	
and	 arises	 principally	 from	 the	 group’s	 trade	 receivables	 and	 investment	 securities
t rade and other receivables
the	 group’s	 exposure	 to	 credit	 risk	 is	 influenced	 by	 the	 individual	 characteristics	 of	 each	 customer	 the	 default	 risk	 of	 the	 industry	 and	 country	 in	
which	 customers	 operate	 has	 less	 of	 an	 influence	 on	 credit	 risk	 geographically	 approximately	 80	 per	 cent	 of	 the	 group’s	 debtors	 are	 in	 europe
group	 exposure	 to	 credit	 risk	 is	 controlled	 by	 setting	a	 policy	 which	 is	 reviewed	 annually	 for	 limiting	 credit	 exposure	 to	 counterparties	 reviewing	
credit	 ratings	 and	 limiting	 individual	 aggregate	 credit	 exposures	 accordingly	 the	 group	 considers	 the	 possibility	 of	 material	 loss	 in	 the	 event	 of	
nonperformance	 by	a	 financial	 counterparty	 to	 be	 unlikely	 customer	 credit	 risk	 is	 monitored	 at	a	 subsidiary	 level	 by	 divisional	 management	 and	
is	 reviewed	 at	 group	 level	 by	 country
goods	 are	 sold	 subject	 to	 retention	 of	 title	 clauses	 so	 that	 in	 the	 event	 of	 nonpayment	 the	 group	 may	 have	a	 secured	 claim	 the	 group	 does	 not	
require	 collateral	 in	 respect	 of	 trade	 and	 other	 receivables
the	 group	 establishes	 an	 allowance	 for	 impairment	 that	 represents	 its	 estimate	 of	 incurred	 losses	 in	 respect	 of	 trade	 and	 other	 receivables	 and	
investments	 the	 main	 components	 of	 this	 allowance	 are	a	 specific	 loss	 component	 that	 relates	 to	 individually	 significant	 exposures	 and	a	
collective	 loss	 component	 established	 for	 groups	 of	 similar	 assets	 in	 respect	 of	 losses	 that	 have	 been	 incurred	 but	 not	 yet	 identified	 the	
collective	 loss	 allowance	 is	 determined	 based	 on	 historical	 data	 of	 payments	 statistics	 for	 similar	 financial	 assets
i nvestment securities 
surplus	 funds	 are	 invested	 in	 high	 quality	 liquid	 marketable	 investments	 investments	 are	 of	a	 plain	 vanilla	 nature	 with	 no	 embedded	 derivatives	
the	 group	 deposits	 central	 funds	 when	 available	 with	 highly	 rated	 banks	 in	 line	 with	 group	 policy	 the	 central	 funds	 on	 deposit	 at	 the	 balance	
sheet	 date	 were	 £204	 million	 2009	 £1045	 million	
guarantees 
the	 group’s	 policy	 is	 to	 provide	 financial	 guarantees	 only	 to	 whollyowned	 subsidiaries	 at	 31	 march	 2010	 no	 guarantees	 were	 outstanding		
2009	 none
l iquidity risk 
liquidity	 risk	 is	 the	 risk	 that	 the	 group	 will	 not	 be	 able	 to	 meet	 its	 financial	 obligations	 as	 they	 fall	 due	 the	 group’s	 approach	 to	 managing	 liquidity	
is	 to	 ensure	 as	 far	 as	 possible	 that	 it	 will	 always	 have	 sufficient	 liquidity	 under	 both	 normal	 and	 stressed	 conditions	 without	 incurring	
unacceptable	 losses	 or	 risking	 damage	 to	 the	 group’s	 reputation
the	 group	 manages	 liquidity	 risks	 by	 ensuring	 that	 any	 anticipated	 funding	 requirements	 based	 on	 detailed	 cash	 flow	 forecasts	 at	 subsidiary	 	
and	 group	 level	 will	 be	 met	 by	 access	 to	 different	 sources	 of	 funding	 typically		 the	 group	 ensures	 that	 it	 has	 sufficient	 cash	 on	 demand	 to	 meet	
expected	 operational	 expenses	 for	a	 period	 of	 3060	 days	 including	 the	 servicing	 of	 financial	 obligations	 in	 addition	 the	 group	 maintains	 the	
credit	 facilities	 detailed	 in	 note	 16
committed	 undrawn	 facilities	 available	 to	 the	 group	 in	 respect	 of	 which	 all	 conditions	 precedent	 had	 been	 met	 at	 the	 balance	 sheet	 date	 were		
as	 follows
	 	 	 	 	 2010 2009
	 	 	 	 	 £m  £m	
expiring	 in	 one	 year	 or	 less		 	 	 	 	 	— 		 	—	
expiring	 in	 more	 than	 one	 year	 and	 less	 than	 two	 years	 		 	 	 	 	—	 	 	—	
expiring	 in	 more	 than	 two	 years		 	 	 	 	 	 3011	 	 	 826	
t otal 	 	 	 	 	 	 3011	 	 	 826	 m ark et risk 
market	 risk	 is	 the	 risk	 that	 changes	 in	 market	 prices	 such	 as	 foreign	 exchange	 rates	 interest	 rates	 and	 equity	 prices	 would	 affect	 the	 group’s	
income	 the	 value	 of	 its	 holdings	 of	 financial	 instruments	 or	 its	 obligations	 in	 respect	 of	 retirement	 benefits
f oreig n currency risk 
the	 group	 is	 exposed	 to	 currency	 risk	 on	 sales	 purchases	 and	 borrowings	 that	 are	 denominated	 in	a	 currency	 other	 than	 the	 functional	 currency	
of	 the	 group’s	 entities	 where	 practicable	 the	 group	 uses	 forward	 foreign	 exchange	 contracts	 to	 hedge	 major	 transactional	 exposures	 on	
working	 capital	 balances	 at	 the	 start	 of	 each	 financial	 year	 the	 group	 hedges	 approximately	 50	 to	 70	 per	 cent	 of	 its	 estimated	 foreign	 currency	
exposure	 in	 respect	 of	 forecast	 sales	 and	 purchases	 over	 the	 forthcoming	 financial	 year
interest	 on	 borrowings	 is	 primarily	 denominated	 in	 sterling	 such	 that	 no	 related	 foreign	 currency	 derivatives	 are	 required	
in	 respect	 of	 other	 monetary	 assets	 and	 liabilities	 denominated	 in	 foreign	 currencies	 the	 group	 ensures	 that	 its	 net	 exposure	 is	 kept	 to	 an	
acceptable	 level	 by	 buying	 or	 selling	 foreign	 currencies	 at	 spot	 rates	 when	 necessary	 to	 address	 shortterm	 imbalances
the	 group’s	 investment	 in	 its	 japanese	 subsidiary	 is	 hedged	 by	a	 japanese	 yendenominated	 secured	 bank	 loan	 which	 mitiages	 the	 currency	 risk	
arising	 from	 the	 subsidiary’s	 net	 assets
i nterest rate  risk
the	 group’s	 variable	 rate	 borrowings	 are	 exposed	 to	a	 risk	 of	 change	 in	 cash	 flows	 due	 to	 changes	 in	 interest	 rates	 over	 the	 longer	 term	 the	 group	
has	 reduced	 its	 exposure	 to	 this	 by	 entering	 into	 interest	 rate	 swaps	 over	 £600	 million	 of	 the	 drawndown	 facility	 the	 remaining	 drawndown	
facility	 of	 £489	 million	 was	 at	 libor	 plus	 215	 basis	 points	 at	 31	 march	 2010	 with	 all	 contracts	 ending	 in	 april	 2010	 interest	 rates	 will	 be	 reset	 for	
each	 tranche	 on	 the	 amounts	 redrawn	 in	 april	 2010
o ther market price risk
the	 group	 does	 not	 speculate	 in	 equity	 securities	 nor	 does	 the	 group	 enter	 into	 commodity	 contracts	 other	 than	 to	 meet	 the	 group’s	 expected	
usage	 requirements	 the	 group	 held	a	 strategic	 investment	 of	 £10	 million	 in	 the	 equity	 securities	 of	 an	 unlisted	 company	 at	 31	 march	 2009	 as	
detailed	 in	 note	 10	 this	 is	 not	 deemed	 to	 expose	 the	 group	 to	 market	 price	 risk	 although	 the	 investment	 is	 subject	 to	 annual	 impairment	 reviews	
and	a	 £10	 million	 impairment	 provision	 has	 been	 recorded	 during	 the	 year	 ended	 31	 march	 2010
exp osure to credit ris k
the	 carrying	 amount	 of	 financial	 assets	 represents	 the	 maximum	 credit	 exposure	 the	 maximum	 exposure	 to	 credit	 risk	 at	 the	 reporting		
date	 was
	 	 	 	 	 c arrying amount	 carrying	 amount
	 	 	 	 2010	 2009
	 	 	 	  £m 	 	 £m	
trade	 and	 other	 receivables	 excluding	 prepayments	 and	 derivative	 financial	 assets	 	 	 2217	 1949
available	 for	 sale	 financial	 assets	 	 	 	 	 —				 317
cash	 and	 cash	 equivalents	 	 	 	 	 745	 1479
other	 forward	 exchange	 contracts	 	 	 	 	 	 01	 	 —	
