Unilever 2005 Annual Report Download - page 127

124 Unilever Annual Report and Accounts 2005
Notes to the consolidated accounts
Unilever Group
24 Called up share capital
€ million € million
Called up share capital 2005 2004
Ordinary share capital of NV 290 290
Preference share capital of NV(a) n/a 130
290 420
Ordinary share capital of PLC 222 222
512 642
Issued, Issued,
Number Nominal Number called up and called up and
of shares Authorised Authorised value of shares fully paid fully paid
Ordinary share capital authorised 2005 2004 per share issued 2005 2004
€ million € million € million € million
NV ordinary shares 1 000 000 000 508 508 €0.51 571 575 900 290 290
NV ordinary shares (shares numbered
1 to 2 400 – ’Special Shares’) 11 €453.78 2 400 11
Internal holdings eliminated
on consolidation (€453.78 shares) ––(1) (1)
509 509 290 290
£ million £ million £ million £ million
PLC ordinary shares 9 726 834 428 136.2 136.2 1.4p 2 911 458 580 40.8 40.8
PLC deferred stock 100 000 0.1 0.1 £1 stock 100 000 0.1 0.1
Internal holding eliminated
on consolidation (£1 stock) ––(0.1) (0.1)
136.3 136.3 40.8 40.8
Euro equivalent in millions (at £1 = €5.445) 222 222
Number Nominal Number Issued,
NV preference shares of shares value of shares called up and
as at 31 December 2004(a) authorised Authorised per share issued fully paid
€ million € million
7% Cumulative Preference 75 000 34 €453.78 29 000 13
6% Cumulative Preference 200 000 91 €453.78 161 060 73
4% Cumulative Preference 750 000 34 €45.38 750 000 34
5 euro cents Cumulative Preference 650 000 000 29 €0.05 211 473 785 10
188 130
(a) From 1 January 2005, Unilever adopted IAS 32 ‘Financial Instruments: Disclosure and Presentation’ which requires preference shares that
provide for a fixed preference dividend to be classified as borrowings. In accordance with the transition rules for IAS 32, 2004 comparatives
have not been restated.
For NV share capital, the euro amounts shown above and elsewhere in this document are representations in euros on the basis of Article 67c
of Book 2 of the Civil Code in the Netherlands, rounded to two decimal places, of underlying share capital in Dutch guilders, which have not
been converted into euros in NV’s Articles of Association. Until conversion formally takes place by amendment of the Articles of Association,
the entitlements to dividends and voting rights are based on the euro equivalent of the underlying Dutch guilder according to the official euro
exchange rate.
For information on the rights of shareholders of NV and PLC and the operation of the Equalisation Agreement, see Corporate Governance on
pages 40 to 43.
On 15 February 2005, after close of trading, NV converted part of the notional value of the €0.05 cumulative preference shares into NV
ordinary shares. Upon conversion, the holders of the preference shares received one NV ordinary share for every 11.2 preference shares held.
This resulted in a total of 18 881 587 NV ordinary shares being transferred to the preference shareholders. These NV ordinary shares had
previously been held as treasury shares by NV. As a consequence of the conversion, the notional value of the preference shares was reduced to
€0.05. On 10 May 2005 the Annual General Meeting of the shareholders of NV resolved to cancel the preference shares upon repayment of
the notional value in accordance with NV’s Articles of Association. The preference shares were cancelled at midnight on 13 July 2005 and were
delisted by Euronext Amsterdam with effect from 14 July 2005.
The 7%, 6% and 4% preference shares of NV are entitled to dividends at the rates indicated. The €0.05 preference shares of NV were entitled
to a dividend of 65% of the six months euribor interest rate on their notional value of €6.580 each. A nominal dividend of 0.25% is paid on
the deferred stock of PLC. The 4% cumulative preference capital of NV is redeemable at par at the company‘s option either wholly or in part.
The other classes of preferential share capital of NV and the deferred stock of PLC are not redeemable.