UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM20-F
(Mark one)
☐ | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
OR
☒ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE FISCAL YEAR ENDED DECEMBER 31, 20172018
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
OR
☐ | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Date of event requiring this shell company report
For the transition period from to
Commission file number001-04547
UNILEVER N.V.
(Exact name of Registrant as specified in its charter)
The Netherlands
(Jurisdiction of incorporation or organization)
Weena 455, 3013 AL, Rotterdam, The Netherlands
(Address of principal executive offices)
R. Sotamaa, Chief Legal Officer and Group Secretary
Tel: +44(0)2078225252, Fax: +44(0)2078225464
100 Victoria Embankment, London EC4Y 0DY UK
(Name, telephone number, facsimile number and address of Company Contact)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of each class | Name of each exchange on which registered | |
N.V. New York registry shares each representing one ordinary share of nominal amount of€0.16 each | New York Stock Exchange | |
4.8% Notes due 2019 2.2% Notes due 2019 2.1% Notes due 2020 1.8% Notes due 2020 4.25% Notes due 2021 2.75% Notes due 2021 1.375% Notes due 2021 3.0% Notes due 2022 2.2% Notes due 2022 3.125% Notes due 2023 3.25% Notes due 2024 2.6% Notes due 2024 3.375% Notes due 2025 3.1% Notes due 2025 2.0% Notes due 2026 2.9% Notes due 2027 3.5% Notes due 2028 5.9% Notes due 2032
| New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange |
Securities registered or to be registered pursuant to Section 12(g) of the Act:None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:None
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.
The total number of outstanding shares of the issuer’s capital stock at the close of the period covered by the annual report was:1,714,727,700 ordinary shares
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act:
Yes☒ No☐
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934:
Yes☐ No☒
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes☒ No☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes☐☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or anon-accelerated filer. See definition of “accelerated filer,” “large accelerated filer,” and “emerging growth company” inRule 12b-2 of the Exchange Act.
Large Accelerated filer ☒ | Accelerated filer ☐ | Non-accelerated filer ☐ | Emerging Growth Company ☐ |
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards* provided pursuant to Section 13(a) of the Exchange Act. ☐
*The term ‘‘new or revised financial accounting standard’’ refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
U.S. GAAP☐ | International Financial Reporting Standards as issued by the International Accounting Standards Board☒ | Other ☐ |
If ‘Other’ has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17 ☐ Item 18 ☐
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined inRule 12b-2 of the Exchange Act):
Yes ☐ No ☒
CAUTIONARY STATEMENT
This document may contain forward-looking statements, including ‘forward-looking statements’ within the meaning of the United States Private Securities Litigation Reform Act of 1995. Words such as ‘will’, ‘aim’, ‘expects’, ‘anticipates’, ‘intends’, ‘looks’, ‘believes’, ‘vision’, or the negative of these terms and other similar expressions of future performance or results, and their negatives, are intended to identify such forward-looking statements. These forward-looking statements are based upon current expectations and assumptions regarding anticipated developments and other factors affecting the Unilever Group (the ‘Group’). They are not historical facts, nor are they guarantees of future performance.
Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements. Among other risks and uncertainties, the material or principal factors which could cause actual results to differ materially are: Unilever’s global brands not meeting consumer preferences; Unilever’s ability to innovate and remain competitive; Unilever’s investment choices in its portfolio management; inability to find sustainable solutions to support long-term growth;growth including to plastic packaging; the effect of climate change on Unilever’s business; significant changes or deterioration in customer relationships; the recruitment and retention of talented employees; disruptions in our supply chain;chain and distribution; increases or volatility in the cost of raw materials and commodities; the production of safe and high quality products; secure and reliable IT infrastructure; successful execution of acquisitions, divestitures and business transformation projects; economic, social and political risks and natural disasters; financial risks; failure to meet high and ethical standards; and managing regulatory, tax and legal matters.
These forward-looking statements speak only as of the date of this document. Except as required by any applicable law or regulation, the Group expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Group’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Further details of potential risks and uncertainties affecting the Group are described in the Group’s filings with the London Stock Exchange, Euronext Amsterdam and the US Securities and Exchange Commission, including in the Unilever Annual Report and Accounts 2017.2018.
MAKING
SUSTAINABLE LIVING
COMMONPLACE
ANNUAL REPORT ON
FORM20-F 2017 2018
ANNUAL REPORT ON
FORM20-F 20172018
This document is made up of the Strategic Report, the Governance Report, the Financial Statements and Notes, and Additional Information for US Listing Purposes.
The Unilever Group consists of Unilever N.V. (NV) and Unilever PLC (PLC) together with the companies they control. The terms “Unilever”, the “Group”, “we”, “our” and “us” refer to the Unilever Group.
Our Strategic Report, pages 1 to 33,35, contains information about us, how we create value and how we run our business. It includes our strategy, business model, market outlook and key performance indicators, as well as our approach to sustainability and risk. The Strategic Report is only part of the Annual Report and Accounts 2017.2018. The Strategic Report has been approved by the Boards and signed on their behalf by Ritva Sotamaa – Group Secretary.
Our Governance Report, pages 3436 to 7665 contains detailed corporate governance information, our Committee reports and how we remunerate our Directors.
Our Financial Statements and Notes are on pages 7766 to 155.127.
Pages 1 to 157147 constitute the Unilever Annual Report and Accounts 20172018 for UK and Dutch purposes, which we may also refer to as ‘this Annual Report and Accounts’ throughout this document.
The Directors’ Report of PLC on pages 3436 to 46, 7749, 66 (Statement of Directors’ responsibilities), 10897 (Dividends on ordinary capital), 121110 to 126115 (Treasury Risk Management), 145 (branch disclosure)133 and 151 and 155137 (Post balance sheet event) and 145 (branch disclosure) has been approved by the PLC Board and signed on its behalf by Ritva Sotamaa – Group Secretary.
The Strategic Report, together with the Governance Report, constitutes the report of the Directors within the meaning of SectionArticle 2:391 of the Dutch Civil Code and has been approved by the NV Board and signed on its behalf by Ritva Sotamaa – Group Secretary.
Pages 158148 to 179167 are included as Additional Information for US Listing Purposes.
ONLINE
You can find more information about Unilever online at
www.unilever.com |
For further information on the Unilever Sustainable Living Plan (USLP) visit
www.unilever.com/sustainable-living |
The Annual Report on Form20-F 20172018 along with other relevant documents can be downloaded at
www.unilever.com/ |
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Report of the | ||||
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Directors’ Remuneration Report | 50 | |||
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Independent auditors’ reports | 67 | |||
Consolidated financial statements | 75 | |||
Consolidated income statement | 75 | |||
Consolidated statement of comprehensive income | 75 | |||
Consolidated statement of changes in equity | 76 | |||
Consolidated balance sheet | 77 | |||
| 78 | |||
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ABOUT US |
AT A GLANCE
UNILEVER IS ONEOUR BRANDS ARE AVAILABLE IN OVER 190 COUNTRIES. THIS GIVES US A UNIQUE OPPORTUNITY TO POSITIVELY IMPACT THE LIVES OF PEOPLE ALL OVER THE WORLD’S LEADING CONSUMER GOODS COMPANIES, MAKING AND SELLING AROUND 400 BRANDS IN MORE THAN 190 COUNTRIES.WORLD.
Every day, 2.5 billion people use our products to feel good, look good and get more out of life. Our range of world-leading, household-namearound 400 household brands includes Lipton, Knorr, Dove, Axe,Rexona, Hellmann’s and Omo. ThirteenWe are one of the largest fast moving consumer goods (FMCG) companies globally. In 2018 we had 12 brands with turnover of over a billion euros or more. The strength of our global brands is reflected in Kantar’s Brand Footprint report published in May 2018. It found that 13 of the world’s top 50 FMCG brands – based on market penetration and consumer interactions – are owned by Unilever up from twelvewith these brands chosen 36 billion times each year. This is significantly more than any other FMCG company in the previous year, with our nearest competitor owning just five, according to Kantar’s brand footprint report in May 2017.study.
In 2017 we had 13 billion euro brands. In addition ourOur portfolio also includes trusted and iconic local brands designed to meet the specific needs of consumers in their home market such as Bango in Indonesia, PureitBrooke Bond in India and SuaveBrilhante in the United States.Brazil. We are increasingly seeing our local brands and innovations being rolled out to more markets such as Lakme and Breyers Delights. Our geographic reach gives us an unparalleled global presence, including a unique position in emerging markets which generate 58% of our turnover.
During 2017,From the beginning of 2018, Unilever operatedbegan operating across four categories.three new Divisions created as part of our efforts to accelerate shareholder value creation. The largest wasby turnover is Beauty & Personal Care followed by Foods & Refreshment then Home Care and Refreshment. Each one is discussed in more detailCare. Details of each can be found on pages 11 andto 12. In April 2017, we announced our intention to combine our Foods and Refreshment categories (which took effect on 1 January 2018) and the divestmentThe sale of our Spreadsspreads business which we expect to completewas also completed inmid-2018mid-2018. after a€6.825 billion offer from KKR in December 2017. These changes willcreate a strong platform to accelerate our strategy of long-term, sustainable shareholder value creation. In this Annual Report and Accounts, we report the performance of Foods and Refreshment separately because they were separate categories for the reporting period. They will be reported together from 2018 onwards.Our strategy is explained in detail on page 10.
Our business activities span a complex global value chain. Seechain which is described on page 9 for more details.9. At the heart of our business is a workforce of 161,000155,000 people (as at 31 December 2018) who are driven by our Purposepurpose and empowered to excel in our fast-changing markets. Unilever’sThe combination of global scale and local agility has become yet more effective through the continued implementation of our Connected 4 Growth (C4G) change programme to meet consumer trends which are detailed on page 8. Our employees are supported by leadership teams with representatives from over 70 countries. Of our business leaders, 80% are local to their markets reflecting the deep local expertise at the heart of our business. This rises to more than 90% when we include managers who support those teams.
In this volatile and uncertain world, protecting Unilever through the fostering of business integrity is anon-negotiable for all employees. Our Code of Business Principles (the Code), and the 24 policies that support it (Code Policies), set out the behaviour standards required from all our employees.people. The Code Policies cover a number of areas, including counteringanti-bribery and corruption, (eg anti-bribery), respecting people (eg respect, dignity and fair treatment)treatment of people and safeguarding information.personal data and privacy. Together, the Code and Code Policies help us put our values of Integrity, Respect, Responsibility and Pioneering into practice. See page 16 for more on our Code and Code Policies.
Our employeesDuring the year the Boards withdrew proposals to simplify Unilever’s dual-headed legal structure after extensive engagement with shareholders. We remain firmly committed to our 2020 financial programme and are supported by a management team with representatives from around 90 countries. In emerging markets, more than 70%confident of our country leadership teams are local. It is this combination of global strengthmeeting its key targets and deep local expertise which lies at the heart ofobjectives as our success in developing strong, consumer-relevant innovation.