the	 maximum	 exposure	 to	 credit	 risk	 for	 trade	 receivables	 at	 the	 reporting	 date	 by	 geographic	 region	 was
	 	 	 	 	 c arrying amount	 carrying	 amount
	 	 	 	 2010	 2009
	 	 	 	  £m 	 	 £m	
united	 kingdom	 	 	 	 	 	 249	 	 280
europe	 	 	 	 	 	 1431	 	 1184
asia	 pacific	 and	 rest	 of	 the	 world	 	 	 	 	 	 375	 	 319
americas	 	 	 	 	 	 53	 	 56
	 	 	 	 	 2108	 1839 9495  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
23 f inancial risk management continued
the	 ageing	 of	 trade	 receivables	 at	 the	 reporting	 date	 was
	 	 	 a llowance for	 	 allowance	 for
	 	 g ross impairment	 gross	 impairment
	 	 2010 2010	 2009	 2009
	 	  £m   £m		 	 £m		 	 £m	
trade	 receivables	 due	 within	 terms	 	 	 2108	 —	 	 	 1867		 —	
past	 due	 by	 less	 than	 30	 days	 	 	 102	 —	 	 	 83		 —
past	 due	 31120	 days	 	 	 99	 —			 	 80		 —		
past	 due	 120365	 days	 	 	 	 60	 	 36	 	 44		 30
more	 than	 one	 year	 	 	 	 51	 	 51	 	41		 41
	 	 	 	 2420		 	 87	 	 2115		 	 71
provision	 for	 rebates	 	 	 	 225	 	 	 205
gross	 trade	 receivables	 note	 11	 	 	 	 2195		 	 	 1910	
allowance	 for	 impairment	 	 	 	 87	 	 	 71
net	 credit	 exposure	 	 	 	 2108		 	 	 1839	
there	 are	 no	 customers	 representing	 more	 than	 20	 per	 cent	 2009	 33	 per	 cent	 of	 the	 total	 balance	 of	 trade	 receivables	 in	 determining	 the	
recoverability	 of	a	 trade	 receivable	 the	 group	 considers	 any	 change	 in	 the	 credit	 quality	 of	 the	 trade	 receivable	 from	 the	 date	 credit	 was	 initially	
granted	 up	 to	 the	 reporting	 date	 the	 concentration	 of	 credit	 risk	 is	 limited	 due	 to	 the	 customer	 base	 being	 large	 and	 unrelated	 accordingly	 the	
directors	 believe	 that	 there	 is	 no	 further	 credit	 provision	 required	 in	 excess	 of	 the	 allowance	 for	 impairment	 movement	 on	 the	 allowance	 for	
impairment	 in	 respect	 of	 trade	 receivables	 is	 disclosed	 in	 note	 12	 the	 allowance	 for	 impairment	 has	 been	 determined	 based	 on	 historical	 trends	
and	 relevant	 market	 and	 customer	 information	 the	 group	 believes	 that	 no	 impairment	 allowance	 is	 necessary	 in	 respect	 of	 trade	 receivables	
not	 past	 due	 all	 receivables	 classified	 as	 noncurrent	 are	 within	 the	 respective	 paymentcontractual	 terms
l iquidity risk
the	 following	 are	 the	 contractual	 maturities	 of	 financial	 liabilities	 including	 interest	 payments	 and	 excluding	 the	 impact	 of	 netting	 arrangements
 c arrying c ontractual s ix months s ix to twelve o ne to two t wo to five m ore than
 amount  cash flows or less months years years five years ˆ
2010
n onderivative financial liabilities
secured	 bank	 loans		
net	 of	 unamortised	 arrangement	 fee	 1045	 1091	 02	 — 	 	— 	 	 1089	 — 	
finance	 lease	 liabilities	 01	 01	 01	 —	 —				 —	 —	
trade	 and	 other	 payables	 1969	 1969	 1957	 —	 12	 —	 —	
bank	 overdrafts	 90	 90	 90	 —	 —	 —	 —		
derivative financial liabilities
interest	 rate	 swaps	 used	 for	 hedging	 21	 21	 21	 — 	 	 —	 —	 —		
2009
n onderivative financial liabilities
secured	 bank	 loans	 1374	 1376	 02	 — 			— 	 	 1374	 — 		
finance	 lease	 liabilities	 01	 01	 01	 — 				— 		 —		 —		
unsecured	 bank	 facility	 102	 102	 102	 — 				— 		 —		 —		
trade	 and	 other	 payables	 1638	 1638	 1638	 — 				— 		 —		 —		
bank	 overdrafts	 135	 135	 135	 — 				— 		 —		 —		
derivative financial liabilities
forward	 exchange	 contracts	 used	 for	 hedging	 04	 04	 04	 	 	 	 interest	 rate	 swaps	 used	 for	 hedging	 40	 40	 40	 — 			— 		 —		 —	
derivative	 financial	 instruments	 are	 accounted	 for	 at	 fair	 value	 and	 it	 is	 not	 deemed	 appropriate	 to	 allocate	 the	 cash	 flows	 across	 the	 maturity	 categories at	 31	 march	 2010	 the	 carrying	 amount	 for	 secured	 bank	 loans	 of	 £1044	 million	 2009	 £1374	 million	 relates	 to	 drawdowns	 under	 the	 syndicated	
group	 facility	 as	 explained	 in	 note	 16	 the	 contractual	 repayment	 dates	 of	 each	 drawdown	 along	 with	 accumulated	 interest	 were	 in	 april	 2010	
2009	 repayment	 dates	 were	 in	 april	 2009	 however	 at	 the	 balance	 sheet	 date	 it	 was	 expected	 that	 all	 of	 these	 drawdowns	 would	 be	 rolled	 over	
for	 at	 least	 12	 months	 and	 therefore	 classification	 as	 noncurrent	 liabilities	 at	 31	 march	 2010	 and	 31	 march	 2009	 was	 concluded	 to	 be	 appropriate	
within	 the	 table	 above	 £02	 million	 2009	 £02	 million	 of	 contractual	 cash	 flows	 relating	 to	 the	 interest	 to	 be	 paid	 on	 maturity	 in	 april	 2010	
2009	 april	 2009	 have	 been	 included	 within	 the	 category	 ‘six	 months	 or	 less’	 the	 contractual	 cash	 flows	 relating	 to	 the	 underlying	 drawdowns		
of	 £1089	 million	 2009	 £1374	 million	 have	 been	 included	 in	 the	 category	 ‘two	 to	 five	 years’	 the	 period	 in	 which	 the	 group	 facility	 expires
the	 interest	 rate	 swaps	 used	 for	 hedging	 at	 31	 march	 2010	 and	 31	 march	 2009	 are	 designated	 in	a	 cash	 flow	 hedge	 relationship	 against	 £600	
million	 of	 the	 secured	 bank	 loans	 and	 therefore	 the	 related	 cash	 flows	 will	 not	 impact	 upon	 profit	 or	 loss	 until	 the	 hedge	 relationship	 ceases
c urrency risk
e xposure to currency risk
the	 group’s	 main	 exposure	 to	 foreign	 currency	 risk	 was	 in	 respect	 of	 the	 euro	 based	 on	 notional	 amounts
	 	 	 	 2010	 2009
	 	 	 	 e xposure	 exposure
	 	 	 	 to euro risk	 	 to	 euro	 risk
	 	 	 	 £m	 £m
trade	 receivables	 	 	 	 	 1139	 1113
prepayments	 and	 other	 receivables	 	 	 	 	 42	 39
trade	 payables	 	 	 	 	 353	 455
other	 payables	 	 	 	 	 282	 239
gross	 balance	 sheet	 exposure	 	 	 	 	 546	 458
net	 exposure	 to	 currency	 risk	 with	 regards	 to	 other	 foreign	 currencies	 was	 not	 significant	 at	 31	 march	 2010	 or	 31	 march	 2009
the	 following	 significant	 exchange	 rates	 applied	 during	 the	 year
	 	 a verage rate for the year  b alance sheet date
	 	 2010	 2009 2010	 2009
euro	 	 	 11289	 12041	 11211	 10796
s ensitivity anal ysis
a	 10	 per	 cent	 strengthening	 of	 sterling	 against	 the	 euro	 at	 31	 march	 would	 have	 increaseddecreased	 equity	 and	 profit	 or	 loss	 by	 the	 amounts	
shown	 below	 this	 analysis	 assumes	 that	 all	 other	 variables	 including	 interest	 rates	 remain	 constant	
	 	 	 2010	 	 2009
	 	  profit	 	 profit
	 	 equity  or loss	 equity	 or	 loss
euro	 	 	 86	 55	 10	 41
a	 10	 per	 cent	 weakening	 of	 sterling	 against	 the	 euro	 at	 31	 march	 would	 have	 had	 the	 equal	 but	 opposite	 effect	 to	 the	 amounts	 shown	 above	 on	 the	
basis	 that	 all	 other	 variables	 remain	 constant
interest rate risk
c ash flow sensitivity anal ysis for variable rate instruments
due	 to	 the	 short	 maturity	 dates	 of	 the	 drawdowns	 on	 the	 group	 facility	 at	 31	 march	 2010	 average	 maturity	 22	 days	 and	 31	 march	 2009	 average	
maturity	 18	 days	a	 change	 of	 100	 basis	 points	 in	 interest	 rates	 at	 either	 reporting	 date	 would	 have	 negligible	 impact	 on	 the	 carrying	 value	 of	
variable	 rate	 financial	 instruments	 and	 similarly	 upon	 profit	 or	 loss	 the	 interest	 rate	 swaps	 at	 31	 march	 2010	 and	 also	 at	 31	 march	 2009	 are	
