Annual Report for the year ended 31 December 2008

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INDEPENDENT AuDITORS' REPORT TO THE MEMBERS OF THE EVOLuTION GROuP PLC We have audited the parent company Financial statements of The evolution Group plc (“the company”) for the year ended 31 December 2008 which comprise the Balance sheet, the cash Flow statement, the statement of recognised income and expense and the related notes. These parent company Financial statements have been prepared under the accounting policies set out therein. We have also audited the information in the Directors’ remuneration report that is described as having been audited. We have reported separately on the Group Financial statements of The evolution Group plc for the year ended 31 December 2008. Respective responsibilities of Directors and auditors The Directors’ responsibilities for preparing the Annual report, the Directors’ remuneration report and the parent company Financial statements in accordance with applicable law and international Financial reporting standards (“iFrs”) as adopted by the european union are set out in the statement of Directors’ responsibilities. our responsibility is to audit the parent company Financial statements and the part of the Directors’ remuneration report to be audited in accordance with relevant legal and regulatory requirements and international standards on Auditing (uK and ireland). This report, including the opinion, has been prepared for and only for the company’s members as a body in accordance with section 235 of the companies Act 1985 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. We report to you our opinion as to whether the parent company Financial statements give a true and fair view and whether the parent company Financial statements and the part of the Directors’ remuneration report to be audited have been properly prepared in accordance with the companies Act 1985. We also report to you whether in our opinion the information given in the Directors' report is consistent with the parent company Financial statements. in addition we report to you if, in our opinion, the parent company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors’ remuneration and other transactions is not disclosed. We read other information contained in the Annual report and consider whether it is consistent with the audited parent company Financial statements. The other information comprises only the Directors’ report, the unaudited part of the Directors’ remuneration report and the chairman’s statement. We consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the parent company Financial statements. our responsibilities do not extend to any other information. PaRent ComPanY FinanCial statements CONTINuED FOR THE YEAR ENDED 31 DECEMBER 78 The evoluTion Group plc AnnuAl reporT & AccounTs 2008 Basis of audit opinion We conducted our audit in accordance with international standards on Auditing (uK and ireland) issued by the Auditing practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the parent company Financial statements and the part of the Directors’ remuneration report to be audited. it also includes an assessment of the significant estimates and judgements made by the Directors in the preparation of the parent company Financial statements, and of whether the accounting policies are appropriate to the company’s circumstances, consistently applied and adequately disclosed. We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the parent company Financial statements and the part of the Directors’ remuneration report to be audited are free from material misstatement, whether caused by fraud or other irregularity or error. in forming our opinion we also evaluated the overall adequacy of the presentation of information in the parent company Financial statements and the part of the Directors’ remuneration report to be audited. Opinion in our opinion: • the parent company Financial statements give a true and fair view, in accordance with iFrs as adopted by the european union as applied in accordance with the provisions of the companies Act 1985, of the state of the company’s affairs as at 31 December 2008 and cash flows for the year then ended; • the parent company Financial statements and the part of the Directors’ remuneration report to be audited have been properly prepared in accordance with the companies Act 1985; and • the information given in the Directors' report is consistent with the parent company Financial statements. PricewaterhouseCoopers LLP Chartered Accountants and Registered Auditors London, United Kingdom 8 April 2009