To harness these global and local advantages we have changed the way we are organised. Central to this strategy is the accelerated implementation of Connected 4 Growth (C4G), the largest change programme Unilever has undergone in the last ten years to create a faster, simpler organisation. Our new C4G organisation is now fully operational. We expect the benefits of C4G to be realised progressively during 2018delivers more efficiency, lower costs and 2019. C4G’s strategic role is explained in moresignificant operational and financial benefits.
This Annual Report and Accounts provides further detail on page 10.
A further change to make Unileverour performance during the year and how our business model is delivering strong returns for shareholders and a simplermore sustainable way of doing business for the benefit of all our stakeholders. Find out more about our performance on pages 6 and more flexible business has been a review by the Boards of our dual-headed legal structure. The review by the Boards is continuing and the outcome will be announced in due course.7.
OUR PURPOSE
UNILEVER HAS A CLEARUNILEVER’S PURPOSE –IS TO MAKE SUSTAINABLE LIVING COMMONPLACE. WE BELIEVE THIS IS THE BEST WAY TO DELIVER LONG-TERM SUSTAINABLE GROWTH.
AsWe believe long-term sustainable growth is best delivered through brands that offer great performance and have a genuine purpose. Washing shirts whiter or making hair healthier and shinier is still vitally important, but product performance by itself is no longer enough. Consumers are looking for more.
At Unilever, we encourage our brand managers to take a stance and make a positive difference to society. Purpose defines a brand in people’s minds and is best delivered through action. It’s only through action that consumers will see purpose as more than marketing.
Our company purpose ‘To make sustainable living commonplace’ is unequivocal. We want to help create a world where everyone can live well within the pacenatural limits of change accelerates inthe planet. We put sustainable living at the heart of everything we do, including our markets, we are creating a stronger, simplerbrands and more agile business. These changes will help us to deliverproducts, our Purposestandards of behaviour and our Visionpartnerships which drive transformational change across our value chain.
Purpose takes many forms amongst our brands. Some, like Lifebuoy, take on life-threatening diseases associated with poor hygiene with programmes to growchange handwashing behaviour. Domestos’ purpose is to improve sanitation for millions of people who do not have access to a toilet. Our brands can also be a catalyst to promote positive cultural norms. Brooke Bond’s purpose ‘Common ground is only a cup away’ is highly relevant in an increasingly divided world and can be applied well locally. In India, it addresses religious tensions. In the Gulf, divorce. In Canada,same-sex relationships.
Some of our brands take an activist stance, mobilising citizens to change policy or create social movements. For example, Ben & Jerry’s builds movements around issues such as climate change and the refugee crisis. Seventh Generation – with its plant-based products – campaigns for renewable energy. Deodorant brand Rexona’s purpose is to help reverse physical inactivity, a big issue for societies facing increasingly sedentary lifestyles. Rexona believes ‘the more you move, the more you live’ supported by Motion Sense technology which works through movement. Radiant believes everyone deserves an opportunity to shine. It goes beyond bright clothes and helping consumers ‘dress to progress’, enhancing skills through its Career Academies. Each market focuses on the skills that matter locally. In Brazil that’s entrepreneurial and business whilst decouplingskills. In India, English language skills.
All of Unilever’s brands are on a journey to becoming purposeful. Sustainable Living brands are those that are furthest ahead. In 2017, 26 of our brands qualified as Sustainable Living brands including ourB-Corp certified brands such as Ben & Jerry’s, Seventh Generation and Pukka Herbs, which means that they meet high standards of social and environmental footprint from ourperformance, transparency and legal accountability. Our Sustainable Living brands grew 46% faster than the rest of the business and delivered more than 70% of Unilever’s growth, and increasing our positive social impact.driven by consumer demand for brands with purpose at their core.
However volatile and uncertain the world becomes,is, Unilever’s Purposepurpose – supported by the Unilever Sustainable Living Plan (USLP) and Visionbrands with purpose – will remain steadfast because we believe that managing for the long termbenefit of multiple stakeholders is the best way for us to grow.
We are well placednow looking beyond the current USLP as many of our targets end in 2020. We carried out an extensive listening exercise on the future of sustainable business. We spoke to deliver long-term value through our strategy, category strategies and the Unilever Sustainable Living Plan (USLP), launched in 2010. These are supported by a transformational change agenda which combines our own actions with a stakeholder approach to external advocacy and public policy. Our scale and reach mean we are well placed to capture the economic opportunities presented by the United Nations Sustainable Development Goals (SDGs). Find out more about how we are creating value from the SDGs on page 15.
The USLP is a value driver in its own right. Our commitment to the USLP’s three big goals of improving health and well-being forapproximately 300 stakeholders, including more than 1 billion people by 2020, halving our environmental footprint by 2030,130 external experts, and enhancing livelihoods for millions by 2020 has delivered growth forheard from over 40,000 employees through a ‘Have Your Say’ survey. They gave us their views on the business. In 2016, 18 of our top 40 brands qualified as Sustainable Living brands, growing 50% faster than the rest of the business, while delivering more than 60% of Unilever’s growth. Their success is driven by the growing consumer demand for brandspriorities that have purpose at their core. Our 2017 Sustainable Living brandsthey would like Unilever to focus on. The results will be announced in May 2018 once the analysis is complete. Find out more about our Sustainable Living brands on pages 11used to 13.
The USLP also delivers lower costs through reduced waste, energy and packaging. It lowers risks in our supply chain by securing a sustainable supply of critical raw materials such as palm oil and tea. And it also increases trust in our business - particularly among consumers, employees, investors and governments.
We work in partnership with governments and other organisations to drive transformational change across society with initiatives to help realise the SDGs. These are themselves opportunities to grow our business by addressing unmet challenges while alleviating major social and environmental issues, such as climate change and deforestation, creating more opportunities for women and enhancing livelihoods, promoting health and well-being and championing sustainable agriculture and food security.
Our track record over the past eight years proves our multi-stakeholder model of long-term, compounding, sustainable growth is working for shareholders. See page 18 for more details. At the same time, we have helped more than 601 million people improve their health and hygiene. We have enabled 1.6 million small-scale retailers and 716,000 smallholder farmers to access initiatives aiming to increase their incomes or improve their agricultural practices. And we have sourced 56% of our agricultural raw materials sustainably.
This Annual Report and Accounts provides further detail on our performance during the year and how our business model is delivering accelerated returns for shareholders and a more sustainable way of doing business for the benefit of all our stakeholders. Find out more about our performance on pages 6 and 7.co-create Unilever’s future agenda.
Annual Report on Form 20-F | Strategic Report | 1 |
CHAIRMAN’S STATEMENT |
As we look back on 2017, it2018 PERFORMANCE
I am pleased to report that 2018 was another year of consistent top and bottom line performance for Unilever. Solid revenue growth was combined with good profitability and cash flow delivery. This despite a challenging year for the global economy, with subdued growth and high levels of volatility undermining consumer confidence in many parts of the world.
Unilever is quite clearalso operating in a sector that the consumer goods sector is going through a vast amount ofexperiencing widespread change and disruption. Increasingly fragmented media channels and routesAlthough challenging, these changes offer significant opportunities to market are transforming the shopper experience and leaving the way open for many more new players to enter our markets. Consumers’ own behaviour is also changing, with a much higher importance being placed today on products that satisfy a growing desire for naturalness and authenticity.
It all makes this a very exciting time to be in consumer goods and while change on this scale brings its own challenges, there are many more opportunities in my view, especially for companies able to respondmove with the kind of speed and agility and who can tailor their offering to changing consumer preferences. To that today’s environment demands.
For Unilever,end, the organisational changes of recent years - with a much greater focus on front-line empowerment - combined withBoards are very confident that Unilever’s strategy and the steady strengtheningmeasures it has taken to strengthen its organisation, sharpen its portfolio and sharpening of our portfolio, mean that the Group isdigitise its operations make it well placed to take advantagecapture new and emerging growth opportunities.
The Boards also believe that the Unilever Sustainable Living Plan continues to set Unilever apart as a business highly attuned to the growing desire among consumers for companies and brands that serve a wider societal and environmental need.
In 2018 we also completed successfully the complex disposal of the spreads business. Our ShareBuy-back programme delivered on its intention to buy back shares with an aggregate market value of€6 billion, in line with Unilever’s objective to return theafter-tax proceeds of the spreads disposal to shareholders.
SIMPLIFICATION
Following a thorough review and widespread consultation, the Boards put forward proposals in 2018 to simplify Unilever’s dual-headed structure under a new single holding company.
In developing the proposal – including a recommendation to incorporate in the Netherlands while maintaining listings in the Netherlands, the UK and the US – the Boards were motivated by the opportunity to unlock value by simplifying Unilever and giving it added flexibility to compete effectively over the longer-term.
We recognised however that the proposal did not receive support from a significant group of shareholders and therefore considered it appropriate to withdraw. The Boards still believe that simplifying Unilever’s dual-headed structure would, over time, provide opportunities to further accelerate value creation and would serve Unilever’s best long-term interests.
Since withdrawing the proposal, I have met with a significant number of PLC and NV shareholders to discuss further ideas and possible next steps. It is clear from all these changing market dynamics. Theremeetings that there is widespread support for the principles and strategic rationale behind Simplification. In these meetings, I also no doubt,took the opportunity to reaffirm our commitment to further strengthen our corporate governance. Accordingly, in my view,February 2019, we followed through on our commitment to cancel the NV Preference Shares, in itself a major step towards simplifying the company’s share capital.
BOARD COMPOSITION AND SUCCESSION
The 2018 AGMs marked the retirement of Ann Fudge as aNon-Executive Director and Vice-Chairman of the Boards. On behalf of the Boards, I would like to thank Ann for her outstanding and valued contribution to Unilever.
I was also delighted that you elected Andrea Jung as aNon-Executive Director at the same AGMs. Andrea brings highly relevant experience and expertise to Unilever and is a very welcome addition to the Boards.
CEO SUCCESSION
A key focus for the Boards last year was to manage the CEO succession, with Paul Polman stepping down as CEO after 10 years with the Group.
After a rigorous and wide-ranging selection process, the Boards were unanimous in its decision to appoint Alan Jope to the role. Alan became CEO on 1 January 2019 and is being proposed as an Executive Director at the 2019 AGMs.
Alan has led Unilever’s unflinchinglargest Division, Beauty & Personal Care, for the last four years and he has been a member of the Group’s Leadership Executive since 2011. His previous roles include running Unilever’s business in North Asia. Alan has deep understanding and wide experience of Unilever’s business and markets. He is a strong, dynamic and values-driven leader with an impressive track record of delivering consistent high-quality performance across both developed and emerging markets. The Boards warmly welcome Alan to the role and look forward to working closely with him in the years ahead.
Unilever has been transformed under the leadership of Paul Polman. He has overseen ten years of consistent top and bottom line growth and very competitive returns to shareholders. He leaves with the company’s geographic footprint and brand portfolio stronger and well positioned for future growth.