included	 as	 part	 of	a	 cash	 flow	 hedge	 relationship	 therefore	 any	 change	 in	 interest	 rates	 at	 the	 reporting	 date	 would	 have	 no	 impact	 upon	 profit		
or	 loss	 for	 the	 year	 only	 upon	 the	 amount	 recognised	 in	 equity	 within	 the	 cash	 flow	 hedge	 reserve	 and	 the	 carrying	 value	 of	 derivative	 financial	
liabilities	 on	 the	 balance	 sheet 9697  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
23 f inancial risk management continued
f air values
f air values versus carryin g amounts
the	 fair	 values	 of	 financial	 assets	 and	 liabilities	 together	 with	 the	 carrying	 amounts	 shown	 in	 the	 balance	 sheet	 are	 as	 follows
	 	  2010	 	 2009
	 	 c arrying amount f air value	 carrying	 amount	 fair	 value
	 	 £m £m	 £m	 £m
derivatives held at fair value
interest	 rate	 swaps	 used	 for	 hedging	 liabilities	 net	 	 	 21	 21	 40	 40
forward	 exchange	 contracts	 used	 for	 hedging	 	 	 01	 01	 04	 04
instruments held at fair value
available	 for	 sale	 financial	 assets	 	 	 —	 —	 	 317		 	 317	
instruments held at amortised cost
trade	 and	 other	 receivables		
excluding	 prepayments	 and	 derivative	 financial	 assets	 		 	 2217		 	 2217	 	 	 1949	 	 1949
cash	 and	 cash	 equivalents	 	 	 	 745		 	 745	 	 1479	 1479
secured	 bank	 loans	 	 	 1045	 1045 	 1374	 1374
finance	 lease	 liabilities	 	 	 01	 01	 01	 01
unsecured	 bank	 facilities	 	 	 —		 —	 102	 102
trade	 and	 other	 payables	 	 	 1969	 1969 	 1638	 1638
bank	 overdrafts	 	 	 90	 90	 135	 135
	 	 	 163	 163 	 451	 451
unrecognised	 gainloss	 	 	 	 —	 	 —	
basis for determining fair values
the	 following	 summarises	 the	 significant	 methods	 and	 assumptions	 used	 in	 estimating	 the	 fair	 values	 of	 financial	 instruments	 reflected	 in	 the	
table	 above
available for sale financial assets
the	 available	 for	 sale	 financial	 assets	 at	 31	 march	 2009	 related	 to	 unquoted	 entities	 therefore	 fair	 value	 of	 the	 shareholding	 could	 not	 be	 readily	
ascertained	 both	 investments	 were	 therefore	 held	 at	 initial	 cost	 which	 is	 deemed	 to	 be	 comparable	 to	 fair	 value	 although	 the	 investments	 are	
subject	 to	 annual	 impairment	 review
derivatives
the	 fair	 value	 of	 forward	 exchange	 contracts	 is	 based	 on	 their	 listed	 market	 price	 if	 available	 if	a	 listed	 market	 price	 is	 not	 available	 then	 fair	 value	
is	 estimated	 by	 discounting	 the	 difference	 between	 the	 contractual	 forward	 price	 and	 the	 current	 forward	 price	 for	 ther	 residual	 maturity	 of	 the	
contract	 using	a	 riskfree	 interest	 rate	 based	 on	 government	 bonds
the	 fair	 value	 of	 interest	 rate	 swaps	 is	 based	 on	 broker	 quotes	 those	 quotes	 are	 tested	 for	 reasonableness	 by	 discounting	 estimated	 future	 cash	
flows	 based	 on	 the	 terms	 and	 maturity	 of	 each	 contract	 and	 using	 market	 interest	 rates	 for	a	 similar	 instrument	 at	 the	 reporting	 date
n onderivative financial liabilities
fair	 value	 is	 calculated	 based	 on	 the	 present	 value	 of	 future	 principal	 and	 interest	 cash	 flows	 discounted	 at	 the	 market	 rate	 of	 interest	 at	 the	
reporting	 date	 in	 respect	 of	 finance	 leases	 the	 market	 rate	 of	 interest	 is	 determined	 by	 reference	 to	 similar	 lease	 agreements	 the	 carrying	
values	 of	 all	 borrowings	 are	 equal	 to	 the	 fair	 values	 due	 to	 the	 relatively	 short	 contractual	 maturity	 dates
t rade and other receivables
the	 fair	 value	 of	 trade	 and	 other	 receivables	 is	 estimated	 as	 the	 present	 value	 of	 future	 cash	 flows	 discounted	 at	 the	 market	 rate	 of	 interest		
at	 the	 reporting	 date f air value hierarchy
the	 table	 below	 analyses	 financial	 instruments	 carried	 at	 fair	 value	 by	 valuation	 method	 the	 different	 levels	 have	 been	 defined	 as	 follows
level	 1	 	 quoted	 prices	 unadjusted	 in	 active	 markets	 for	 identical	 assets	 or	 liabilities
level	 2	 	 inputs	 other	 than	 quoted	 prices	 included	 within	 level	1	 that	 are	 observable	 for	 the	 asset	 or	 liability	 either	 directly	 ie	 as	 prices	 or	
indirectly	 ie	 derived	 from	 prices
level	 3	 	 inputs	 for	 the	 asset	 or	 liability	 that	 are	 not	 based	 on	 observable	 market	 data	 unobservable	 inputs
   l evel 1 l evel 2 l evel 3 t otal
   £m £m £m £m
2010
derivative	 financial	 assets	 	 	 —			 01	 —				 01
derivative	 financial	 liabilities	 	 	 —				 21	 —				 21
	 	 	 —				 20	 —	 			 20
2009
derivative	 financial	 assets	 	 	 —		 —		 —			 —	 		
derivative	 financial	 liabilities	 	 	 —		 44	 —			 44
	 	 	 	— 			 44	 —			 44
24 f inancial instruments 
a interest rate risk p rofile of financial assets and liabilities 
f inancial assets 
	 	 	 	 2010	 2009
	 	 	 	 t otal	 total
	 	 	 	  £m 	 	 £m	
c ash and cash equivalents	
sterling		 	 	 	 	 	 158	 	 	 1101	 us	 dollar		 	 	 	 	 	 53	 	 	 43
euro		 	 	 	 	 	 101	 	 	 75	 rouble		 	 	 	 	 	 54	 	 —	
other		 	 	 	 	 	 379	 	 	 260	 t otal 	 	 	 	 	 	 745	 	 	 1479	 cash	 and	 cash	 equivalents	 comprise	 cash	 at	 bank	 and	 shortterm	 deposits	 these	 are	 placed	 on	 terms	 not	 exceeding	 three	 months	
f inancial liabilities
the	 group’s	 fixed	 rate	 financial	 derivatives	 and	 fixed	 rate	 borrowings	 are	 exposed	 to	a	 risk	 of	 change	 in	 their	 fair	 value	 due	 to	 changes	 in	 interest	
rates	 the	 group’s	 variable	 rate	 financial	 derivatives	 and	 variable	 rate	 borrowings	 are	 exposed	 to	a	 risk	 of	 change	 in	 cash	 flows	 due	 to	 changes	 in	
interest	 rates
 h edging
at	 31	 march	 2010	 the	 group	 had	 interest	 rate	 and	 currency	 swaps	 with	a	 notional	 amount	 of	 £2395	 million	 2009	 £1224	 million	 interest	 rate	
swaps	 including	 those	 in	 effective	 fair	 value	 hedging	 relationships	 are	 measured	 at	 fair	 value	 under	 ias	 39	
the	 fair	 value	 of	 interest	 and	 currency	 swaps	 recognised	 as	 hedges	 at	 31	 march	 2010	 is	a	 net	 liability	 of	 £21	 million	 comprising	 liabilities	 of		
£21	 million	 2009	 net	 liability	 of	 £40	 million	 comprising	 liabilities	 of	 £40	 million
the	 maturity	 dates	 of	 all	 financial	 liabilities	 together	 with	 details	 of	 their	 fair	 values	 and	 carrying	 values	 are	 disclosed	 in	 note	 16 9899  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
24 f inancial instruments continued
b f oreign currency ris k 
the	 table	 below	 shows	 the	 group’s	 transactional	 currency	 exposures	 that	 give	 rise	 to	 the	 net	 currency	 gains	 and	 losses	 recognised	 in	 the	 income	
statement	 such	 exposures	 comprise	 the	 monetary	 assets	 and	 liabilities	 of	 the	 group	 that	 are	 not	 denominated	 in	 the	 functional	 currency	 of	 the	
relevant	 local	 operating	 company	 involved	 other	 than	 the	 nonsterling	 borrowings	 treated	 as	 hedges	 of	 net	 assets	 in	 overseas	 operations
	 	 net	 foreign	 currency	 financial	 assetsliabilities	 in	 £m
	 	 	 sterling		 	 us	 dollar		 	 euro		 	 other		 	 total	 	
a t 31 m arch 2010	
functional	 currency	 of	 group	 operations	
