Unilever 2008 Annual Report Download - page 68

Unilever Annual Report and Accounts 2008 65
Report of the Directors
Report of the Remuneration Committee continued
Remuneration for individual Executive Directors
The following table gives details of the remuneration received in 2008 by each Executive Director individually, including the value of
vested share matching, vesting of other long-term incentives and options exercised.
Other income arising from
long-term incentives and
Annual Emoluments 2008 exercise of options in 2008
Allowances Grand Grand
Base and other Value of Total Total Option Share Other total total
salary payments(a) benefits(b) Bonus(c) 2008 2007 gains match LTIP 2008 2007
Name and Base Country € ‘000 € ‘000 € ‘000 € ‘000 € ‘000 € ‘000 € ‘000 € ‘000 € ‘000 € ‘000 € ‘000
Patrick Cescau (UK)(d) 1 296 149 50 2 073 3 568 3 948 139 35 980 4 722 4 061
Jim Lawrence (UK)(e) 450 14 7 903 1 374 n/a – – 456 1 830 n/a
Paul Polman (UK)(f) 292 970 – 438 1 700 n/a–––1 700 n/a
Kees van der Graaf (NL)(g) 333 13 1 385 732 1 822 1 31 634 1 398 1 882
Ralph Kugler (UK)(h) 311 8 4 357 680 1 961 – 20 634 1 334 2 014
(a) Includes allowance in lieu of company car; blind trust fees compensation; tax advice compensation; special one-off award; compensation for
loss of net income because part of the salary was paid in the Netherlands; entertaining allowance and employers’ cost for the all-employee
savings plan in the Netherlands. All allowances are taxable in the country of residence apart from the entertaining allowance which is
currently tax free in the Netherlands.
(b) Includes benefits for company car; housing (for business use) instead of hotel; medical insurance and private use of chauffeur-driven cars.
Included are benefits that are taxable in the country of residence. In addition, Unilever provides support to Executive Directors in relation to
spouses’ travel expenses when travelling together on company business. This amount is capped at 5% of base salary and for 2008 totalled
€210 076 (including related taxes payable).
(c) Bonus for the year 2008. Includes the value of both the cash element and the element paid in shares of NV and PLC. In addition to the
element of the bonus paid in shares, each Executive Director is awarded an equivalent number of matching shares on a conditional basis.
(d) Chief Executive Officer. Base salary set in sterling was £1 021 125 per annum.
(e) Period from May 2008 when he was appointed as a Director. Base salary set in US dollars was $1 133 000 per annum. Bonus figures relates
to the full calendar year.
(f) Period from October 2008. Base salary set in sterling was £920 000 per annum.
(g) Period to May 2008. The total emoluments for the period June-December 2008 amounted to €623 000. Base salary set in euros was
€798 000 per annum.
(h) Period to May 2008. The total emoluments for the period June-December 2008 amounted to €599 000. Base salary set in sterling was
£587 500 per annum.
Figures for amounts in sterling have been translated into euros using the average exchange rate over the year: €1 = £0.7880
(2007: €1 = £0.6822).
Comments on long-term incentive arrangements 2008
• Global Share Incentive Plan
Awards have been made under this plan since 2007. Vesting will start as from 2010 (three years after the first award). The
performance period for the annual award that was made in 2008 is 1 January 2008 to 31 December 2010.
• Share Matching Plan
In 2008 the matching shares originally granted in 2005 on a conditional basis vested, subject to fulfilment of the retention conditions.
No shares or options have been awarded since 2007 under the following Plans. Awards made before 2007 will vest at the normal
(previously agreed) dates. Since 2007 share awards are only made under the Global Share Incentive Plan that was agreed by
shareholders in 2007.
• Global Performance Share Plan
Awards under this plan were made in 2005 and 2006. Vesting of the award made in 2005 was in May 2008 (performance period
1 January 2005 – 31 December 2007) and the 2006 award will vest in 2009 (performance period 1 January 2006 – 31 December
2008). Vesting of the 2005 award in 2008 was based on average annual underlying sales growth (50% of the award) and
cumulative ungeared free cash flow (50% of the award) over the three-year period to 31 December 2007. The performance ranges,
set in 2005, were 2-4% per annum average underlying sales growth (USG) and for ungeared free cash flow (UFCF) €12.2 billion –
€13.2 billion. The targets were set before the disposals of the European frozen foods businesses and Unilever Cosmetics
International. The targets have been adjusted by the impacts of these disposals. The vesting level for threshold performance was
25% of the relevant portion of the award and 200% for performance at or above the top of the range. The strong improvements in
Unilever’s performance over this period led to 121% of awards vesting.