Unilever 2013 Annual Report Download - page 71
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Please find page 71 of the 2013 Unilever annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.REMUNERATION POLIY SUPPLEMENTARY INFORMATION
LAWBAK, DISRETION AND FLEXIBILITY
On 1 January 2014 claw-back and ultmate remedy were enacted n Dutch law Varable remuneraton may be reclamed f t has been
pad on the bass of ncorrect nformaton regardng the achevements or the crcumstances on whch the remuneraton depends The
Boards, actng on the proposal of the ommttee, are authorsed to adjust the value of varable remuneraton (upwards and downwards)
f payment of such remuneraton would be unacceptable n accordance wth the prncples of reasonableness and farness
For awards under the MCIP, the Commttee may change the terms of a performance measure or target n accordance wth ts terms or f
anythng happens whch causes the ommttee reasonably to consder t approprate to do so For awards under the SIP, the Commttee,
wth the consent of the Boards, may change the terms of a performance measure or target durng the performance perod to take nto
account any structural changes relatng to the shares or the roup (eg rghts ssues) n accordance wth establshed market practce
The Commttee reserves the rght to make any remuneraton payments and payments for loss of offce (ncludng exercsng any
relevant dscretons) notwthstandng that they are not n lne wth the Polcy where the terms of the payment were agreed () before the
Polcy came nto effect or () at a tme when the relevant ndvdual was not a Drector of Unlever NV or PLC and, n the opnon of the
ommttee, the payment was not n consderaton for the ndvdual becomng a Drector of Unlever NV or PLC For these purposes,
‘payments’ ncludes the ommttee satsfyng awards of varable remuneraton and, n relaton to an award over shares, the terms of
the payment are ‘agreed’ at the tme the award s granted
LEAY PLAN SHARE MATHIN PLAN
Pror to ther partcpaton n the MIP, Executve Drectors were requred to nvest 25% of ther bonus nto shares and hold them for a
mnmum perod of three years under the Share Matchng Plan The Executve Drectors would then receve a correspondng matchng
award n the form of NV and PL shares The matchng shares would normally vest after three years, provded the underlyng shares
have been retaned durng ths perod and the Executve Drector has not resgned or been dsmssed The last award under the Share
Matchng Plan was made n 2011, relatng to the annual bonus earned for 2010, and wll vest n March 2014 (see page 77 for detals)
PERFORMANE MEASURES AND THE LINK TO STRATEY
Performance measures are selected to algn wth Unlever’s clearly stated growth ambton and our long-term busness strategy
Unlever’s prmary busness objectve s to generate a sustanable mprovement n busness performance through ncreasng the underlyng
value and volume of sales whle steadly mprovng core operatng margns and cash flow
The measures chosen for the annual and long-term ncentves support the delvery of ths objectve Performance measures focus
management on the delvery of a combnaton of top-lne revenue growth and bottom-lne proft growth that Unlever beleves wll buld
shareholder value over the longer term Total shareholder return measures Unlever’s success relatve to peers The followng sets out the
performance measures for short- and long-term executve ncentve plans to be awarded n 2014 as well as the busness performance
and the behavours that they drve
INENTIVE PLAN PERFORMANE MEASURE LINK TO STRATEY
SHORT TERM
ANNUAL BONUS
Underlyng sales growth Supports the achevement of Unlever’s growth ambton
Underlyng volume growth Supports the achevement of Unlever’s growth ambton
ore operatng margn mprovement Supports the achevement of proftable growth
LON TERM
MIP AND SIP
Underlyng sales growth Supports the achevement of Unlever’s ambton to delver sustanable
growth over the longer term
ore operatng margn mprovement Supports the achevement of Unlever’s ambton to delver sustanable
proftable growth over the longer term
umulatve operatng cash flow Supports the achevement of Unlever’s ambton to delver shareholder
value
Relatve total shareholder return Supports the achevement of Unlever’s ambton to delver greater
long-term shareholder value than our compettors
68 Unlever Annual Report and Accounts 2013overnance
DIRETORS’ REMUNERATION
REPORT ONTINUED