sterling		 	 —	 	 10		 	 55		 	 01		 	 66	
other		 	 	 01		 	 04		 	 02		 —		 	 07	
t otal 	 	 	 01		 	 14		 	 57		 	 01		 	 73	
at	 31	 march	 2009	
functional	 currency	 of	 group	 operations	
sterling		 	 —	 	 17		 	 20		 	 31		 	 68	
other		 	 	 02		 	 02		 	 02		 —		 	 06	
total		 	 	 02		 	 19		 	 22		 	 31		 	 74	
the	 amounts	 shown	 in	 the	 table	 above	 take	 into	 account	 the	 effect	 of	 any	 forward	 contracts	 and	 other	 derivatives	 entered	 into	 to	 manage	 these	
currency	 exposures	
25 l eases
	 	 	 	 2010	 2009
	 	 	 	  £m 	 	 £m	
t otal commitments to pay rentals under operating leases	
minimum	 lease	 payments	 made	 during	 the	 year	
—	 land	 and	 buildings		 	 	 	 	 	 57	 	 	 23	
—	 plant	 equipment	 and	 motor	 vehicles		 	 	 	 	 	 25	 	 	 27	
	 	 	 	 	 	 82	 	 	 50	
	 utilisation	 of	 surplus	 property	 provision		 	 	 	 	 22	 22 	 	
l ease payments charged to income statement 		 	 	 	 	 60	 	 	 28	
the	 future	 minimum	 lease	 commitments	 are	 as	 follows	
	 	 	 	 	 operating	 leases		 	 	 finance	 leases	
	 	 2010	 2009 2010	 2009
	 	  £m		 	 £m	  £m		 	 £m	 	
rentals	 due	 within	1	 year		 	 	 	 32	 	 	 42	 	 	 01	 	 	 01	
from	 12	 years		 	 	 	 24	 	 	 27	 	 —	 	 —	
from	 23	 years		 	 	 	 19		 	 22	 	 —	 	 —	
from	 34	 years		 	 	 	 14	 	 	 17	 	 —	 	 —	
from	 45	 years		 	 	 	 13	 	 	 16	 	 —	 	 —	
after	5	 years	 from	 balance	 sheet	 date		 	 	 	 19	 	 	 15	 	 —	 		 —	
	 	 	 	 121	 	 	 139	 	 	 01	 	 	 01	
less	 amounts	 representing	 interest		 	 	 	 	 —		 —	
present	 value	 of	 net	 minimum	 lease	 payments	 		 	 	 	 	 01	 	 	 01	
less	 current	 lease	 obligations		 	 	 	 	 01	 	 01 	
noncurrent	 lease	 obligations	 	 	 	 	 	 —	 		 —	
at	 the	 balance	 sheet	 date	 the	 total	 of	 minimum	 sublease	 payment	 income	 expected	 to	 be	 received	 under	 noncancellable	 leases	 was		
£32	 million	 2009	 £47	 million 26 s tatutory and other information
r elated party transactions
ssl ttk l imited and ttk lig l imited minority interest
in	 accordance	 with	 ias	 24	 ‘related	 party	 disclosures’	 details	 are	 provided	 only	 with	 parties	 outside	 the	 consolidated	 group
during	 the	 year	 the	 group	 has	 transacted	 with	 the	 minority	 interest	 holding	 group	 of	 sslttk	 limited	 and	 ttklig	 limited	 specific	 transactions	
which	 are	 considered	 material	 all	 of	 which	 were	 on	 an	 arms	 length	 basis	 are	 as	 follows
the	 group	 has	 made	 sales	 of	 £7 3	 million	 to	 the	 minority	 group	 2009	 £65	 million	 and	 has	 paid	 packing	 charges	 of	 £06	 million	 2009	 £07	
million	 and	 other	 charges	 of	 £15	 million	 2009	 £05	 million	 to	 the	 minority	 group
at	 the	 year	 end	 the	 group	 was	 owed	 £04	 million	 2009	 £11	 million	 by	 the	 minority	 interest	 holding	 group	 of	 sslttk	 limited	 and	 ttklig	
limited	 and	 owed	 £01	 million	 2009	 £nil	 to	 the	 minority	 group	 no	 provision	 for	 doubtful	 debts	 has	 been	 made	 in	 respect	 of	 these	 balances	
2009	 £nil	 no	 bad	 debts	 arose	 during	 the	 period	 relating	 to	 these	 transactions	 2009	 £nil
blbv minority interest 
from	1	 june	 2009	 the	 subsidiary	 companies	 of	 blbv	 in	 russia	 and	 the	 cis	 have	 continued	 to	 transact	 with	 the	 minority	 interest	 holding	 group	 of	
blbv	 primarily	 in	 relation	 to	 existing	 shortterm	 property	 leases	 the	 group	 has	 paid	 rental	 charges	 of	 £05	 million	 to	 the	 minority	 interest	 holding	
group	 of	 blbv	 during	 the	 period	 from	1	 june	 2009	 to	 31	 march	 2010	 and	 at	 31	 march	 2010	 the	 group	 owed	 £01	 million	 to	 the	 minority	 interest	
holding	 group	 of	 blbv	 in	 relation	 to	 these	 transactions	 all	 of	 which	 were	 conducted	 on	 an	 arm’s	 length	 basis
k ey mana gement personnel compensation 
key	 management	 personnel	 being	 the	 executive	 and	 nonexecutive	 directors	 and	 those	 persons	 discharging	 managerial	 responsibilities	
received	 the	 following	 compensation	 during	 the	 period
	 	 	 	 2010	 2009
	 	 	 	  £m 	 	 £m	
shortterm	 employee	 benefits		 	 	 	 	 59	 59
share	 based	 payments		 	 	 	 	 22	 37
post	 employment	 benefits		 	 	 	 	 07	 07
	 	 	 	 	 88	 103
s ubsequent events
proposed	 dividends	 are	 disclosed	 in	 note	 21
on	 29	 april	 2010	 upon	 shareholder	 approval	 the	 group	 exercised	 an	 option	 to	 increase	 its	 stake	 in	 the	 holding	 company	 for	 its	 cis	
‘commonwealth	 of	 independent	 states’	 business	 beleggingsmaatschappij	 lemore	 bv	 ‘blbv’	 to	 753	 per	 cent	 the	 consideration	 paid	 for	 the	
increased	 stake	 was	 usd	 2195	 million	 the	 group	 has	a	 further	 option	 exercisable	 in	 2011	 to	 take	 its	 shareholding	 in	 blbv	 to	 100	 per	 cent
on	 11	 may	 2010	 the	 group	 exchanged	 contracts	 with	 the	 owners	 of	 rosetex	a	 polish	 condom	 brand	 for	 the	 purchase	 of	 the	 brand	 and	 certain	
related	 assets	 for	 consideration	 of	 £39	 million	 annual	 sales	 of	 rosetex	 condoms	 are	 approximately	 £21	 milliion
there	 are	 no	 other	 events	 after	 the	 balance	 sheet	 date	 disclosable	 under	 ias	 10	 ‘events	 after	 the	 balance	 sheet	 date’ 100101  financial statements 
a nnual rep ort and a ccounts 2010 
notes to the consolidated financial statements
continued
27  c ommitments and contingent liabilities
	 	 	 	 2010	 2009
	 	 	 	  £m 	 	 £m	
commitments	 for	 capital	 expenditure	 not	 provided	 for	 in	 these	 accounts				 	 	 	
contracts	 placed	 for	 future	 expenditure		 	 	 	 	 —	 	 11	 c ontingent liabilities 
 l itig ation 
the	 group	 is	a	 defendant	 in	a 		 small	 number	 of	 lawsuits	 incidental	 to	 its	 operations	 which	 in	 aggregate	 are	 not	 expected	 to	 have	a	 material	
adverse	 effect	 on	 the	 group princip al group undertak ings
t rading subsidiary undertakings	 c ountry of registration incorporation and operation
		
lig	 china	 bv	 netherlands
london	 international	 gmbh	 germany
london	 international	 group	 limited	 england
lrc	 north	 america	 inc	 usa
lrc	 products	 limited	 england
lrc	 products	 ticaret	 ve	 pazarlama	 limited	 sirketi	 turkey
medcom	 mp	 russia	 russia
medcom	 mp	 ukraine	 ukraine
new	 bridge	 holdings	 bv	 netherlands
nv	 ssl	 healthcare	 belgium	 sa	 belgium
qingdao	 london	 durex	 company	 limited	 people’s	 republic	 of	 china
scholl	 investments	 limited	 england
scholl	 uk	 limited	 england
scholl	 consumer	 products	 limited	 england
scholl	 limited	 england
seton	 scholl	 international	 ireland	 ireland
seton	 scholl	 ireland	 holdings	 limited	 ireland
sonet	 investments	 limited	 	 england
sonet	 prebbles	 limited	 	 england
sonet	 scholl	 overseas	 investments	 limited	 england
sonet	 scholl	 uk	 limited	 england
ssl	 americas	 inc	 usa
ssl	 australia	 pty	 limited	 australia
ssl	 canada	 inc	 canada
ssl	 czeska	 republika	 sro	 czech	 republic
ssl	 healthcare	 hong	 kong	 limited	 hong	 kong
ssl	 healthcare	 norge	 as	 norway
ssl	 healthcare	 polska	 sp	 zoo	 poland
ssl	 healthcare	 thailand	 limited	 thailand
ssl	 healthcare	 brands	 sa	 spain
ssl	 healthcare	 danmark	 as	 denmark
ssl	 healthcare	 deutschland	 gmbh		 co	 kg	 germany
ssl	 healthcare	 france	 sa	 france
ssl	 healthcare	 gmbh	 germany