Paul’s pioneering commitment to sustainable and equitable growth have marked him – and the company – out as reflectedleaders in the field. Thanks to his visionary leadership and tireless efforts, Unilever Sustainable Living Plan, has growing resonance among consumersis not only one of the most admired and respected companies in the world over.today, but also one of the most desired employers.
These factors certainly contributed to another strong year for Unilever, with solid revenue growth, strong profitabilityPaul retired as CEO and good cash flow performances. These results capped what has been an eventful year foras a Board member on 31 December 2018. He will support the transition process in the first half of 2019 and will leave the Group which included – in February – an unexpected takeover attempt.
The Board had no hesitation in rejectingearly July. We thank him for his remarkable contribution to the offer for all the shares of Unilever N.V.company and PLC, which we believed was without any financial or strategic merit. Even though the offer was quickly withdrawn, it did highlight further opportunities to capture the value we see in Unilever at a faster rate.
To that end, the Board and management undertook a thorough review on how to accelerate sustainable shareholder value creation, building on the Group’s successful long-term compounding growth model. A wide-ranging package of measures announced in April was well received and by the end of the year the Group was able to report strong progress towards those goals.
At the heart of the review was an acceleration of the Group’s existing strategy, including faster implementation of the successful Connected for Growth change programme, first introduced in 2016, as well as the further sharpening and strengthening of the portfolio. No fewer than twelve acquisitions were announced or completed in 2017. Significantly, the Group also announced in December the sale of the Spreads business to KKR.
As part of the review the Group also announced the setting of a long-term goal towards an underlying operating margin target of 20% by 2020 and the completion of a€5 billion sharebuy-back programme. Another important outcome was a commitment to simplify the Group’s capital structure, and hence provide Unilever with the flexibility for further – and bigger – portfolio change if deemed necessarywish him every success in the future. The review of the dual-headed structure is progressing well, and while no decisions have yet been taken, the Board considers that unification with a single share class would be in the best interests of Unilever and its shareholders as a whole.
Whatever the outcome of the dual-headed structure review, the Board is determined that Unilever will remain at the forefront of good corporate governance and to that end we have already announced that it would be our intention to maintain listings in the Netherlands, the United Kingdom and the United States, and continue to apply both the UK and Dutch corporate governance codes.
These are important matters, but the Board also remains firmly focussed on the Group’s number one priority of continued outperformance over both the medium and the long-term. The events of this year havere-affirmed our confidence that Unilever has both the quality of management and the clarity of strategy needed to deliver on this objective.REMUNERATION
During the review earlier in the year, I met2018 we also continued to consult with investors in Europe and North America as part of a consultation exercise involving 50 of the Group’s top shareholders and other investors. The meetings were valuable in confirming the widespread support among shareholders for Unilever’s long-term compounding growth model, whilst also helping to identify opportunities to accelerate value creation.
We also conducted a separate consultation on our proposed new Remuneration Policy, particularly for the Executive Directors. At the 2017 AGMs you provided your strong support to the implementation of a reward framework that encourages and enhances thea strong performance culture that Paul Polman has built at Unilever by enabling Unilever managers within Unilever to have an even stronger personal commitment to Unilever share ownership. The proposed
At the 2018 AGMs, we asked shareholders to approve a new Remuneration Policy will be put tothat would align the pay of our Executive Directors fully with the Reward Framework we introduced following the 2017 AGMs. Whilst shareholders to beapproved the new Remuneration Policy, we recognised that a significant minority of NV and PLC shareholders voted upon atagainst the proposal. On pages 50 and 51 of the 2018 AGMsDirectors’ Remuneration Report, we describe in Maydetail the principal concerns and how we responded to enable this. Further information on our proposals can be found inthem and other changes to the Compensation Committee’s report on pages 47 to 76.implementation of the Remuneration Policy.
EVALUATION
OurFollowing the external Board evaluation in 2017, was externally facilitated andwe used a simplified internal evaluation this year. While we concluded that the results were discussed atBoards continued to operate in an effective manner overall, the April 2017 Board meeting. The Board continues to perform effectively with good leadership and competent and engaged members, and has the appropriateBoards decided that it will maintain a particular focus on bothin-year performanceportfolio and strategy for the future. Reflecting on the lessons learnt by thechannel strategies and digitisation. Each Board in the previous year the Board agreed, in particular, in the evaluation discussions to:
Further detail on the evaluation process this year, together with the Board’s remit, operations and the topics the Board regularly discusses and debates can be found in the Governance section on pages 34 to 76.
BOARD COMPOSITION AND SUCCESSION
During the year, we saw the departure of Professor Louise Fresco who I would like to thank for her outstanding contribution to Unilever. The Board remains truly diverse in their nationality, experience and gender, with the proportion of femaleNon-Executive Directors in 2017 at 45%.effectiveness further. These are described within each Committee Report.
LOOKING AHEAD
Confidence in our outlook was reflected earlier in the year when we announced a 12% increase in the dividend for the 2017 financial year. Despite the factEven though trading conditions are likely to remain challenging in 2018,2019, the Board remainsBoards remain confident both in the outlook and in the strategy for the Group.Group, reflected by an 8% increase in the dividend for the 2018 financial year.
Finally, on behalfOver the year, Board members have visited Unilever operations in several parts of the Board, I would like to thank our many stakeholdersworld, including China and the United States. We have seenfirst-hand the depth of talent that exists within the company, as well as the 161,000 hardworkingcommitment of Unilever people to go on improving the lives of consumers and the societies in which the company operates. On behalf of the Boards, I want to thank all of the 155,000 employees of Unilever for their remarkable efforts.
Equally we have been pleased to engage with many of the company’s other stakeholders, without whom Unilever could not be successful. That includes our shareholders, who I also want to thank for their continued support and commitment.of the company.
MARIJN DEKKERS
CHAIRMAN
2 | Strategic Report | Annual Report on Form 20-F |
BOARD OF DIRECTORS |
OVERVIEW OF EXECUTIVE &NON-EXECUTIVE DIRECTORS
MARIJN DEKKERSChairman
Previous experience: Bayer AG (CEO); Thermo Fisher Scientific Inc. (CEO).
Current external appointments: Novalis LifeSciences LLC (Founder and Chairman); General Electric Company (NED); Quanterix Corporation (Director); Georgetown University (member Board of Directors); Foundation for the National Institutes of Health (Director).
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YOUNGME MOON |
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GRAEME PITKETHLY
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NILS SMEDEGAARD | |||
Vice-Chairman/Senior | CEO | CFO | ANDERSEN | |||
Independent Director | ||||||
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Previous experience: Current external appointments: |
Previous experience:
| NationalityBritish Previous experience:Unilever UK and Ireland (EVP and General Manager); Finance Global Markets (EVP); Group Treasurer; Head of M&A; FLAG Telecom (VP Corporate Development); PwC. Current external appointments:Financial Stability Board Task Force on Climate Related Financial Disclosure (Vice Chair). | Previous experience:A.P. Moller – Maersk A/S (Group CEO); Carlsberg A/S and Carlsberg Breweries A/S (CEO); European Round Table of Industrialists (Vice-Chairman); Unifeeder S/A (Chairman). Current external appointments:AKZO Nobel N.V. (Chairman); BP Plc (NED); Dansk Supermarked A/S | |||
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LAURA CHA
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VITTORIO COLAO |
JUDITH HARTMANN |
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Previous experience:Securities and Futures Commission, Hong Kong (Deputy Chairman); China Securities Regulatory Commission (Vice Chairman); China Telecom Corporation Limited (NED); 12th National People’s Congress of China (Hong Kong Delegate). Current external appointments:HSBC Holdings plc (NED);
| Previous experience:Vodafone Group plc (CEO); RCS MediaGroup SpA (CEO); McKinsey & Company (Partner); Finmeccanica Group Services SpA (renamed to Leonardo SpA) (NED); RAS Insurance SpA (merged with Allianz AG) Current external appointments: | Previous experience:General Electric (various roles); Bertelsmann SE & Co. KGaA (CFO); RTL Group SA (NED); Penguin Random House LLC (NED). Current external appointments:ENGIE Group | Previous experience:Avon Products Inc (CEO); General Electric (Board Member); Daimler AG (Board Member). Currentexternal appointments:Grameen America Inc (President and CEO); Apple Inc (NED); Wayfair Inc (NED). | |||
MARY MA | STRIVE MASIYIWA | JOHN RISHTON | FEIKE SIJBESMA | |||
Previous experience:TPG Capital, LP (Partner); TPG China Partners(Co-Chairman). Current external appointments:Lenovo Group Ltd. (NED); Boyu Capital Consultancy Co. Ltd (Managing Partner); MXZ Investment Limited (Director); Securities and Futures Commission, Hong Kong (NED). | ||||||
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Previous experience:Africa Against Ebola Solidarity Trust(Co-Founder and Chairman); Grow Africa(Co-Chairman); Nutrition International (formerly known as Micronutrient Initiative) (Chairman). Current external appointments:Econet Group (Founder and Group Executive Chairman); Econet Wireless Zimbabwe Ltd (Director); The Alliance for a Green Revolution in Africa (AGRA)Not-for-Profit Corporation (Chairman); Rockefeller Foundation (Trustee). | Previous experience:
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Current external appointments:Informa plc (NED); Serco Group plc (NED); Associated British Ports Holdings Ltd. (NED). | Previous experience:Supervisory Board of DSM Nederland B.V. (Chairman); Utrecht University Current external appointments:Koninklijke DSM NV (CEO and Chairman of the Managing Board); De Nederlandsche Bank NV (Member of the Supervisory Board); Carbon Pricing Leadership Coalition (High Level Assembly
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NON-EXECUTIVE DIRECTORS
MARIJN | NILS | LAURA | VITTORIO | ANN | JUDITH | MARY | STRIVE | YOUNGME | JOHN | FEIKE | MARIJN | NILS | LAURA | VITTORIO | JUDITH | ANDREA | MARY | STRIVE | YOUNGME | JOHN | FEIKE | |||||||||||||||||||||||
DEKKERS | ANDERSEN | CHA | COLAO | FUDGE | HARTMANN | MA | MASIYIWA | MOON | RISHTON | SIJBESMA | DEKKERS | ANDERSEN | CHA | COLAO | HARTMANN | JUNG | MA | MASIYIWA | MOON | RISHTON | SIJBESMA | |||||||||||||||||||||||
Age | 60 | 59 | 68 | 56 | 66 | 48 | 65 | 57 | 53 | 60 | 58 | 61 | 60 | 69 | 57 | 49 | 59 | 66 | 58 | 54 | 61 | 59 | ||||||||||||||||||||||
Gender | Male | Male | Female | Male | Female | Female | Female | Male | Female | Male | Male | Male | Male | Female | Male | Female | Female | Female | Male | Female | Male | Male | ||||||||||||||||||||||
Nationality | Dutch / American | Danish | Chinese | Italian | American | Austrian | Chinese | Zimbab- wean | American | British | Dutch | Dutch / American | Danish | Chinese | Italian | Austrian | American / Canadian | Chinese | Zimbabwean | American | British | Dutch | ||||||||||||||||||||||
Appointment date | April 2016 | April 2015 | May 2013 | July 2015 | May 2009 | April 2015 | May 2013 | April 2016 | April 2016 | May 2013 | November 2014 | April 2016 | April 2015 | May 2013 | July 2015 | April 2015 | May 2018 | May 2013 | April 2016 | April 2016 | May 2013 | November 2014 | ||||||||||||||||||||||
Committee membership* | CC, NCGC | AC | NCGC | CC | CC (Chairman) | AC | CC | CRC (Chairman) | CRC | AC (Chairman) | CRC, NCGC (Chairman) | CC, NCGC (Chairman) | AC | NCGC | CC (Chairman) | AC | CC | CC | CRC (Chairman) | CRC | AC (Chairman) | CRC, NCGC | ||||||||||||||||||||||
Leadership of complex global entities | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||
Finance | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||||||||||||||||||||||||||||||
Broad Board experience | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||
Consumer / FMCG insights | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||
Geo-political exposure | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||
Financial expertise | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||||||||||||||||||||||||||||||
FMCG/consumer insights | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||
Emerging markets experience | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||
Digital insights | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||||||||
Sales & marketing | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||||||
Marketing and sales expertise | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||||||
Science & technology | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||||||||||||||||||||||||||||||||||
Science, technology and innovation expertise | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||||||||||||||||||||||||||||||||||
CSR experience | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||||||||||||||||||||||||||||||||||
HR and remuneration in international firms | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||||||||||||||||||||||||||||||||
Attendance at planned Board Meetings | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | 3/3 | 6/6 | 6/6 | 6/6 | 6/6 | 6/6 | ||||||||||||||||||||||
Attendance at ad hoc Board Meetings | 8/8 | 8/8 | 6/8 | 7/8 | 5/8 | 6/8 | 8/8 | 7/8 | 7/8 | 5/8 | 7/8 | 4/4 | 2/4 | 2/4 | 4/4 | 3/4 | 3/3 | 4/4 | 3/4 | 4/4 | 3/4 | 4/4 | ||||||||||||||||||||||
Tenure as at 2017 AGMs | 1 | 2 | 4 | 2 | 8 | 2 | 4 | 1 | 1 | 4 | 3 | |||||||||||||||||||||||||||||||||
Tenure as at 2018 AGMs | 2 | 3 | 5 | 3 | 3 | 0 | 5 | 2 | 2 | 5 | 4 | |||||||||||||||||||||||||||||||||
* | AC refers to the Audit Committee; CC refers to the Compensation Committee; CRC refers to the Corporate Responsibility Committee; and NCGC refers to the Nominating and Corporate Governance Committee. |
Annual Report on Form 20-F | Strategic Report | 3 |
CHIEF EXECUTIVE OFFICER’S REVIEW |
Widespread economic and geopolitical uncertainty meant that the global business environment remained challenging in 2018. Currency depreciation in a number of key markets fuelled inflationary pressures and dampened consumer demand, while input costs rose steadily on the back of escalating commodity prices.
