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70 Unilever Annual Report and Accounts 2012Report of the Directors overnance
DIRETORS’ REMUNERATION REPORT continued
The charts below show hypothetical values of the remuneration
package for Executive Directors under three assumed
performance scenarios:
• Below threshold performance – under this scenario, there
would be no bonus payout and no vesting under the MCIP
or GSIP.
• Meets target performance – under this scenario there is target
payout of the annual bonus (120% of base salary for the CEO
and 100% of base salary for the CFO) and target vesting under
the MCIP and GSIP (100% of target awards).
• Maximum performance – under this scenario there is a
maximum bonus (200% of base salary for the CEO and 150% of
base salary for the CFO) and maximum vesting under the MCIP
(150% of target awards) and GSIP (200% of target awards).
In all scenarios it is assumed that the Executive Directors invest
the maximum possible under the MCIP.
Note that the actual amount delivered to Executive Directors
under the above scenarios will depend on share price
performance over the three-year vesting period for the MCIP
and the GSIP. For the purposes of these illustrations, no share
price growth is assumed.
The methodology to be used in constructing the remuneration
scenario charts under the proposed revised remuneration
reporting regulations is currently under review by the Financial
Reporting Lab and as such the following charts may change
next year.
The Committee believes that the level of remuneration that can
be delivered in the various scenarios is appropriate for the level
of performance delivered and the value that would be delivered
to shareholders.
Implementaton and operaton of
remuneraton polcy
The following section sets out how Unilever’s remuneration policy
was implemented in 2012 and how it will be implemented in 2013.
AT A LANE
Remuneraton pad n 2012 (unaudited)
EO
‘000)
FO
‘000)
Base salary(a) 948 697
Fixed allowances and other benefits(b) 519 378
Annual bonus(c) 1,950 1,050
GSIP performance shares:
– Performance element(d) 2,021 1,415
– Share price appreciation element(e) 483 339
Conditional supplemental pension(f) 109 n/a
Total remuneration paid 6,030 3,878
(a) The CEO’s base salary was £920,000 from January 2012 to June 2012.
Itwas increased to £975,200 effective 1 July 2012.
The CFO’s base salary was £680,000 from January 2012 to June 2012.
Itwas increased to £714,000 effective 1 July 2012.
(b) For the CEO, this includes the fixed allowance, death, disability and
medical insurance, tax return preparation and a payment to protect him
against the difference between the employee social security obligations
in his country of residence versus the UK.
For the CFO this includes the fixed allowance, death, disability
and medical insurance and tax return preparation.
(c) Bonus paid in 2013 based on performance in the year ended
31December 2012. Note this includes the amount invested under
theMCIP.
(d) GSIP awards vesting based on performance in the three-year period
to 31 December 2012 based on the share price at grant (18 March 2010).
This amount includes additional shares received in respect of accrued
dividends through to 31 December 2012.
(e) The estimated increase in the value of GSIP awards vesting based on
performance in the three-year period to 31 December 2012 based on
the growth in the share price between the three-month average share
price to 31 December 2012 and the share price at grant (18 March 2010).
This amount includes additional shares received in respect of accrued
dividends through to 31 December 2012.
(f) For the CEO, this is the hiring-in agreement of a conditional
supplemental pension accrual.
Relevant amounts have been translated into £ using the average
exchange rate over the year: €1 = £0.8107.