ssl	 healthcare	 ireland	 limited	 ireland
ssl	 healthcare	 italia	 spa	 italy
ssl	 healthcare	 japan	 limited	 japan
ssl	 healthcare	 nederland	 bv	 netherlands
ssl	 healthcare	 oesterreich	 gmbh	 austria
ssl	 healthcare	 shanghai	 limited	 people’s	 republic	 of	 china
ssl	 healthcare	 singapore	 pte	 limited	 singapore
ssl	 healthcare	 suisse	 sa	 switzerland
ssl	 hellas	 sa	 greece
ssl	 holdings	 inc	 usa
ssl	 magyarorszag	 kereskedelmi	 kft	 hungary
ssl	 manufacturing	 thailand	 limited	 thailand
ssl	 new	 zealand	 limited	 new	 zealand
ssl	 products	 limited	 england
ssl	 romania	 srl	 romania
ssl	 sverige	 ab	 sweden
sslttk	 limited	 india
ttklig	 limited	 india
tubifoam	 limited	 england
the	 group	 holds	 100	 per	 cent	 of	 the	 equity	 capital	 of	 the	 above	 companies	 with	 the	 exception	 of	 the	 following
  sslttk	 limited	 the	 group	 effectively	 holds	 754	 per	 cent
  	 ttklig	 limited	 in	 which	 the	 group	 holds	 4987	 per	 cent	 ttklig	 limited	 is	 consolidated	 as	 the	 group	 exerts	a	 dominant	 influence		
over	 the	 company
  	 medcom	 russia	 mp	 the	 group	 holds	 506	 per	 cent	 of	 the	 equity	 capital	 of	 the	 holding	 company	 beleggingsmaatschappij	 lemore	 bv		
medcom	 russia	 mp	 is	 consolidated	 as	 it	 is	 under	 group	 control	
	 shares	 are	 held	 directly	 by	 ssl	 international	 plc 102103  financial statements 
annu al repor t a nd accounts 2010 
	 	 	  2010	 2009
	 	 	 	 note £m	 £m
fixed assets		 	 	 	 	
intangible	 assets		 	 	 	 i	 75   69 
tangible	 assets		 	 	 	 ii	 —  — 
investments		 	 	 	 iii	 6804   6787 
	 	 	 	 	 6879   6856 
c urrent assets	
debtors		 	 	 	 iv	 2187   2602 
cash		 	 	 	 	 199   284 
	 	 	 	 	 2386   2886 
c reditors due within one year		 	 	 	 
bank	 borrowings	 and	 derivative	 financial	 liabilities	 		 	 	 v	 21  06 
other	 creditors		 	 	 	 vi	 5583  5506 
	 	 	 	 	 5604  5512 
n et current liabilities		 	 	 	 	 3218  2626 
t otal assets less current liabilities		 	 	 	 	 3661   4230 
	 	 	 	 	 
c reditors due after more than one year		 	 	 	 
bank	 borrowings	 and	 derivative	 financial	 liabilities	 		 	 	 v	 1044  1412 
	 	 	 	 
provisions for liabilities		 	 	 	 vii	 04  01 
n et assets		 	 	 	 	 2613   2817 
	 	 	 	 
c apital and reserves 		 	 	 	 
called	 up	 share	 capital		 	 	 	 ix  213   211 
share	 premium	 account		 	 	 	 x  473   450 
other	 reserves		 	 	 	 x  1321   1306 
cash	 flow	 hedge	 reserve		 	 	 	 x 21  40 
profit	 and	 loss	 account		 	 	 	 x  627   890 
equity shareholders’ funds		 	 	 	 x  2613   2817 
see	 accompanying	 notes	 to	 the	 company	 financial	 statements	
the	 financial	 statements	 on	 pages	 102	 to	 109	 were	 approved	 by	 the	 board	 of	 directors	 on	 17	 may	 2010	 and	 were	 signed	 on	 its	 behalf	 by
m moran
director
co mpany numbe r
388828
company bala nce s heet
at 31 march 2010 c investm ents
investments	 in	 subsidiaries	 are	 stated	 at	 cost	 less	 provisions	 for	 any	
impairment
d ta xati on
the	 charge	 for	 taxation	 is	 based	 on	 the	 lossprofit	 for	 the	 year	 and	
takes	 into	 account	 taxation	 deferred	 because	 of	 timing	 differences	
between	 the	 treatment	 of	 certain	 items	 for	 taxation	 and	 accounting	
purposes
credit	 is	 taken	 for	 advance	 corporation	 tax	 written	 off	 in	
previous	 years	 when	 it	 is	 recovered	 against	 corporation	 tax	 liabilities	
in	 accordance	 with	 frs	 19	 deferred	 tax	 is	 provided	 where	a	
taxation	 liability	 will	 arise	 as	a	 result	 of	 transactions	 or	 events	 which	
have	 occurred	 by	 the	 balance	 sheet	 date	 deferred	 tax	 assets	 are	
recognised	 to	 the	 extent	 that	 it	 is	 regarded	 that	 they	 will	 be	 recovered	
provision	 is	 made	 at	 rates	 expected	 to	 be	 applicable	 when	 the	 liabilities	
or	 assets	 are	 likely	 to	 crystallise	
e forei gn currenci es
t ransactions	 in	 foreign	 currencies	 are	 recorded	 using	 the	 rate	 of	
exchange	 ruling	 at	 the	 date	 of	 the	 transaction	 monetary	 assets	 and	
liabilities	 denominated	 in	 foreign	 currencies	 are	 translated	 using	 the	
rate	 of	 exchange	 ruling	 at	 the	 balance	 sheet	 date	 gains	 or	 losses	 on	
transactions	 are	 included	 in	 the	 profit	 and	 loss	 account
f de rivati ve fina ncial instrum ents
in	 accordance	 with	 exemptions	 under	 frs	 29	 ‘financial	 instruments	
disclosures’	 the	 company	 has	 not	 presented	 the	 financial	 instruments	
disclosures	 required	 by	 the	 standard	 as	 disclosures	 which	 comply	 with	
the	 standard	 are	 included	 in	 the	 consolidated	 financial	 statements
the	 company	 uses	 derivative	 financial	 instruments	 to	 reduce	
exposure	 to	 foreign	 exchange	 risk	 and	 interest	 rate	 movements	 the	
company	 does	 not	 hold	 or	 issue	 derivative	 financial	 instruments	 for	
speculative	 purposes
with	 the	 exception	 of	 derivative	 financial	 instruments	 and	
those	 hedged	 items	 forming	 part	 of	a	 fair	 value	 hedge	 financial	
instruments	 are	 held	 at	 amortised	 cost
hed ge accounting
the	 accounting	 for	 the	 company’s	 various	 hedging	 activities	 is		
detailed	 overleaf
as	 used	 in	 the	 financial	 statements	 and	 related	 notes	 the	 term	
‘company’	 refers	 to	 ssl	 international	 plc	 the	 separate	 financial	
statements	 of	 the	 company	 are	 presented	 as	 required	 by	 the	
companies	 act	 2006	 and	 have	 been	 prepared	 in	 accordance	 with		
uk	 generally	 accepted	 accounting	 practices
a	 list	 of	 principal	 subsidiary	 undertakings	 is	 presented	 on		
page	 101
basi s o f preparati on
the	 separate	 financial	 statements	 of	 the	 company	 are	 presented	 as	
required	 by	 the	 companies	 act	 2006	 as	 permitted	 by	 the	 act	 the	
separate	 financial	 statements	 have	 been	 prepared	 in	 accordance	 with	
uk	 generally	 accepted	 accounting	 practices	 ‘uk	 gaap’	 the	
accounting	 policies	 under	 uk	 gaap	 are	 presented	 below
the	 financial	 statements	 have	 been	 prepared	 on	 the	 historical	
cost	 basis	 with	 the	 exception	 of	 financial	 instruments	 as	 described	
below	 the	 principal	 accounting	 policies	 adopted	 are	 set	 out	 below	
under	 section	 408	 of	 the	 companies	 act	 2006	 the	 company	 is	
exempt	 from	 the	 requirement	 to	 present	 its	 own	 profit	 and	 loss	
account	 the	 loss	 for	 the	 financial	 year	 dealt	 with	 in	 the	 financial	
statements	 of	 the	 parent	 company	 ssl	 international	 plc	 is	 disclosed	
in	 note	 x	 the	 company	 has	 taken	 the	 exemption	 from	 the	
requirement	 to	 prepare	a	 cash	 flow	 statement	 under	 the	 terms	 of	 frs	1	
revised	 1996	 ‘cash	 flow	 statements’
the	 following	 paragraphs	 describe	 the	 main	 accounting	
policies	 these	 policies	 have	 been	 consistently	 applied	 to	 all	 the	 years	
presented
a ta ngible fixed assets
t angible	 fixed	 assets	 are	 stated	 at	 cost	 less	 accumulated	 depreciation	
depreciation	 is	 provided	 to	 write	 tangible	 fixed	 assets	 down	 to	a	
residual	 value	 over	 their	 estimated	 useful	 economic	 lives	 at	 the	
following	 annual	 rates
plant	 and	 equipment	 is	 depreciated	 on	a	 straightline	 basis	
