Corporate Governance at Unilever

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Case Details:

Case Code : CGOX012
Case Length : 15 Pages
Period : 2004
Pub Date : 2004
Teaching Note :Not Available
Organization : Unilever
Industry : FMCG
Countries : UK

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Please note:

This case study was compiled from published sources, and is intended to be used as a basis for class discussion. It is not intended to illustrate either effective or ineffective handling of a management situation. Nor is it a primary information source.

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Business Segments

Unilever had diversified into various businesses over a period of time. The major business segments were Foods, Home and Personal care. Under Food segment, Unilever marketed different types of food products. These included savoury & dressings, spreads and cooking products, ice cream and frozen foods, health & wellness, and Beverages...

Board Structure

Unilever reviewed its governance structure in the light of developments in the UK and the USA. It also followed the progress of the Tabaksblat Committee's deliberations in the Netherlands and Combined Code of UK Listing rules.

Corporate governance requirements in the Netherlands and the UK varied. The concept of the non-executive director, as recognized in the UK, was not a standard feature of corporate governance in the Netherlands. The supervisory board, as recognized in the Netherlands, was unknown in the UK. It had hitherto not been considered practicable to appoint supervisory or non-executive directors who could serve on both Boards...

Directors' Compensation

Remuneration Policy

The objective of Unilever's remuneration policy for directors was to attract, motivate and retain top class business executives who were able to direct and lead a large global company and to reward them accordingly based on performance...

Investor Relationship

The Financial Director had lead responsibility for investor relations, with the active involvement of the chairmen. The Investor Relations Department organized presentations for analysts and institutional investors. Briefings on quarterly results were given via teleconference and were accessible by telephone or via company website.

Both NV and PLC communicated with their respective shareholders through the AGMs. At the AGMs, each chairman gave a full account of the progress of the business over the last year and a review of the current issues...


Exhibit I: Composition and Category of Directors as on Jan 2003
Exhibit II: Unilever: Board of Directors as on Jan 2003
Exhibit III: Unilever: Members of Individual Committees
Exhibit IV: Unilever: Share Options Allocated for the Directors
Exhibit V: Unilever: Aggregate Remuneration of Directors
Exhibit VI: Unilever: Directors' TSR long-Term Incentive Plan
Exhibit VII: Unilever: Directors' Interests, Share Capital
Exhibit VIII: Directors: TSR Long term Incentive Plan
Exhibit IX: Unilever: Fees Paid to Advisory Directors In 2002
Exhibit X: Unilever: Advisory Directors Share Capital
Exhibit XI: Unilever: Service contracts of Directors


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