A CHALLENGING BACKDROP TO THE YEARSOLID PERFORMANCE
2017Against this backdrop, Unilever delivered a solid performance. Underlying sales grew by 3.1%, excluding the recently-divested spreads business (2.9% including spreads). Growth was another challenging yearprofitable, bringing our underlying operating margin to 18.4%, up 90 basis points, which also drove a healthy free cash flow of€5 billion for the world economy,year.
Importantly, the overall shape and quality of the performance was encouraging. We achieved a good balance of price and volume growth. Growth was broad-based, across each of our three global Divisions – Beauty & Personal Care, Home Care and Foods & Refreshment. Our continuing margin progression was underpinned by well-embedded savings and efficiency programmes, and an improving mix from underlying sales growth in particular forBeauty & Personal Care.
Inspired by the consumer goods industry. Consumer confidence continued to be hit by a combination of stagnating wages, recessionary pressuresUnilever Sustainable Living Plan, we also saw our brands with the most distinct and widespread politicalwell-articulated social and economic uncertainty. While the economic system is working for some, the benefits are still not widely felt, and inequality is rising in most countries. That’s not good for the consumer goods industry. Climate change is also becoming an increasing risk factor for most sectors, makingenvironmental purpose grow significantly faster than our own mitigating actions even more important.other brands.
At the same time, our industry experienced unprecedented levels of disruptionThe performance last year driven by the accelerating pacedemonstrates I believe that our strategy is working. By empowering our three global Divisions, we are allowing for more strategic allocation of technology. When combined with significant changesresource and for greater differentiation in meeting changing consumer behaviour, these events are causing manufacturersneeds. Beauty & Personal Care, for example, made good progress in moving to more premium positions and retailers alike to rethink fundamentally how they reach, serve and – ultimately – delight consumers in markets that are more dynamic and open to entry than ever before.
THE IMPORTANCE OF CONSISTENT PERFORMANCE
Delivering consistent, market-beating performance in such volatile and fast-changing markets is increasingly challenging. Not many companies achieve it. In fact, a McKinsey & Co study found that over a thirty-year period only 40% of nonfinancial companies thenexpanding in the S&P 500 survived. “It’s grow or go” they concluded and “60% have gone” (‘Why it’s a world of grow or go’. McKinsey & Co). By contrast, those companies that can deliver consistent performance in a responsible way get rewarded.
Judged against these criteria, it is not difficult to see why Unilever finds itself one of the best performing companies in our sector,high growth segments. Home Care built on its already strong emerging market footprint with a total shareholder return overstrategy of market development andbenefit-led innovation for emerging needs. Whilst Foods & Refreshment was combined into a single division bringing more scale and focus to allow faster transformation of our portfolio.
The results in 2018re-affirm the last nine yearsenduring strength of closeUnilever’s brands and the growing resilience of our organisational model, as well as underlining Unilever’s ability to 300%. In that time the Group has also delivereddeliver consistent top and bottom line progress. This goesperformance even in very challenging conditions. Nevertheless, we are determined to step up the proportion of our business that is winning market share as part of moving our sales growth more consistently into the middle of our multi-year3-5% targeted range.
A YEAR OF PROGRESS
As well as delivering a solid set of results, we also made good progress in 2018 in strengthening the overall business to be ready for future opportunities:
A GOOD YEAR
2017 saw a continuation of this trend. Underlying sales excluding spreads, which we have agreed to sell, grew 3.5% (3.1% including spreads), representing a good performance in largely subdued markets. Growth was broad-based – across all our categories – and of good quality, supported by high levels of brand and marketing investment.
There was excellent progress on absolute profitability and on underlying operating margin – by 110 basis points – helped by strong delivery against the key savings and efficiency programmes behindworld, our Connected for Growth (C4G) change programme, which started inorganisational model is helping to increase speed and agility, as well as giving rise to a greater entrepreneurial spirit inside the company. As an illustration of this, time to market with new innovations to meet local trends is now40%-50% faster compared to 2016. We also launched 19 new brands, including Love Home and Planet, a range of plant-based, home-cleaning products and aTwo-thirdsfollow-up to our successful launch of the more than€2 billion of savings generated in 2017 werere-invested behind growing our brands innatural and sustainable hair and skincare product range, Love Beauty and Planet.
By any measure, this represents a good,all-round performance, as well as further evidencethe direction of the transformation of Unilever to a sustainable growth company. In this environment, we continue to believe that a long-term focus on multiple stakeholders, behind a purpose-driven sustainable business model, is the best guarantee of future success.
LOOKING AHEAD WITH CONFIDENCE
Although the global economy is showing signs of improvement, we can expect 2018 to be another challenging year, with further rapid and wide-ranging disruption to our markets. In addressing these challenges, we are benefiting, I believe, from having started early in anticipating – and responding to – manyfaster-growing segments of the trends and developments we currently seere-shaping our markets.
By anticipating, for example, themarket, especially those that speak to consumers’ growing desire of consumers for more natural products and authentic productspurpose-driven brands. The vast majority of businesses we have acquired over recent years are now growing by double digits on a yearly basis and we were delighted at the end of last year to announce the acquisition of GlaxoSmithKline’s Health Food Drinks portfolio, including its iconic Horlicks brand in India and the rest of Asia, further increasing our presence in the highly attractive health-food category. We also completed successfully the complex disposal of the spreads business, returning theafter-tax proceeds to shareholders.
new and faster-growing channels. Oure-commerce sales were up by 47%, ahead of globale-commerce market growth and putting us well on the road to building a scalee-commerce business. We also accelerated the growth of our business with Discounters, in the Health and Beauty channel and in theout-of-home eating market. |
that the growth of our sustainable living brands was outstripping other brandsalmost 50 countries. That is a remarkable achievement, and accounted for 60% oftestament to Unilever’s growth.
The leadership role Unilever has played more widely in pioneering responsible business models was also further acknowledged last year. Indeed, for the seventh consecutive year Unilever topped the GlobeScan/SustainAbility ranking of 1,000 sustainability experts around the world – the longest-running and most extensive survey of its kind. The study identified integrating sustainability into the heart of the business, demonstrating executive leadership, strong performance in supply chain management,values and commitment to be a force for good in the world.
Strengthened by these measures, we are good in shape for the future. We ended 2018 with 58% of our turnover in the emerging markets and enjoying number 1 or 2 positions in 85% of the key markets and categories in which we compete. Our Beauty & Personal Care business – where some of the biggest growth opportunities exist – now represents 40% of our turnover. All of this makes us well placed to capture the many opportunities that exist across our markets.
LOOKING AHEAD
Building on these strong foundations, I have already made clear that my first priority as CEO will be to accelerate quality growth. For us, that means aninvestment-led approach based on delivering our 4G growth model – consistent growth, competitive growth, profitable growth and responsible growth, with an equal focus on each.
In particular, I want to leave no doubt that I intend to build further on Unilever’scentury-old commitment to responsible business. ‘Making Sustainable Development Goals (SDGs),Living Commonplace’ will remain our purpose as among key reasons behinda company and we will use this to keep Unilever at the Group’s leadership, concludingforefront of ensuring business is a force for good. More and more of our brands will become explicit about the positive social and environmental impact they have. This is entirely aligned to the instincts of our people and to the expectations of our consumers. It is not about putting purpose ahead of profits, it is purpose that “Unilever continues to be seen asdrives profits.
Despite the global leader on sustainability”.
We areprogress we have made in recent years, I am also benefiting from the company-wide implementation of Connected for Growth. By streamlining the Group and by empowering our front-line operators, C4G is providing the combination of resilience and agilityclear that today’s trading environment demands. We are already seeing the benefits, with employees reporting– in a significant improvement inworld where the speed of decision-makingchange is relentless – we need to quicken the pace of everything we do still further. I want to make speed and skills for a greater ‘biasdigital age a hallmark of Unilever under my leadership.
If we can do all this then I am confident we can achieve our strategic aims and deliver many years of solid cash flow, further underlying operating margin improvement and good quality growth.