over	a	 period	 of	 between	 four	 and	 15	 years
b int angible assets
software	 developments	 and	 licences	 capitalised	 are	 stated	 at	 cost	 less	
accumulated	 amortisation	 and	 are	 amortised	 on	a	 straightline	 basis	
over	 their	 estimated	 useful	 economic	 lives	 as	 follows
  software	 development		 five	 to	 10	 years
  software	 licences	 over	 the	 length	 of	 the	 licence
company accounti ng p olici es 104105  financial statements 
annu al repor t a nd accounts 2010 
company accounti ng p olici es
continued
g sh are based p ayments
the	 company	 operates	a	 number	 of	 employee	 share	 schemes	 the	
cost	 to	 the	 company	 of	 making	 awards	 in	 the	 form	 of	 shares	 or	 rights	 to	
shares	 under	 these	 schemes	 is	 charged	 to	 the	 profit	 and	 loss	 account	
as	 an	 employee	 expense	 over	 the	 period	 to	 which	 the	 employee’s	
performance	 relates	 the	 company	 issues	 equity	 settled	 share	 based	
payments	 to	 certain	 employees	 of	 the	 company	 and	 its	 subsidiary	
undertakings	 equity	 settled	 share	 based	 payments	 are	 measured	 at	
fair	 value	 at	 the	 grant	 date	 using	 an	 appropriate	 valuation	 model	 taking	
into	 account	 the	 terms	 and	 conditions	 precedent	 at	 the	 time	 of	 grant	
the	 impact	 of	 any	 nonmarket	 vesting	 conditions	 is	 excluded
the	 total	 amount	 to	 be	 expensed	 over	 the	 vesting	 period	 is	
determined	 by	 reference	 to	 the	 fair	 value	 of	 the	 equity	 instruments	
granted	 and	 the	 number	 of	 equity	 instruments	 which	 eventually	 vest	
at	 each	 balance	 sheet	 date	 the	 company	 revises	 its	 estimate	 of	 the	
number	 of	 instruments	 that	 are	 expected	 to	 vest	 it	 recognises	 the	
impact	 of	 the	 revision	 of	 original	 estimates	 if	 any	 in	 the	 profit	 and	 loss	
account	 and	a	 corresponding	 adjustment	 to	 equity	 over	 the	 remaining	
period	 when	 awards	 are	 made	 to	 employees	 of	 subsidiary	
undertakings	 and	 the	 fair	 value	 of	 the	 award	 is	 not	 recharged	 to	 the	
subsidiary	 the	 award	 is	 treated	 as	a	 capital	 contribution	 to	 the	
subsidiary	 with	a	 corresponding	 increase	 in	 the	 cost	 of	 investment
h divi dend inco me
dividend	 income	 from	 subsidiary	 undertakings	 is	 recognised	 within	
other	 income	 at	 the	 point	 the	 dividend	 has	 been	 declared	 dividends	
declared	 after	 the	 balance	 sheet	 date	 are	 not	 recognised	 in	 the	 profit	
and	 loss	 account
i rel ated par ty t rans acti ons
the	 company	 has	 taken	 advantage	 of	 the	 exemption	 available	 in	 frs	 8	
‘related	 party	 disclosures’	 and	 has	 not	 disclosed	 transactions	 or	
balances	 with	 whollyowned	 subsidiaries
i t ransaction exposure he dging
forward	 currency	 contracts	 hedging	 transaction	 exposures	 are	 fair	
valued	 through	 the	 profit	 and	 loss	 account
ii fair value he dges
derivative	 financial	 instruments	 are	 classified	 as	 fair	 value	 hedges	 when	
they	 hedge	 the	 company’s	 exposure	 to	 changes	 in	 the	 fair	 value	 of	a	
recognised	 asset	 or	 liability	 any	 gain	 or	 loss	 from	 remeasuring	 the	
hedging	 instrument	 is	 recognised	 immediately	 in	 the	 profit	 and	 loss	
account	 any	 change	 in	 the	 fair	 value	 of	 the	 hedged	 item	 attributable		
to	 the	 hedged	 risk	 is	 adjusted	 against	 the	 carrying	 value	 of	 the	 hedged	
item	 and	 recognised	 immediately	 in	 the	 profit	 and	 loss	 account
iii c ash flow hed ges
changes	 in	 the	 fair	 value	 of	 the	 derivative	 hedging	 instruments	
designated	 as	a	 cash	 flow	 hedge	 are	 recognised	 directly	 in	 equity	 to		
the	 extent	 that	 the	 hedge	 is	 effective	 to	 the	 extent	 that	 the	 hedge	 is	
ineffective	 changes	 in	 fair	 value	 are	 recognised	 in	 profit	 or	 loss
derivative	 financial	 instruments	 qualifying	 for	 fair	 value	 hedge	
accounting	 are	 principally	 foreign	 currency	 and	 interest	 rate	 swaps
discontinuance of he dge accounting
hedge	 accounting	 is	 discontinued	 prospectively	 when	 the	 hedging	
instrument	 expires	 or	 is	 sold	 terminated	 or	 exercised	 or	 no	 longer	
qualifies	 for	 hedge	 accounting i int angible assets
	 	 	 	 	 	 software
	 	 	 	 	 	 development
	 	 	 	 	 	 and	 licences	
		 	 	 	 	 	 £m	
c ost 
at	1	 april	 2009	 	 	 	 	 	 105 
additions	 	 	 	 	 	 26	
at 31 march 2010		 	 	 	 	 	 131
amortisation and impairment amounts
at	1	 april	 2009		 	 	 	 	 	 36	
charge	 for	 the	 year		 	 	 	 	 	 20	
at 31 march 2010		 	 	 	 	 	 56	
c arrying amounts
at	 31	 march	 2009		 	 	 	 	 	 69	
at 31 march 2010 	 	 	 	 	 	 75	
ii int angible assets
	 	 	 	 	 	 plant
	 	 	 	 	 	 equipment	 and
	 	 	 	 	 	 motor	 vehicles
	 	 	 	 	 	 	 £m	
c ost 
at 1 april 2009 and 31 march  2010 	 	 	 	 	 	 10	
	 	 	 	 	 	
depreciation and impairment 	 	 	 	 	 	
at	1	 april	 2009		 	 	 	 	 	 10	
charge	 for	 the	 year		 	 	 	 	 	 —
at 31 march 2010 	 	 	 	 	 	 10 
n et book value 
at	 31	 march	 2009		 	 	 	 	 	 —
at 31 march 2010 	 	 	 	 	 	 —
n otes r el ati ng to the company a ccounts 106107  financial statements 
annu al repor t a nd accounts 2010 
iii investm ents in subsid iary undertaki ngs
the	 company’s	 investments	 are	 as	 follows	
	 	 	 	 	 	 	 cost	 of	 shares	 in
	 	 	 	 	 	 	 subsidiary
	 	 	 	 	 	 undertakings 	
	 	 	 	 	 	 	 £m	
c ost  at 1 april 2009 	 	 	 	 	 	 6787 
additions		 	 	 	 	 	 17	
c ost at 31 march 2010		 	 	 	 	 	 6804 
n et book value
at	 31	 march	 2009		 	 	 	 	 	 6787	
at 31 march 2010		 	 	 	 	 	 6804 
the	 company’s	 investments	 are	 listed	 on	 page	 101	
the	 addition	 of	 £17	 million	 relates	 to	 an	 increased	 investment	 in	 the	 subsidiary	 company	 lrc	 products	 limited	 in	 relation	 to	 the	 fair	 value	 of	
share	 based	 payments	 awarded	 to	 employees	 of	 the	 subsidiary	 undertaking	a	 corresponding	 credit	 is	 recorded	 in	 nondistributable	 reserves
iv deb to rs
	 	 	  2010	 2009
	 	 	 	 note £m	 £m
amounts due within one year	
amounts	 owed	 by	 subsidiary	 undertakings		 	 	 	  2099	  2551	
other	 debtors		 	 	 	  07	  07	
prepayments	 and	 accrued	 income		 	 	 	  06   02	
	 	 	 	  2112   2560	
amounts due after more than one year	
deferred	 tax		 	 	 	 viii  75	  42	
	 	 	 	  2187	  2602 
n otes r el ati ng to the company a ccounts
continued v b ank bo rrow ings and derivati ve fina ncial l iabiliti es
	 	 	  2010	 2009
	 	 	 	 £m	 £m
amounts due within one year	
forward	 contract	 derivatives			 	 	 	 —  04 
interest	 rate	 swaps			 	 	 	  21   02	
	 	 	 	  21	  06	
amounts due after more than one year	
bank	 loans	 and	 overdrafts		 	 	 	  1089	  1374	
unamortised	 facility	 arrangement	 fees		 	 	 	 45  —
interest	 rate	 swaps			 	 	 	 —  38	
	 	 	 	  1044   1412 
total	 bank	 borrowings	 and	 derivative	 financial	 liabilities	 		 	 	  1065   1418 
details	 of	 banking	 facilities	 available	 and	 the	 maturity	 of	 the	 drawdowns	 are	 provided	 in	 note	 16	 to	 the	 consolidated	 financial	 statements	
	
maturiti es
	 	 	  2010	 2009
	 	 	 	 £m	 £m
interest rate and currency swaps	
interest	 rate	 and	 currency	 swaps	 or	 instalments	 thereof	 are	 repayable	
from	 one	 to	 two	 years		 	 	 	 —  38	
total	 due	 after	 more	 than	 one	 year		 	 	 	 —  38	
