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Unilever Annual Report & Accounts and Form 20-F 2001
>37
CORPORATE GOVERNANCE
Report of the Directors
The auditors report to the directors and the Audit
Committee on the actions they take to comply with the
professional and regulatory requirements and best practice
designed to ensure their independence from Unilever,
including, for example, the periodic rotation of key team
members.
See note 2 on page 62 for the actual payments made to
PricewaterhouseCoopers.
Shareholder relations
We believe it is important to both explain the business
developments and nancial results to shareholders and to
understand the objectives of investors. Within the Executive
Committee, the Financial Director has lead responsibility
for investor relations, with the active involvement of the
Chairmen. They are supported by an Investor Relations
Department which organises presentations for analysts and
institutional investors. Such presentations are generally made
available on our website. Briengs on quarterly results are
given via teleconference and are accessible by telephone or
via our website. For further information visit our website at
www.unilever.com .
Both NV and PLC communicate with their respective
shareholders through the Annual General Meetings. At the
AGMs, each Chairman gives a full account of the progress
of the business over the last year and a review of the
current issues. A summary of their addresses is published
on our website and released to stock exchanges and media.
Copies are freely available on request.
Our Chairmen, both in communications about the Annual
General Meetings and at the actual meetings, encourage
shareholders to attend and to ask questions. Question and
answer sessions form an important part of the meetings
in both the Netherlands and the United Kingdom. We are
committed to efforts to establish more effective ways of
shareholder communication. We actively participate in the
Shareholders Communication Channel which facilitates
proxy voting in the Netherlands.
Electronic communication is becoming an important
medium for shareholders, providing ready access to
shareholder information and reports, and for voting
purposes. Shareholders of PLC in the United Kingdom
and PLC ADR holders in the US can now choose to
receive electronic notication that the Annual Review,
Annual Report & Accounts and Form 20-F and Notice
of Annual General Meeting have been published on our
website, instead of receiving printed copies, and can also
electronically appoint a proxy to vote on their behalf at the
Annual General Meeting. We shall be seeking to extend the
use of electronic communication to other shareholders as
this becomes possible.
Reporting to shareholders
The directors responsibilities are set out formally on page 49.
The report to shareholders on directors remuneration and
interests is set out on pages 40 to 48.
The responsibility of the auditors to report on these
matters is set out on page 50.
Directors
Antony Burgmans*1
Chairman, Unilever N.V.
Aged 55. Chairman of Unilever N.V. and Vice-Chairman of Unilever
PLC since 4 May 1999. Joined Unilever 1972. Appointed director
8 May 1991. Previous posts include: Vice-Chairman of Unilever N.V.
1998. Business Group President, Ice Cream & Frozen Foods
Europe and Chairman of Unilever Europe Committee 96/98.
Responsible for South European Foods business 94/96. Personal
Products Co-ordinator 91/94. Member, Supervisory Board of ABN
AMRO Bank N.V. and International Advisory Board of Allianz AG.
Niall FitzGerald KBE*1
Chairman, Unilever PLC
Aged 56. Chairman of Unilever PLC and Vice-Chairman of Unilever
N.V. since 1 September 1996. Joined Unilever 1967. Appointed
director 20 May 1987. Previous posts include: Vice-Chairman of
Unilever PLC 1994. Detergents Co-ordinator 91/95. Member, Foods
Executive 89/91. Edible Fats & Dairy Co-ordinator 89/90. Financial
Director 87/89. Non-executive director of Merck & Co Inc. and
Telefonaktiebolaget LM Ericsson.
Clive Butler*
Corporate Development Director
Aged 55. Corporate Development Director since 1 January 2001.
Joined Unilever 1970. Appointed director 6 May 1992. Previous
posts include: Category Director, Home & Personal Care 1996.
Personnel Director 93/96. Corporate Development Director 1992.
Non-executive director of Lloyds TSB Group plc.
Patrick Cescau*9
Foods Director
Aged 53. Foods Director since 1 January 2001. Joined Unilever
1973. Appointed director 4 May 1999. Previous posts include:
Financial Director 1999. Controller and Deputy Financial Director
98/99. President, Lipton USA 97/98. President, Van den Bergh Foods
USA 95/97. Chairman, Indonesia 91/95.
Keki Dadiseth*9
Home & Personal Care Director
Aged 56. Home & Personal Care Director since 1 January 2001.
Joined Unilever 1973. Appointed director 3 May 2000. Previous
posts include: Hindustan Lever Chairman 1996, Vice-Chairman
and Managing Director 1995. Non-executive director of The Indian
Hotels Company.
André baron van Heemstra*9
Personnel Director
Aged 56. Personnel Director since 3 May 2000. Joined Unilever
1970. Appointed director 3 May 2000. Previous posts include:
Business Group President, East Asia Pacic 1996. Chairman,
Langnese-Iglo 1992.
Rudy Markham*9
Financial Director
Aged 55. Financial Director since 4 August 2000. Joined Unilever
1968. Appointed director 6 May 1998. Previous posts include:
Strategy & Technology Director 1998. Business Group President,
North East Asia 96/98. Chairman, Nippon Lever Japan 92/96.
Group Treasurer 86/89. Non-executive director of Standard
Chartered PLC.
Charles Strauss
President, Home & Personal Care North America and Global Prestige
Business. Chairman, North America Committee
Aged 59. Joined Unilever 1986 upon Unilevers acquisition of Ragú
Foods. Appointed director 3 May 2000. Previous posts include:
Business Group President, Latin America 96/99. President, Lever
Brothers USA 93/96. Chairman, Langnese-Iglo 89/92. Director,
Hartford Financial Services Group, Inc.
* Member Executive Committee of the Boards