Unilever 2011 Annual Report Download - page 62

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of individual Board members with separate fees for Committee
membership and Chairmanship. We have set a reference point for
fees in pounds sterling (£) and then split the fees 50/50 between PLC
and NV at a £/€ exchange rate of 0.877 as per Unilever’s Controllers
department’s exchange rate as of the 3rd Quarter 2011. Fees for
Chairman and Vice-Chairman would remain all inclusive, as follows:
NV PLC
Chairman €313,570 and £275,000
Vice-Chairman €94,070 and £82,500
Basic Non-Executive fee €42,760 and £37,500
Committee Chair:
Audit €17,100 and £15,000
Nomination €11,400 and £10,000
Remuneration €11,400 and £10,000
Corporate Responsibility
and Reputation €11,400 and £10,000
Committee Members:
Audit €8,550 and £7,500
Nomination €5,700 and £5,000
Remuneration €5,700 and £5,000
Corporate Responsibility
and Reputation €5,700 and £5,000
In moving to the new modular fee structure, the intercontinental
travel allowance will be discontinued and three Non-Executive
Directors will receive a one-off fee of £10,000 in 2012 to
compensate them for the removal of this allowance.
Non-Executive Directors’ remuneration in 2011 (audited)
Non-Executive Directors
Total fees
paid in
2011(a)
€’000
Total fees
paid in
2010(a)
€’000
Michael Treschow(b) 635 638
Louise Fresco 87 88
Ann Fudge 113 120
Charles Golden 113 120
Byron Grote 87 88
Sunil B Mittal(c) 59 –
Hixonia Nyasulu 113 120
Sir Malcolm Rifkind 97 64
Kees Storm(d) 160 106
Paul Walsh 94 88
Former Directors
Jeroen van der Veer(e) 75 188
Others(f) –125
Total 1,633 1,745
(a) Covers fees received from both NV in euros and PLC in sterling. Includes set fees
for intercontinental travel of €3,625 (via NV) and £2,500 (via PLC) when joining
Board meetings, if applicable. Total amount for travel fee in 2011 is €145,593.
(b) Chairman
(c) Appointed at 2011 AGMs.
(d) Kees Storm appointed as Vice-Chairman and Senior Independent Director
at AGMs in May 2011.
(e) Retired at AGMs in May 2011.
(f) Includes Leon Brittan, Wim Dik and Narayana Murthy who retired at AGMs
in May 2010.
Non-Executive Directors’ interests in share capital (audited)
Share type(a)
Shares
held at 1
January
2011(a)
Shares held
at 31
December
2011(a)
Michael Treschow NV 15,158 15,158
PLC 15,000 15,000
Louise Fresco NV 1,000 1,000
PLC ––
Ann Fudge NV NY ––
PLC ADRs 1,000 1,000
Charles Golden NV NY 1,000 1,000
PLC ADRs ––
Byron Grote NV NY 5,300 6,000
PLC ADRs 5,000 5,000
Hixonia Nyasulu NV ––
PLC –150
Malcolm Rifkind NV ––
PLC –1,500
Paul Walsh NV ––
PLC 1,000 1,000
(a) NV shares are ordinary €0.16 shares and PLC shares are ordinary 31⁄9p
shares.
The table shows the interests in NV and PLC ordinary shares of
Non-Executive Directors and their connected persons as at 31
December 2011. There has been no change in these interests
between 31 December 2011 and 28 February 2012.
Additional statutory disclosures
Unilever is required by UK regulation to show its relative share
performance, based on Total Shareholder Return, against a
holding of shares in a broad-based equity index for the last five
years. The Committee has decided to show Unilever’s
performance against the FTSE 100 Index, London and also the
Euronext 100 index (AEX), Amsterdam as these are the most
relevant indices in the UK and the Netherlands where we have our
principal listings.
Five-Year Historical TSR Performance
The table below includes:
– Growth in the value of a hypothetical £100 holding over five
years FTSE 100 comparison based on 30-trading-day average
values; and
– Growth in the value of a hypothetical €100 investment over five
years AEX comparison based on 30-trading-day average
values.
This Directors’ Remuneration Report has been approved by the
Boards and signed on their behalf by Tonia Lovell – Chief Legal
Officer and Group Secretary.
Unilever Annual Report and Accounts 2011
Report of the Directors Governance