AND FINALLY…
I want to thank my colleagues throughout the whole company for action’.their hard work in delivering these results. Unilever is fortunate to have such talented and dedicated people and I am deeply aware of my responsibilities to them – and to our many other stakeholders – in being asked to lead this wonderful company.
A key measure of C4G’s longer term success will be our abilityI especially want toroll-out bigger and more impactful innovations even quicker, both globally and locally. Again, there is evidence of improved performance. The number of local launches was substantially up in 2017. Our key emphasis, however, remains on our core, global brands and on developing strategic, global launches based on larger projects with more consumer benefits. We already see some great examples of this, including in 2017 with thank my predecessor, Paul Polman. Unilever has been transformed under his inspiring leadership. He has worked tirelessly to make the launch of Magnum Pints, providing the ultimateice-cream and chocolate experience in a tub; theroll-out of Baby Dove to a further 19 countries; the relaunch of the Hellmann’s brand with strengthened naturalness claims in 28 markets, as well as theroll-out of Hellmann’s organic variants in both Europe and North America;company stronger and the continuedroll-outworld a better place. It has been a privilege to serve with him and an honour now to succeed him.
I also want to thank the Unilever Board of Directors for their confidence and invaluable guidance as I take on the incredibly successful Domestos toilet blocks, now in 33 countries, helpingrole. And, finally, to drive double-digit growthour shareholders, thank you for the brand. It is a further measure of the strength of our brands that more of them appearyour ongoing support and belief in the annual Kantar Global Ranking of Most Chosen Consumer Brands than those of our competitors.
In the spirit of the C4G changes, we also announced last year the bringing together of our Foods and Refreshment categories into a single division, based in Rotterdam. The work for this was completed in 2017. We believe the new Foods & Refreshment division can become an even stronger global powerhouse, benefiting from the scale and efficiencies that the integration will bring.
We have also moved decisively in recent years to reshape our portfolio in anticipation of changing consumer trends and to help maximise new and burgeoning growth opportunities. Over the last three years, we have made – or announced – 22 acquisitions. Twelve of these came last year alone as we accelerated our portfolio transformation further, making 2017 one of the most active acquisition periods in the company’s history.
These new businesses strengthen our portfolio in a variety of ways. Some give us access to fast-growing segments of markets incompany, which we are already active but currently under-represented, such as Carver Korea, which will enable us to leverage the growing demand for Korean skin care products. Others will enable us to expand in complementary, adjacent categories, such as colour cosmetics (Hourglass) and air purification (Blue Air). Some give us greater regional scale in existing categories, as is the case with the acquisition of the Quala home and personal care business in Latin America and EAC in Myanmar. And others bring skills and capabilities in new, rapidly emerging segments, including subscription anddirect-to-consumer models (e.g. Dollar Shave Club and our Prestige beauty businesses).
Having announced earlier in the year the intention to divest our spreads business, 2017 also ended with the announcement of the sale of the business to KKR for a little over€6.8 billion.
This combination of an increasingly relevant Unilever Sustainable Living Plan, a C4G change model that supports the kind of speed, agility and organisational resilience needed to compete in today’s markets; and a sharper portfolio better weighted to higher growth categories and geographies, gives us the confidence that we can go on delivering consistent, market-beating performance.
We are also particularly well placed, I believe, to capture the opportunities of the digital revolution - and the unprecedented explosion in data – which are transforming our markets and our ways of operating. Again, we started early. Our digital marketing capabilities, for example, have frequently been recognised as among the best in the industry and the online sales of our brands increased by a further 80% last year, making it a€1.7 billion business for us. However, this area is moving fast. The amount of data in the world is more than doubling every two years. Our ambition is to build a billionone-to-one consumer relationships, leveraging ourin-house People Data Centres and the opportunity they give us to connect with consumers in a meaningful way through real-time analytics. We need to continue driving this critical agenda, which is why we are investing heavily in digital, experimenting with a range of new,direct-to-consumer business models and embarking on an enterprise wide digital transformation programme.
THE POWER OF OUR PEOPLE
Ultimately, Unilever’s success will come down to its ability to attract and retain the most talented individuals and to motivate and inspire them with a mission and a purpose that speaks to the long-term aims and values of the company.
Here, again, we start from a strong base. A remarkable 90% of employees’ express pride in working for Unilever, well above the industry average. And last year the number of countries in which Unilever was named ‘most desired employer’ rose to 44 of the 52
markets in which we recruit - a more than 25% increase on the year before and a remarkable testament to the attractiveness of our employer proposition and our purpose-driven model.
At the heart of our people agenda is a focus on creating a balanced and inclusive workforce. This focus not only underpins Unilever’s longstanding values – especially tolerance and respect - but also guarantees the diversity of thought and ideas on which our business depends. We made further strides again in 2017, not least in the area of gender balance, with the proportion of female managers rising to 47% of our total management population.
DELIVERING FOR ALL OUR STAKEHOLDERS
In conclusion, let me thank all of the wonderful people of Unilever – and the many more we partner with around the world – who worked soalways work hard to make 2017 such a strong and positive year for the Group. It was a year in which our long-term compounding growth model was questioned by some, but was ultimately shown to be a model that unequivocally delivers in the interests of Unilever and its multiple stakeholders, including shareholders.retain.
PAUL POLMANALAN JOPE
CHIEF EXECUTIVE OFFICER
4 | Strategic Report | Annual Report on Form 20-F 2018 |
UNILEVER LEADERSHIP EXECUTIVE (ULE) OVERVIEW
FOR PAUL POLMANALAN JOPE AND GRAEME PITKETHLY SEE PAGE 3
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DAVID BLANCHARD Chief R&D Officer
| MARC ENGEL Chief Supply Chain Officer | HANNEKE FABER President, Europe |
President, | |||
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NationalityBritishAge Appointed to ULEJanuary 2013 (will retire in April 2019) Joined Unilever1986 Previous Unilever posts include: Unilever Research & Development (SVP); Unilever Canada Inc. (Chairman); Foods America (SVP Marketing Operations); Global Dressings (VP R&D); Margarine and Spreads (Director of Product Development). Current external appointments: Ingleby Farms and Forests (NED). | NationalityDutchAge Appointed to ULEJanuary 2016 Joined Unilever1990 Previous Unilever posts include: Unilever East Africa and Emerging Markets (EVP); Chief Procurement Officer; Supply Chain, Spreads, Dressings and Olive Oil Europe (VP); Ice Cream Brazil (Managing Director); Ice Cream Brazil (VP); Corporate Strategy Group; Birds Eye Wall’s, Unilever UK (Operations Manager). Current external appointments: PostNL (Supervisory Board member).
| NationalityDutchAge Joined Unilever2018 Previous posts include: Royal Ahold Delhaize (CEIO & EC) Royal Ahold (CCO) Current external appointments: Bayer AG (Supervisory Board member), Leading Executives Advancing Diversity (LEAD) (advisory board member). | Nationality
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Appointed to ULENovember 2011 Joined Unilever1993 Previous Unilever posts include:President, North America and Global Head of Customer Development; Brazil (EVP); Unilever Foods South Africa (CEO); Unilever Bestfoods Asia (SVP and Board member). Current external
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LEENA NAIR Chief Human Resources Officer | NITIN PARANJPE President, Foods and | RITVA SOTAMAA Chief Legal Officer and Group Secretary | AMANDA SOURRY President, North America & Global Head of Customer Development | |||
NationalityIndianAge Appointed to ULEMarch 2016 Joined Unilever1992 Previous Unilever posts include:HR Leadership and Organisational Development and Global Head of Diversity (SVP); Hindustan Unilever Limited (Executive Director HR); Hindustan Lever (various roles). | NationalityIndianAge Appointed to ULEOctober 2013 Joined Unilever1987 Previous Unilever posts | NationalityFinnishAge Appointed to ULEFebruary 2013 Joined Unilever2013 Previous posts include:Siemens AG – Siemens Healthcare (GC); General Electric Company – GE Healthcare (various positions including GE Healthcare Systems (GC)); Instrumentarium Corporation (GC). Current external appointments: Fiskars Corporation (NED). | ||||
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NationalityBritishAge Appointed to ULEOctober 2015 Joined Unilever1985 Previous Unilever posts include: President Foods; Global Hair (EVP); Unilever UK and Ireland (EVP and Chairman); Global Spreads and Dressings (EVP); Unilever US Foods (SVP). Current external appointments:PVH Corporation. (NED).
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KEITH WEED Chief Marketing & Communications Officer | ||||||
NationalityBritishAge Appointed to ULEApril 2010 (will retire in May 2019). Joined Unilever1983 Previous Unilever posts include: Global Home Care and Hygiene (EVP); Lever Fabergé (Chairman); Hair and Oral Care (SVP). Current external appointments: Business in the Community
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Annual Report on Form 20-F | Strategic Report | 5 |
GROWING THE BUSINESS | 2017 | 2016 | 2015 | |||||||||
GROUP | ||||||||||||
TURNOVER GROWTH | ||||||||||||
Turnover growth averaged 1.0% over five years | 1.9% | (1.0%) | 10.0% | |||||||||
UNDERLYING SALES GROWTH* | ||||||||||||
Underlying sales growth averaged 3.6% over five years | 3.1%^ | 3.7% | 4.1% | |||||||||
UNDERLYING VOLUME GROWTH* | ||||||||||||
Underlying volume growth averaged 1.5% over five years | 0.8% | 0.9% | 2.1% | |||||||||
OPERATING MARGIN | ||||||||||||
Operating margin averaged 15.4% over five years | 16.5% | 14.8% | 14.1% | |||||||||
UNDERLYING OPERATING MARGIN* | ||||||||||||
Underlying operating margin has steadily increased over five years from 15.1% to 17.5% | 17.5% | 16.4% | 15.6% | |||||||||
FREE CASH FLOW* | ||||||||||||
Unilever has generated free cash flow of€22.0 billion over five years | €5.4 billion | €4.8 billion | €4.8 billion | |||||||||
CATEGORIES | ||||||||||||
PERSONAL CARE | ||||||||||||
Turnover | €20.7 billion | €20.2 billion | €20.1 billion | |||||||||
Turnover growth | 2.6% | 0.5% | 13.2% | |||||||||
Underlying sales growth | 2.9%^ | 4.2% | 4.1% | |||||||||
Operating margin | 19.8% | 18.4% | 18.1% | |||||||||
Underlying operating margin | 21.1% | 20.0% | 19.7% | |||||||||
HOME CARE | ||||||||||||
Turnover | €10.6 billion | €10.0 billion | €10.2 billion | |||||||||
Turnover growth | 5.6% | (1.5%) | 10.9% | |||||||||
Underlying sales growth | 4.4 %^ | 4.9% | 5.9 % | |||||||||
Operating margin | 10.8% | 9.5% | 7.3% | |||||||||
Underlying operating margin | 12.2% | 10.9% | 8.4% | |||||||||
FOODS | ||||||||||||
Turnover | €12.5 billion | €12.5 billion | €12.9 billion | |||||||||
Turnover growth | (0.1%) | (3.1%) | 4.5% | |||||||||
Underlying sales growth | 1.0%^ | 2.1% | 1.5% | |||||||||
Operating margin | 18.2% | 17.4% | 17.8% | |||||||||
Underlying operating margin | 19.7% | 19.1% | 19.1% | |||||||||
REFRESHMENT | ||||||||||||
Turnover | €9.9 billion | €10.0 billion | € | 10.1 billion | ||||||||
Turnover growth | (0.8%) | (1.1%) | 10.3% | |||||||||
Underlying sales growth | 4.9%^ | 3.5% | 5.4 % | |||||||||
Operating margin | 13.5% | 9.7% | 8.3% | |||||||||
Underlying operating margin | 12.7% | 11.1% | 10.2% |
Underlying sales growth, underlying volume growth, underlying operating margin and free cash flow arenon-GAAP measures. In order to provide a clear picture of our performance against the objectives set out in our strategic review we report underlying operating margin, which excludes restructuring costs, in place of the previously reported core operating margin. For further information about these measures, and the reasons why we believe they are important for an understanding of the performance of the business, please refer to our commentary onnon-GAAP measures on page 22.