total	 due	 within	 one	 year		 	 	 	  21   02	
	 	 	 	  21   40 
the	 aggregate	 amount	 of	 loans	 any	 instalment	 of	 which	 falls	 due	 after	 five	 years	 is	 £nil	 2009	 £nil
v i credi to rs
	 	 	  2010	 2009
	 	 	 	 £m	 £m
amounts due within one year
amounts	 owed	 to	 subsidiary	 undertakings		 	 	 	  5533   5397	
accruals	 	 	 	 	  50	  109	
	 	 	 	 	 5583   5506  108109  financial statements 
annu al repor t a nd accounts 2010 
n otes r el ati ng to the company a ccounts
continued
v ii prov isi ons for l iabiliti es
	 	 	 	 	 	 surplus	 property
	 	 	 	 	 	 	 £m	
at	1	 april	 2009		 	 	 	 	  01 
provisions	 created	 during	 the	 year		 	 	 	 	  04 
provisions	 used	 during	 the	 year		 	 	 	 	 01 
at 31 march 2010		 	 	 	 	  04 
current		 	 	 	 	 —
noncurrent		 	 	 	 	  04	
	 	 	 	 	  04 
the	 provisions	 are	 expected	 to	 be	 utilised	 within	 five	 years	 from	 the	 balance	 sheet	 date
v iii defe rred t ax
	 	 	 	 	 	 deferred
	 	 	 	 	 	 taxation
	 	 	 	 	 	 £m	
at	1	 april	 2009		 	 	 	 	 	 42	
credited	 to	 the	 profit	 and	 loss	 account		 	 	 	 	 	 09	
reclassification	 from	 current	 tax		 	 	 	 	 	 11 
charged	 to	 reserves	 in	 respect	 of	 cash	 flow	 hedges	 		 	 	 	 	 05	
credited	 to	 reserves	 in	 respect	 of	 share	 based	 payments	 		 	 	 	 	 18 
at 31 march 2010		 	 	 	 	  75 
	 	 	  2010	 2009
t he net deferred tax asset is analysed as follows 		 	 	 £m	 £m
accelerated	 capital	 allowances		 	 	 	  10		 13 
shortterm	 timing	 differences		 	 	 	  11		 02	
share	 based	 payments		 	 	 	  54		 31 
	 	 	 	  75		 42 
ix calledup share c apital
called	 up	 £010	 ordinary	 share	 capital	 of	 the	 parent	 company
	 	 	 	 allotted		 	 allotted
	 	 	 	 calledup	 	 calledup
	 	 	 authorised	 	 and	 fully	 paid	 authorised	 and	 fully	 paid
	 	 	 	 number	 number	 	 £m		 	 £m	
at	1	 april	 2008		 	 250000000 190827495  250   191	
shares	 issued	—	 share	 placing	 in	 january	 2009	 		 —  19190000 —  19	
employee	 share	 options	 schemes	—	 options	 exercised	 		 —  1136404 —  01	
at	 31	 march	 2009		 	 250000000 211153899  250   211	
increase	 in	 authorised	 capital	 	 	 150000000 — 150 —
employee	 share	 options	 schemes	—	 options	 exercised	 		 —  1799994 —  02 
at 31 march 2010 	 	 400000000 212953893  400   213	
details	 of	 share	 options	 exercised	 in	 the	 year	 shares	 issued	 to	 satisfy	 the	 exercise	 of	 these	 options	 and	 contingently	 issuable	 shares	 awarded	 in	
the	 year	 are	 given	 in	 the	 group	 financial	 statements	 in	 note	 19	 details	 of	 the	 share	 placing	 during	 the	 year	 and	 of	 rights	 attached	 to	 ordinary	
shares	 are	 included	 in	 the	 group	 financial	 statements	 in	 note	 20 x  sh are c apita l and reser ves
	 	 share	 non	 cash	 flow
	 share	 premium	 distributable	 hedge	 profit	 and	 loss t otal
	 capital	 account	 reserve	 reserve	 account equity
	 £m	 £m	 £m	 £m	 £m £m
at	1	 april	 2009	 211   450   1306  40   890   2817 
loss	 for	 the	 year	 —  —  — —  103  103	
dividends	 — —  —  —  202  202 
equitysettled	 share	 based	 payments	 — — 17 — 51 68
repurchase	 of	 shares	 — — — — 22 22
taxation	 taken	 to	 reserves	 in	 respect	 of		
share	 based	 payments	 —  —  — —   18   18	
tax	 on	 fair	 value	 movements	 on		
cash	 flow	 hedges	 — —  — — 05  05	
fair	 values	 arising	 from	 cash	 flow	 hedge		
taken	 to	 reserves	 —  — —  19  —   19	
shares	 issued	 in	 the	 year	 02   23  02  —  —   23 
at 31 march 2010  213   473   1321  21   627   2613	
of	 the	 reserves	 of	 the	 company	 £627	 million	 2009	 £890	 million	 is	 regarded	 as	 distributable	
of	 the	 increase	 in	 the	 nondistributable	 reserve	 during	 the	 year	 £17	 million	 relates	 to	 the	 share	 based	 payments	 awarded	 to	 employees	 of	 the	
subsidiary	 undertaking	 lrc	 products	 limited	 which	 has	 been	 treated	 as	a	 capital	 contribution	 to	 the	 subsidiary	 undertaking
by	 virtue	 of	 section	 408	 of	 the	 companies	 act	 2006	 the	 company	 is	 exempt	 from	 presenting	a	 profit	 and	 loss	 account
for	 details	 on	 dividends	 paid	 and	 payable	 during	 the	 year	 see	 note	 21	 to	 the	 group	 accounts
x i co mmitm ents and conti ngent liabiliti es
the	 company	 has	 no	 contracts	 for	 future	 expenditure	 that	 have	 not	 been	 provided	 for	 2009	 none
 gu arantee contracts 
where	 the	 company	 enters	 into	 financial	 guarantee	 contracts	 to	 guarantee	 the	 indebtedness	 of	 other	 companies	 within	 its	 group	 the	 company	
considers	 these	 to	 be	 insurance	 arrangements	 and	 accounts	 for	 them	 as	 such	 in	 this	 respect	 the	 company	 treats	 the	 guarantee	 contract	 as	a	
contingent	 liability	 until	 such	 time	 as	 it	 becomes	 probable	 that	 the	 company	 will	 be	 required	 to	 make	a	 payment	 under	 the	 guarantee	 at	 the	
balance	 sheet	 date	 there	 were	 no	 contingent	 liabilities	 arising	 as	a	 result	 of	 these	 guarantees	 2009	 none
x ii directo rs’ remunera ti on and share based p ayments
the	 company	 has	 no	 employees	 other	 than	 the	 directors	 information	 covering	 directors’	 remuneration	 interests	 in	 shares	 share	 options	 and	
pension	 benefits	 is	 included	 in	 the	 remuneration	 report	 on	 pages	 42	 to	 51
the	 information	 as	 disclosed	 in	 the	 group	 accounts	 under	 ifrs	 2	 ‘share	 based	 payment’	 is	 comparable	 with	 the	 uk	 gaap	 information	 under		
frs	 20	 ‘share	 based	 payment’
the	 following	 directors	 are	 remunerated	 by	 the	 parent	 company
  g	 watts
  g	 corbett
  r	 adam
  p	 read
  m	 moran
  i	 adamson
  p	 johnson commercial
uk
head office 
ssl international plc
35 new bridge street london ec4v 6bw
ssl international plc
venus 1 old park lane t rafford park urmston manchester m41 7ha
europe 
aust ria
ssl healthcare osterreich gmbh kuefsteingasse 1519220a
a1140 vienna austria
belg ium
nv ssl healthcare sa koning albert 1 laan 64 1780 wemmel belgium
cz ech r ep ublic
ssl czeska republica sro karlovo nam 7  120 00 prague 2 
czech republic
den mark
ssl healthcare denmark as ringager 4 d dk2605 brøndby 
denmark
fran ce 
ssl healthcare france sa ssl healthcare france 
23 allees de l’europe 92110 clichy france
germa ny
ssl healthcare deutschland gmbh  co kg edisonstrasse 5 
63477 maintal germany
greece
ssl hellas sa  17 kim spata avenue po box 17  19004 spata attikis
athens greece
hu ng ary ssl magyarorszag kft ip west office building 1117 budapest 
budafoki út 9193 1st floor hungary
it aly ssl healthcare italia spa via marco emilio lepido 1785 
40132 bologna italy
it aly  footwear development group
ssl healthcare italia spa
fdgfootwear development group
strada statale 234km 385 26867  somaglia lodi italy
ne th erlands ssl healthcare nederland nv de weegschaal 14
5215 mns hertogenbosch netherlands
nor way ssl healthcare norway as strandveien 35 no1366 lysaker norway
pola nd
ssl healthcare polska spz 00 ubc ll ulszturmowa 2a
02678 warsaw poland
roman ia 
ssl romania srl
barbu urleanu street  no 15 1st  floor ap 3 bucharest sct 5 
050681 bucharest 
russ ia
medcom mp 
101 bibirevskaya str  moscow 127549 russia
sp ain ssl healthcare brands sa c de la marina 1618 t orre mapfre 