ASSETS ComPanY BalanCe sHeet AS AT 31 DECEMBER 2008 2008 2007 Note £'000 £'000 NON-CuRRENT ASSETS Deferred income tax assets 4 929 1,701 investment in subsidiaries 5 57,437 68,789 TOTAL NON-CuRRENT ASSETS 58,366 70,490 CuRRENT ASSETS Trade and other receivables 8 3,967 2,464 Available-for-sale financial assets 9 11,652 10,432 cash and cash equivalents 10 75,542 55,476 TOTAL CuRRENT ASSETS 91,161 68,372 TOTAL ASSETS 149,527 138,862 LIABILITIES CuRRENT LIABILITIES Trade and other payables 11 6,280 4,779 TOTAL CuRRENT LIABILITIES 6,280 4,779 TOTAL LIABILITIES 6,280 4,779 EQuITY CAPITAL AND RESERVES ATTRIBuTABLE TO EQuITY SHAREHOLDERS share capital 14 2,245 2,232 share premium account 14 29,762 28,795 capital redemption reserve 14 373 373 Merger reserve 14 29,332 51,230 Available-for-sale and other reserves 14 9,615 24,974 retained earnings 14 71,920 26,479 TOTAL EQuITY 143,247 134,083 TOTAL EQuITY AND LIABILITIES 149,527 138,862 The notes on pages 82 to 97 form an integral part of these Financial statements. The Financial statements on pages 79 to 81 were approved by the Board of Directors on 8 April 2009 and were signed on its behalf by: Alex Snow Director 79
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Yesterday Today Tomorrow... ANNUAL
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FINANCIAL ANd OPERATIONAL HIGHLIGHT
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Balance Sheet strength and cash bal
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evolution securities Evolution secu
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Corporate Finance Evolution securit
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Wdb capital The Group’s investmen
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EARNINGS PER SHARE ON TOTAL OPERATI
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evolution securities’ income anal
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other activities The Group’s othe
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Lord macLaurin of Knebworth, dL (72
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principal risks and uncertainties T
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share capital Details of the change
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The Directors consider that in prep
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The Chief Executive, Alex snow, is
Page 29 and 30: The Committee observed that during
Page 31 and 32: appropriate and comprehensive proce
Page 33 and 34: The Board has delegated to the Remu
Page 35 and 36: The concept of a bonus ceiling does
Page 37 and 38: non-executive directors Non-executi
Page 39 and 40: On 8 April 2009, Alex snow was awar
Page 41 and 42: We have audited the Consolidated Fi
Page 43 and 44: ASSETS 2008 2007 Note £’000 £
Page 45 and 46: 2008 2007 £’000 £’000 (loss)/
Page 47 and 48: shareholding of more than one half
Page 49 and 50: ) Distribution channels and custome
Page 51 and 52: (b) Share-based plans The Group’s
Page 53 and 54: Risk Reporting The Group Board rece
Page 55 and 56: Neither past Past due but not impai
Page 57 and 58: By business segment (continued) The
Page 59 and 60: 6. otHeR inCome Restated 2008 2007
Page 61 and 62: 11. aUditoRs’ RemUneRation During
Page 63 and 64: 14. inCome taX eXPense (CONTINuED)
Page 65 and 66: 18. intanGiBle assets notes to tHe
Page 67 and 68: 20. deFeRRed inCome taX (CONTINuED)
Page 69 and 70: 24. tRadinG PoRtFolio assets notes
Page 71 and 72: 31. Consolidated moVement in sHaReH
Page 73 and 74: 33. CasH FloW FRom oPeRatinG aCtiVi
Page 75 and 76: 38. emPloYee sHaRe sCHemes Movement
Page 77 and 78: 38. emPloYee sHaRe sCHemes (CONTINu
Page 79: THE EVOLuTION GROuP PLC PARENT COMP
Page 83 and 84: statement oF ReCoGnised inCome and
Page 85 and 86: 1. aCCoUntinG PoliCies (CONTINuED)
Page 87 and 88: 2. FinanCial instRUments and RisK m
Page 89 and 90: 2. FinanCial instRUments and RisK m
Page 91 and 92: 5. inVestment in sUBsidiaRies notes
Page 93 and 94: 10. CasH and CasH eQUiValents 2008
Page 95 and 96: 17. Post BalanCe sHeet eVents There
Page 101 and 102: FoR YoUR notes 99
Page 103 and 104: DesiGneD AnD proDuceD BY BesT&co. l
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Annual Report for the year ended 31 December 2008

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