UNILEVER SUSTAINABLE LIVING PLAN
2017 | 2016 | 2015 | ||||||||||
IMPROVING HEALTH & WELL-BEING | ||||||||||||
BIG GOAL: By 2020 we will help more than a billion people take action to improve their health and well-being. See page 13 | ||||||||||||
HEALTH & HYGIENE | ||||||||||||
Target: By 2020 we will help more than a billion people to improve their health and hygiene. This will help reduce the incidence of life-threatening diseases like diarrhoea. | 601 million | 538 million | f | 482 millionr | ||||||||
NUTRITION | ||||||||||||
Target: By 2020 we will double the proportion of our portfolio that meets the highest nutritional standards, based on globally recognised dietary guidelines. This will help hundreds of millions of people to achieve a healthier diet. | 39% | ◇ | 35% | 34%r | ||||||||
REDUCING ENVIRONMENTAL IMPACT | ||||||||||||
BIG GOAL: By 2030 our goal is to halve the environmental footprint of the making and use of our products as we grow our business. See pages 13 and 14 | ||||||||||||
GREENHOUSE GASES | ||||||||||||
Target: Halve the greenhouse gas impact of our products across the lifecycle by 2030 (greenhouse gas impact per consumer use). | 9% | ◇ | 8% | 7%q | ||||||||
Target: By 2020 CO2emissions from energy from our factories will be at or below 2008 levels despite significantly higher volumes (reduction in CO2from energy per tonne of production since 2008).**+ | (47%) | ◇ | (43%)f | (39%)r | ||||||||
WATER | ||||||||||||
Target: Halve the water associated with the consumer use of our products by 2020 (water impact per consumer use). | (2%) | ◇ | (7%) | (1%)r | ||||||||
Target: By 2020 water abstraction by our global factory network will be at or below 2008 levels despite significantly higher volumes (reduction in water abstraction per tonne of production since 2008).** | (39%) | ◇ | (37%)f | (37%)r | ||||||||
WASTE | ||||||||||||
Target: Halve the waste associated with the disposal of our products by 2020 (waste impact per consumer use). | (29%) | (28%)f | (26%)q | |||||||||
Target: By 2020 total waste sent for disposal will be at or below 2008 levels despite significantly higher volumes (reduction in total waste per tonne of production since 2008).** | (98%) | ◇ | (96%)f | (97%)r | ||||||||
SUSTAINABLE SOURCING | ||||||||||||
Target: By 2020 we will source 100% of our agricultural raw materials sustainably (% of tonnes purchased). | 56% | 51% | 60%^ | |||||||||
ENHANCING LIVELIHOODS | ||||||||||||
BIG GOAL: By 2020 we will enhance the livelihoods of millions of people as we grow our business. See page 14 | ||||||||||||
FAIRNESS IN THE WORKPLACE | ||||||||||||
Target: By 2020 we will advance human rights across our operations and extended supply chain, by: | ||||||||||||
• Sourcing 100% of procurement spend from suppliers meeting the mandatory requirements of the Responsible Sourcing Policy (% of spend of suppliers meeting the Policy) | 55% | ‡ | - | - | ||||||||
• Reducing workplace injuries and accidents (Total Recordable Frequency Rate of workplace accidents per million hours worked)** | 0.89 | ◇ | 1.01f | 1.12r | ||||||||
OPPORTUNITIES FOR WOMEN | ||||||||||||
Target: By 2020 we will empower 5 million women, by: | 1,259,000 | ◇ | 920,000 | 806,000 | ||||||||
• Promoting safety for women in communities where we operate | 7,000 | ◇ | 7,000 | 6,000 | ||||||||
• Enhancing access to training and skills (number of women) | 1,175,000 | ◇ | 836,000 | 730,000 | ||||||||
• Expanding opportunities in our value chain (number of women) | 77,000 | ◇ | 77,000 | 70,000 | ||||||||
• Building a gender-balance organisation with a focus on management (% of managers that are women)** | 47% | ◇ | 46% | 45% | ||||||||
INCLUSIVE BUSINESS | ||||||||||||
Target: By 2020 we will have a positive impact on the lives of 5.5 million people by: | ||||||||||||
• Enabling small-scale retailers to access initiatives aiming to improve their income | 1.6 millio | n | 1.5 million | 1.8 million | ||||||||
• Enabling smallholder farmers to access initiatives aiming to improve their agricultural practices | 716,000 | ◇ | 650,000 | 600,000 |
Baseline 2010 unless otherwise stated
UNILEVER OPERATES IN THE FAST-MOVING CONSUMER GOODS (FMCG) INDUSTRY, ONE OF THE LARGEST AND MOST COMPETITIVE INDUSTRIES IN THE WORLD.
The top 25 global FMCG players generate sales of over€500 billion in markets characterised by their highly dynamic nature. Rapid change is now a constant, caused by fragmentation throughout the value chain, requiring fast, innovative and profitable responses in areas such as supply chain, customer development, marketing and brand innovation.
In response we have taken a number of strategic actions including the sale of our Spreads business, the integration of our Foods and Refreshment categories, the announcement or completion of 12 acquisitions in faster growing segments and channels, and the acceleration of our Connected 4 Growth (C4G) change programme. Launched in 2016 to create a faster, simpler organisation, we are realising C4G’s benefits through digitally connectedend-to-end marketing, R&D and supply chain, and a more agile organisation leveraging our global scale and local expertise.
FASTER PACE OF CHANGE
There is no doubt that the business environment is changing at a faster pace than ever. These changes bring challenges but also significant opportunity. We see changes in a number of areas, notably in consumer preferences,route-to-market channels, media and brand communication and the competitive landscape.
Consumers are taking radically different paths when purchasing brands, often combining both offline and online channels where influencers are a growing force. Younger consumers are prioritising meaning over materialism, demanding brands with a point of view and more authenticity, transparency and sustainability. More people moving into the global workforce, especially in emerging markets, is resulting in long-term shifts in demand for products with greater convenience and time-saving attributes, notably in Foods and Home Care, but without sacrificing quality or sustainability benefits. The trend of growing middle classes continues, albeit challenged by incomes rising only slowly in some emerging markets and inequality increasing globally.
Channels to reach consumers are also fragmenting, with less reliance on ‘big box’ retailers ase-commerce continues to grow, driven in part bydirect-to-consumer models. The global FMCGe-commerce channel continues to grow by 30% a year according to the latest industry reports. Specialist channels, such as drug stores, continue to grow in significance as do discount and convenience stores.
The proliferation of diverse digital and social media channels has led to significant media fragmentation. Digital advertising is playing an increasingly important role in brand advertising – now around 40% of the total advertising market. However, tackling viewability standards and fraud in digital advertising through verification of views – and demonstrating the value of digital advertising spend – are ongoing challenges for the industry.
Responses to change are predicated on the need for efficiency and margin improvement as competition intensifies. Some global players are adopting models prioritising cost-cutting over long-term investment.
Local players present a growing challenge. They react swiftly with innovations meeting local trends, one reason why responses, such as Unilever’s C4G programme, are critical in marrying the benefits of global scale, in areas such as marketing and R&D, with entrepreneurial country teams empowered to lead launches that meet local trends.
A MIXED ECONOMIC OUTLOOK
This pace of change comes as market conditions across many of our markets remain challenging. There are, however, grounds for optimism as local currencies are stabilising and real wages are making a recovery. We are starting to see signs of improvement in some of the large emerging markets such as India and China but others, notably Brazil, are suffering economic problems with consumers spending less. This requires further rapid, local responses from brands.
In Europe, the industry is seeing high promotion levels keeping prices down. Volumes are slowly picking up in certain markets. Consumers, while remaining cost conscious, are also seeking occasions to buy more premium and prestige products in return for economising on some of their routine household shopping. In North America, although GDP performance is positive, this has not translated into significant growth in our markets.
LONGER-TERM MACRO FORCES
Our markets are also shaped by systemic macro forces which impact at a different pace. We periodically review these trends to ensure our strategy and plans are fit for the future. Based on our latest macro forces analysis, we believe there are four distinct but overlapping trends that will shape the world over the next ten years: the multipolar world, the environment under stress, digital and technology revolution and people living differently (see pages 10 to 18 for our response).
Slow global growth is accentuating the financial and political polarisation within countries. Nationalist and protectionist tendencies are rising, threatening the progress of globalisation and free trade in recent decades.
Strains on the natural environment are intensifying with the impacts of climate change and water scarcity increasingly visible. Momentum is gathering globally to tackle climate change following the Paris Agreement, which came into force in 2016, aiming to limit temperature rise this century to below 2 degrees Celsius abovepre-industrial levels. Concerns about the planet and society are matched by concerns about our own health. Obesity kills more people than hunger, while many populations struggle to find sufficient nourishment in their diets, presenting opportunities to meet these growing consumer needs.
Companies continue with the rapid development of new technologies. These include artificial intelligence, robotics, voice technology and virtual reality to engage with consumers in new ways. Data, and the Internet of Things, are disrupting traditional business models using technologies such as blockchain and increasingly sophisticated smart devices. Digitisation also comes with risk, at an individual, government and company level, over data privacy and security as well as brand safety.
Consumers are now living in communities that are becoming more diverse with fragmented identities. Younger generations, especially Millennials and Generation Z, are having a powerful influence on cultural norms such as diversity and gender. Older generations will exert a strong economic influence with the number of people aged 80 and over expected to triple by 2050. Migration is having a profound effect on national identity. Today, one in 30 people are international migrants living abroad, a 40% rise since 2000. People are encouraged to move, in part, by the rise of global megacities of ten million-plus inhabitants. These will rise from 31 to 41 by 2030. Such urbanisation is expected to create an additional 500 millionone-person households between 2016 and 2030.