planta 28 08005 barcelona spain
sw eden ssl healthcare sverige ab
visiting address
gustavslundsvägen 151 e 8th floor se167 15 bromma sweden
postal address
po box 15114 se167 15 bromma sweden
swi tz erland
ssl healthcare schweiz ag rheinstrasse 81 4133 pratteln
switzerland 
turke y 
lrc products ticaret ve pazarlama ltd sti oztopus cadessi 
demirel apt 8d5 ulus 34340 besiktas istanbul t urkey
ukraine 
medcom mp 
04071 ukraine kiev pereulok elektrikov 3
americas ssl canada inc
100 courtland avenue concord ontario l4k 3t6 canada
ssl americas inc
3585 engineering drive suite 200 norcross georgia 
300929214 usa
ssl direct ory 110111  shareholder information 
annual rep ort and accounts 2010  man ufact uring an d dist ribut ion uk
ssl international plc 
barncoose industrial estate wilson way redruth cornwall tr15 3rq uk
ssl international plc 
group distribution centre finlan road stakehill industrial estate 
middleton m24 2sj uk
ssl international plc 
whitehouse business park t raynor way off shotton lane peterlee
county durham sr8 2ru uk
americas ssl americas logistics operations center
1306 george albert lake road anderson south carolina 29624 usa
as ia pacific and rest of th e world 
ch ina
qingdao london durex company limited
no 113 shangma part aodong road  
hightech industrial development zone  
qingdao 266114 people’s republic of china
in dia
ttklig limited 
35 old t runk road pallavaram chennai600 043 india
ttklig limited 
20 perali road virudhunagar  626 001 t amilnadu state india
ttklig limited 
652 653 632 k p natham road thiruvandar koil village 
mannadipet commune puducheri india
sslttk limited
plot 73 sipcot industrial park irungattukottai 602105 
sriperumbudur india
th ailand
ssl manufacturing thailand limited 
wellgrow industrial estate 100 moo 5 bangnat rad rd km36 
bangsamak bangpakong chachoengsao 24180 thailand
as ia pacific and rest of th e world 
aust ralia
ssl australia pty ltd 225 beach road mordialloc victoria 3195 
australia
ch ina
ssl healthcare shanghai ltd 
room 1905 zhongrong hengrui international building
620 zhang yang road pu dong shanghai people’s republic of china
ho ng k ong
ssl healthcare hong kong ltd suite 310303 314 t ower 2 
the gateway harbour city 25 canton road shim sha t sui kowloon 
hong kong
in dia
sslttk limited 6 cathedral road chennai 600 086 india
in dones ia
ssl healthcare indonesia graha atrium building 6fl suite 602c
jl senen raya no135 jakarta pusat  10410 indonesia
japan ssl healthcare japan ltd urd building 4th  5th floor 275 shibuya 
shibuyaku t okyo 1500002 japan
malays ia
ssl healthcare malaysia sdn bhd level 5 wisma samudra 1 jalan 
kontraktor u114 seksyen u1 hicomglenmarie industrial park 
40150 shah alam selangor darul ehsan malaysia
ne w zeala nd
ssl new zealand limited unit e4 4 pacific rise  
mount wellington 1060 auckland new zealand
si ng ap ore
ssl healthcare singapore pte ltd 101 thomson road 2605
united square singapore 307591
tai wan ssl healthcare hk ltd t aiwan branch 14 f no 102 songlong road 
sinyi district t aipei city 110 t aiwan
th ailand
ssl healthcare thailand limited 14th floor ocean t ower 1 
17042 new ratchadsaphisek road klongteoy bangkok 10110 thailand secre t ary and regi st ered office
maria buxt on smi th
35 new bridge street london ec4v 6bw
st ockbrokers jpm orga n c azenove limit ed
10 aldermanbury london ec2v 7rf
credit sui ss e securi t ies e urope  limit ed
one cabot square london e14 4oj
audit ors kpmg audit plc
8 salisbury square london ec4y 8bb
solici t ors allen  ov ery ll p one bishops square london e1 6ad
hammo nd s ll p t rinity court 16 john dalton street manchester m60 8hs
pri n cip al ban kers barclays b ank plc
7th floor 1 marsden street manchester m2 1hw
regi st rars capita regi st rars the registry 34 beckenham road beckenham kent br3 4tu
public affairs a dvis ers the mait land cons ultancy 12th floor orion house 5 upper st martin’s lane london wc2h 9ea
monthy ear eve nt
2010 
22 july annual general meeting
2 september dividend payment subject to approval
november interim results
 
2011 
march interim dividend payment
may preliminary results
july annual general meeting
 exact dates to be confirmed
compa ny in format ion finan cial calen dar
112  shareholder information 
annual rep ort and accounts 2010  t he following is a n onexhau sti ve list 
of the t rade ma rks of the ssl g roup
tr ade ma rks
active repair k
adapta
allure
anbesol
ashton  parsons
avanti
avanti ultima
bioprint
busy feet
contex
crest
cuprofen
deluxe
deoactiv fresh
deo dress
derbac
diana
diocalm
dr scholl
due in uno
durex
earex
easyon
eulactol
evitest
fetherlite
fresh step
full marks
gelactiv
great feet feeling
hydragel
hydrastep
k laus
kingtex
liqui massage
lovebox
mama be
massage melts
medinol
medised
meltus
microlayer
mister baby
natruclear
ora
orthaheel
paramol
party feet
perfect nail
performa
pescura
play
play o
pleasuremax
profile
prosport
pure fantasy
ralgex
realcheck
reelfeel
remegel
resolve
rosetex
sauber
scholl
scholl biomechanics
scholl flight socks
sensifit
sensilube
silkoplast
sonnobenefit
spice dice
spring action
starlit
think feet
ultima
very cherry
vibrations
woodward’s
designed by further
furthercreativecouk
printed in the uk by beacon press using their  and  
environmental print technology the electricity used in the printing of 
this report was generated from renewable sources and vegetable inks 
were used throughout beacon press is a carbonneutral® company
the text pages of this report contain 50 recycled fibre sourced from 
deinked post consumer waste and 50 virgin fibre sourced from 
wellmanaged forests all pulps are 100 ecf elemental chlorine free
the manufacturing mills and the printer are registered to the 
environmental management system iso 14001 and are forest 
stewardship council fsc chainofcustody certified ssl inte n ti n l lc  nnu l e t n cc unts 2 1
ssl international plc
35 new bridge street
london ec4v 6bw
t el 44  020  7367  5760
fax 44  020  7367  5790
wwwsslinternationalcom
registration number
388828


Summary:
 01	 highlights overview   annu al  r eport  a nd   accounts   2010
	 before
	 aquisitions	 adjusted
1
	 	 underlying	 as 	 reported
	 31  march  2010	 31 	 march	 2009	 growth	 31 	 march	 2009
s ales	 £m	 £m	 	 £m
durex	 2937	 2802	 48	 2669
scholl	 footcare	 1680	 1606	 46	 1430
scholl	 footwear	 1059	 986	 74	 929
locally	 owned	 brands	 647	 677	 44	 753
t otal  branded   consumer	 6323	 6071	 41	 5781
other		 470	 605	 223	 643
t otal  sales	 6793	 6676	 18	 6424
	 reported 	 sale s	 up 	 249	— 	u nderl ying
1
	 branded 	
con sumer 	s ale s	 up 	 41
	 o pera ting 	 profit 	 of 	 £1260	 million 	 408	 ahead 	 of 	
prior 	 year 	 2009	 £895	 million
	 ru ssian 	 and 	u krainian 	s ale s	 of 	 £1232	 million 	 with 	
opera ting 	 profit 	 of 	 £293	 million 	 p rofit 	 before 	 tax 	 up 	 507	 to 	 £11 53	 million 	
2009	 £765	 million
sale s	g rowth
	 249
	 
op erating 	p rofit 	g rowth
	 408
	 
earnings	p er	 sh are	 up 	 20
	 336p
	
fin al	 divid end	 up 	 25
	 80p
1		 prior	 period	 figures	 translated	 at	 current	 period	 average	 exchange	 rates	 and	 excluding	 the	 impact	 of	 blbv	 and	 gainbridge	 in	 both	 periods