UNILEVER HAS A PROVEN BUSINESS MODEL THAT SUPPORTS LONG-TERM, COMPOUNDING GROWTH AND SUSTAINABLE VALUE CREATION.
Our business activities span a complex, global value chain. Starting with consumer insights, we track changing consumer sentiment through our 25 People Data Centres around the world. Through close collaboration between marketing and R&D, we use our insights to inform product development, leveraging our€900 million annual R&D spend.
We work with thousands of suppliers and spend around€34 billion on goods and services, including approximately€13 billion on ingredients and raw materials for our products. Our global manufacturing operations across more than 300 factories in 69 countries turn these materials into products.
Our products are then distributed via a network of more than 400 globally coordinated warehouses to 25 million retail stores, from large supermarkets, hypermarkets, wholesalers and cash and carry, to small convenience stores, as well as other fast-growing channels such ase-commerce,out-of-home anddirect-to-consumer. We work in close partnership with customers to ensure our brands are always available and properly displayed.
We are the second largest advertiser in the world, based on media spend. Alongside more conventional advertising, we create an increasing amount of tailored content ourselves to market our brands, using digital channels that are better targeted, more personalised and provide more accurate consumer insights. And in doing so, our value chain cycle repeats itself.
Underlying our value chain is a set of defining strengths which set us apart from our competitors: our portfolio of global brands and local jewels; a presence in more than 190 countries with 58% of our turnover in emerging markets; deep distribution capability through
ever more complex channels and a talent pool of local management – 70% of our leaders are local.
Our strategy (see page 10) and our category strategies (see pages 11 and 12) harness these strengths to deliver competitive top and bottom line growth, and capital efficiency which in turn drives underlying earnings per share, free cash flow and return on invested capital – and ultimately attractive returns for shareholders. To respond further to the increasing pace of change and the need to go further and faster in value creation, we are accelerating our C4G programme of organisational change to create a faster, simpler organisation. For more on C4G see page 10.
Combined with C4G, in April 2017, we set out financial targets to further accelerate shareholder value. These include underlying sales growth ahead of our markets, which in current market conditions we expect to translate into underlying sales growth of3-5% each year up to 2020, projected savings of€6 billion by 2019 and an expansion of underlying operating margin from 16.4% to 20% by 2020. Return on Invested Capital is expected to be sustained in the high teens and dividends will continue to rise, reflecting increased confidence in the outlook for profit growth and cash generation.
Sustainable value creation also means investing for the long term, which is why the Unilever Sustainable Living Plan (USLP) is at the heart of our business model and Vision to grow our business, whilst decoupling our environmental footprint from our growth and increasing our positive social impact, in turn contributing to the United Nations Sustainable Development Goals (see page 15).
Our strategy and business model continue to deliver growth that is consistent, competitive, profitable and responsible. Between 2009 and 2017 it has delivered underlying sales growth of 4.3% a year while operating margin expanded by 390 basis points to 16.5%. In 2017 free cash flow increased to over€5 billion while return on invested capital was 19.2%. Longer term, Unilever has grown dividends by an average of 8% per year over the last 37 years, with no reductions.
GROWING THE CORE, EVOLVING THE PORTFOLIO AND DEVELOPING CHANNELS ARE AT THE HEART OF OUR STRATEGY TO DELIVER LONG-TERM, COMPOUNDING GROWTH AND SUSTAINABLE VALUE CREATION.
Our strategy helps us deliver top and bottom line growth in a fast-changing world. It is underpinned by Connected 4 Growth (C4G), a significant organisational change programme which aims to create a faster, simpler organisation while creating a culture of empowerment, collaboration and experimentation. We expect the benefits of C4G to be realised progressively during 2018 and 2019.
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Meeting the needs of consumers is at the heart of our value creation model and strategy. We reach them through our four categories.
PERSONAL CARE
OUR PERSONAL CARE CATEGORY GENERATED TURNOVER OF€20.7 BILLION, ACCOUNTING FOR 39% OF UNILEVER’S TURNOVER AND 46% OF OPERATING PROFIT.
The category is our largest and includes five brands with turnover of€1 billion or above, Axe, Dove, Lux, Rexona and Sunsilk and other household names such as TRESemmé, Signal, Lifebuoy and Vaseline. Personal Care has leading global positions in hair, skin cleansing and deodorants, and strong local positions in skin care and oral care. Its prestige range leads in premiumising our brand portfolio with turnover of€425 million from brands such as Dermalogica.
Personal Care’s strategy is to deliver competitive growth in its core, while evolving the overall portfolio in response to market trends. It has four markets generating turnover of more than€1 billion: US, India, Brazil and Indonesia, highlighting its emerging market strengths which generated€12.5 billion of turnover. Underlying sales growth in the category during 2017 was 2.9%, a slowdown from 2016, while operating margin rose 140 basis points to 19.8%.
Growing the core and evolving areas such as naturals, prestige and baby was a key focus of innovation and investment in 2017. The Simple sensitive skin care range was rolled out to new markets, while several brands such as Dove and Sunsilk launched natural extensions. In India, Lever Ayush, a brand formulated using ayurvedic ingredients was launched and offers a range of skin, hair and oral care products. Hijab Fresh, a hand and body lotion specifically developed for Muslim consumers, was launched in Indonesia. Other launches included KJU Perfumed by Lux in China, capitalising on the appeal of Korean beauty, and Signal’s White Now Correction range in Europe. North America launched two brands: the millennial-focused hair care and skin cleansing brand, Love Beauty & Planet and ApotheCARE Essentials, a range of apothecary-inspired haircare products.
The business faced pressure in two of its largest markets, Brazil and Indonesia, due to difficult economic conditions which affected volumes. North America saw growth increase in hair care and skin cleansing while in Europe, consumers remain cost conscious and the retail environment challenging.
Several acquisitions were completed in line with the category’s strategy. Carver Korea was bought to strengthen our footprint in skin care in China, Japan and South Korea. Hourglass, a luxury colour cosmetics brand, Schmidt’s Naturals deodorant brand and Sundial Brands, a US hair care and skin care company serving multicultural and millennial consumers were acquired in 2017. An agreement was also announced in 2017 to acquire the home care and personal care business of Quala S.A., adding hair and male grooming brands in north Latin America.
The category has several Sustainable Living brands such as Axe, Dove, Rexona, Lifebuoy and Smile (Signal and Pepsodent) which are central to the ambitions of the USLP. Dove, Lifebuoy and Signal have programmes to achieve Unilever’s goal of improving health and well-being for more than one billion people by 2020. Dove launched the Real Beauty Pledge in 2017 which promises that Dove will: always feature real women, never models, in campaigns; will portray women as they are in real life and will help girls build body confidence and self-esteem to realise their potential. Axe’s positioning, which embraces the individuality of real, modern men, supported Unilever’s work on Unstereotype.
The media landscape continues to fragment, requiring efficiencies in producing marketing content and more efficient use of existing assets. This approach helped Personal Care meet savings targets fromzero-based budgeting, expanding margins. Low volume growth and short-term volatility are risks but Personal Care is well-positioned to
respond to local competition, and remains a highly attractive growth and margin opportunity in an ever more connected world where its emerging market footprint is a major asset.
GROWING THE BUSINESS | 2018 | 2017 | 2016 | |||||||||
GROUP | ||||||||||||
TURNOVER GROWTH | ||||||||||||
Turnover growth averaged 0.6% over five years | (5.1% | ) | 1.9% | (1.0% | ) | |||||||
UNDERLYING SALES GROWTH* | ||||||||||||
Underlying sales growth averaged 3.3% over five years | 2.9% | ^ | 3.1% | ^ | 3.7% | |||||||
UNDERLYING VOLUME GROWTH* | ||||||||||||
Underlying volume growth averaged 1.3% over five years | 1.9% | 0.8% | 0.9% | |||||||||
OPERATING MARGIN | ||||||||||||
Operating margin averaged 17.3% over five years | 24.6% | 16.5% | 14.8% | |||||||||
UNDERLYING OPERATING MARGIN* | ||||||||||||
Underlying operating margin has steadily increased over five years from 15.5% to 18.4% | 18.4% | 17.5% | 16.4% | |||||||||
FREE CASH FLOW* | ||||||||||||
Unilever has generated free cash flow of€23.0 billion over five years | €5.0 billion | €5.4 billion | €4.8 billion | |||||||||
DIVISIONS | ||||||||||||
BEAUTY & PERSONAL CARE | ||||||||||||
Turnover | €20.6 billion | €20.7 billion | €20.2 billion | |||||||||
Turnover growth | (0.3% | ) | 2.6% | 0.5% | ||||||||
Underlying sales growth | 3.1% | ^ | 2.9% | ^ | 4.2% | |||||||
Operating margin | 20.0% | 19.8% | 18.4% | |||||||||
Underlying operating margin | 21.9% | 21.1% | 20.0% | |||||||||
FOODS & REFRESHMENT | ||||||||||||
Turnover | €20.2 billion | €22.4 billion | €22.5 billion | |||||||||
Turnover growth | (9.9% | ) | (0.4% | ) | (2.2% | ) | ||||||
Underlying sales growth | 2.0% | ^ | 2.7% | ^ | 2.7% | |||||||
Operating margin | 35.8% | 16.1% | 14.0% | |||||||||
Underlying operating margin | 17.5% | 16.7% | 15.6% | |||||||||
HOME CARE | ||||||||||||
| €10.1 billion | €10.6
| € | |||||||||
Turnover growth | (4.2% | ) | 5.6% | (1.5% | ) | |||||||
| 4.2% | ^ | 4.4% | ^ | 4.9% | |||||||
Operating margin | 11.5% | 10.8% | 9.5% | |||||||||
Underlying operating margin | 13.0% | 12.2% | 10.9% |
* | Key Financial Indicators. |
^ | Wherever referenced in this document, 2018 underlying sales growth |
◇ | The Group has revised its operating segments to align with the new structure under which the business is managed. Beginning 2018, operating segment information is provided based on three product areas: Beauty & Personal Care, Foods & Refreshment and Home Care. |
Underlying sales growth, underlying volume growth, underlying operating margin and free cash flow arenon-GAAP measures. For further information about these measures, and the reasons why we believe they are important for an understanding of the performance of the business, please refer to our commentary onnon-GAAP measures on page 23.
6 | Strategic Report | Annual Report on Form 20-F 2018 |
UNILEVER SUSTAINABLE LIVING PLAN
TARGET | 2018 | 2017 | 2016 | |||||||||||||
IMPROVING HEALTH & WELL-BEING | ||||||||||||||||
BIG GOAL: By 2020 we will help more than a billion people take action to improve their health and well-being. See page 13. |
| |||||||||||||||
HEALTH & HYGIENE | ||||||||||||||||
Target: By 2020 we will help more than a billion people to improve their health and hygiene. This will help reduce the incidence of life-threatening diseases like diarrhoea. | 1 billion | 653 million | 601 million | 538 million | f | |||||||||||
NUTRITION | ||||||||||||||||
Target: By 2020 we will double (ie up to 60%) the proportion of our portfolio that meets the highest nutritional standards, based on globally recognised dietary guidelines. This will help hundreds of millions of people to achieve a healthier diet. | 60% | 48% | 39% | ¥ | 35% | |||||||||||
REDUCING ENVIRONMENTAL IMPACT | ||||||||||||||||
BIG GOAL: By 2030 our goal is to halve the environmental footprint of the making and use of our products as we grow our business. See pages 13 to 14. |
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GREENHOUSE GASES | ||||||||||||||||
Target: Halve the greenhouse gas impact of our products across the lifecycle (from the sourcing of the raw materials to the greenhouse gas emissions linked to people using our products) by 2030 (greenhouse gas impact per consumer use).+ | (50% | ) | 6% | q | 9% | ¥ | 8% | |||||||||
Target: By 2020 CO2 emissions from energy from our factories will be at or below 2008 levels despite significantly higher volumes (reduction in CO2 from energy per tonne of production since 2008).** | £145.92 | 70.46 | † | 76.77 | ¥ | 83.52 | f | |||||||||
WATER | ||||||||||||||||
Target: Halve the water associated with the consumer use of our products by 2020 (water impact per consumer use). | (50% | ) | (2% | )q | (2% | )¥ | (7% | ) | ||||||||
Target: By 2020 water abstraction by our global factory network will be at or below 2008 levels despite significantly higher volumes (reduction in water abstraction per tonne of production since 2008).** | £2.97 | 1.67 | † | 1.80 | ¥ | 1.85 | f | |||||||||
WASTE | ||||||||||||||||
Target: Halve the waste associated with the disposal of our products by 2020 (waste impact per consumer use). | (50% | ) | (31% | )†q | (29% | ) | (28% | )f | ||||||||
Target: By 2020 total waste sent for disposal will be at or below 2008 levels despite significantly higher volumes (reduction in total waste per tonne of production since 2008).** | £7.91 | 0.20 | † | 0.18 | ¥ | 0.35 | f | |||||||||
SUSTAINABLE SOURCING | ||||||||||||||||
Target: By 2020 we will source 100% of our agricultural raw materials sustainably (% of tonnes purchased). | 100% | 56% | 56% | 51% | ||||||||||||
ENHANCING LIVELIHOODS | ||||||||||||||||
BIG GOAL: By 2020 we will enhance the livelihoods of millions of people as we grow our business. See page 14. |
| |||||||||||||||
FAIRNESS IN THE WORKPLACE | ||||||||||||||||
Target: By 2020 we will advance human rights across our operations and extended supply chain, by: | ||||||||||||||||
• Sourcing 100% of procurement spend from suppliers meeting the mandatory requirements of the Responsible Sourcing Policy (% of spend of suppliers meeting the Policy). | 100% | 61% | ‡† | 55% | ‡¥ | – | ||||||||||
• Reducing workplace injuries and accidents (Total Recordable Frequency Rate of workplace accidents per million hours worked)**. | 0.69 | † | 0.89 | ¥ | 1.01 | f | ||||||||||
OPPORTUNITIES FOR WOMEN | ||||||||||||||||
Target: By 2020 we will empower 5 million women, by: | ||||||||||||||||
• Promoting safety for women in communities where we operate. | ||||||||||||||||
• Enhancing access to training and skills (number of women). | 5 million | 1.85 million | † | 1.26 million | ¥ | 0.92 million | ||||||||||
• Expanding opportunities in our value chain (number of women). | ||||||||||||||||
• Building a gender-balanced organisation with a focus on management (% of managers that are women)**. | 50% | 49% | † | 47% | ¥ | 46% | ||||||||||
INCLUSIVE BUSINESS | ||||||||||||||||
Target: By 2020 we will have a positive impact on the lives of 5.5 million people by: | ||||||||||||||||
• Enabling small-scale retailers to access initiatives aiming to improve their income (number of small-scale retailers). | 5 million | 1.73 million | 1.60 million | 1.53 million | ||||||||||||
• Enabling smallholder farmers to access initiatives aiming to improve their agricultural practices. | 0.5 million | 0.75 million | 0.72 million | ¥ | 0.65 million |
Baseline 2010 unless otherwise stated
** | KeyNon-Financial Indicators. |
† | PricewaterhouseCoopers assured in 2018. For details and 2018 basis of preparation seewww.unilever.com/investor-relations/annual-report-and-accounts/ |
¥ | PricewaterhouseCoopers assured in 2017. For details and 2017 basis of preparation seewww.unilever.com/sustainable-living/our-approach-to-reporting/reports-and-publications-archive |
f | PricewaterhouseCoopers assured in 2016. For details and 2016 basis of preparation seewww.unilever.com/sustainable-living/our-approach-to-reporting/reports-and-publications-archive |
‡ | During 2017 and 2018 we amended how we assessed compliance with the Responsible Sourcing Policy, henceyear-on-year data is not comparable. |
Around 490,000 women have accessed initiatives under both the Inclusive Business and the |
( ) | In the table above, brackets around numbers indicate a negative trend which, for environmental metrics, represents a reduction in impact. |
+ | Target approved by the Science Based Targets Initiative. |
q | The spreads business was sold inmid-2018 and
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Global innovations also accelerated. Capitalising
Annual Report on | Strategic Report | 7 |
A CHANGING WORLD |
UNILEVER OPERATES IN THE FAST-MOVING CONSUMER GOODS (FMCG) INDUSTRY, ONE OF THE WORLD’S LARGEST, MOST COMPETITIVE AND DYNAMIC.
MARKET OVERVIEW
The top 25 global FMCG players generate sales of over€700 billion in markets characterised by their dynamic nature. A global, digital economy is fuelling rapid change characterised by fragmentation throughout the value chain. This requires fast, innovative, profitable global and local responses in areas such as supply chain, customer development, marketing and brand innovation.
In response, Unilever has reorganised into three Divisions: Beauty
& Personal Care, Foods & Refreshment and Home Care. Each has implemented our C4G change programme which was introduced in 2016 to create a simpler organisation capable of innovating more quickly to evolve our brand portfolios and meet changing trends more effectively – harnessing our global scale and local expertise. Acquisitions of new brands have further supplemented our core portfolios.
The use and threat of tariffs for political leverage continues to drive uncertainty in our markets. Currency volatility in Argentina, Turkey and Pakistan as well as major political disruption in markets such as Brazil, continues to demand rapid local responses from our brands.
Our business is shaped by systemic macro forces. We periodically review these to ensure our strategy remains relevant. We believe there are four distinct but overlapping macro trends that will shape the world over the next ten years.
DIGITAL AND TECHNOLOGY REVOLUTION
Business is evolving at a faster pace than ever. Traditional understanding and engagement with consumers is being redefined. Digital technology is transforming relationships with consumers – from connectivity and the Internet of Things, to robotics, artificial intelligence and augmented reality. All are linked by more targeted and data-driven marketing.
Fragmentation remains a principal driver of change, impacting consumer journeys,route-to-market channels and media, and brand spend. Consumers are taking different paths to purchase, often combining offline and online channels where influencers are a growing force. Younger consumers continue to prioritise meaning over materialism and are demanding more authenticity, transparency and natural ingredients. The talkability of brands is vital in a fragmented digital media landscape, favouring those with a strong point of view, or purpose, relevant to consumers. The growth of the global workforce and middle class consumers, especially in emerging markets, has resulted in long-term shifts favouring greater convenience and time-saving attributes.
Channels to reach consumers are equally fragmented. There is less reliance on ‘big box’ retailers withe-commerce growing 13% globally, driven bydirect-to-consumer models and platforms such as Amazon and Alibaba. The market is also polarising between specialist channels and discounters and convenience stores, creating both risks and opportunities for FMCG companies.
The proliferation of digital and social media channels has resulted in media fragmentation, with digital advertising now about 40% of the market. However, improving standards and tackling fraud to protect the integrity of digital marketing are major challenges.
POLARISED WORLD
Slow and uneven economic growth, rising inequality, political polarisation and the rise of nationalism within countries is impacting consumer confidence. At the same time, consumers continue to have low confidence in government, business, media and NGOs, according to the Edelman Trust Barometer. However, according to the same study, three out of four people agree a company can take action to both increase profits while improving economic and social conditions in the community it operates in.
ENVIRONMENT UNDER PRESSURE
According to a 2018 Intergovernmental Panel on Climate Change report, the world is on course for warming of 1.5 degrees Celsius by as early as 2030. Drought, floods, extreme heat and poverty for hundreds of millions are threatened if no action is taken to curb emissions. The cost of inaction will be profound, estimated to be about $44 trillion in lost GDP. But the rewards for positive action are substantial and thanks to the Paris Agreement, nearly 200 countries are pursuing carbon reforms. This is helping to open about $23 trillion in opportunities for climate-smart investments in 21 emerging markets alone by 2030.
Climate change also threatens our food system which must produce 50% more food to feed over 9 billion people by 2050. However, changing weather patterns and growing seasons threaten suitable cultivation areas around the world. Business can spur positive change and achieving food security could create 80 million jobs and business opportunities worth $2.3 trillion annually by 2030. Linked to climate change is water scarcity, a threat to 3.2 billion people. If current usage continues the world will have only 60% of its required water by 2030. See pages 30 and 33 to 35 for more on climate change risks.
Other environmental concerns are growing in significance, such as plastic packaging. The Ellen MacArthur Foundation found that 95% of the value of plastic packaging is lost to the economy after one short use, equivalent of$80-120 billion lost to the global economy each year. See pages 14 to 15 and 30 for more on plastic packaging risks and opportunities.
PEOPLE LIVING DIFFERENTLY
Concerns about the planet and society are matched by concerns about our own health and what we eat. Growing urbanisation is shaping new health priorities while the cost of care is also rising, placing health services under increased pressure. Obesity kills more people than hunger, while many populations struggle to find sufficient nourishment in their diets. Sugar is seen as a major threat which has resulted in a number of countries choosing to implement a tax on it. For food companies, this presents a mix of challenges and opportunities. Meanwhile, public awareness around mental health issues continues to grow, particularly with digital connectivity.
Consumers are now living in communities that are becoming more diverse with fragmented identities. Younger generations, especially Millennials and Generation Z, continue to have a powerful influence on cultural norms – on issues such as diversity and discrimination. Meanwhile, older generations are exerting a strong economic influence. The number of people aged 80 or over is expected to triple by 2050.
Migration is having a profound effect on national identity. One in 30 people are international migrants living abroad, a 40% rise since 2000. People are encouraged to move, in part, by the rise of global megacities with more than ten million inhabitants. The number of these will rise from 31 to 41 by 2030. Such urbanisation is expected to create an additional 500 millionone-person households between 2016 and 2030. Climate change looks set to increase migration even further as populations are displaced due to rising sea levels and changing climates.
The #MeToo movement has encapsulated a major shift in women’s rights. The global gender gap in primary school completion and enrolment in secondary school has closed, however barriers and opportunities remain, particularly on equal pay. According to the World Bank, gender equality would enrich the global economy by an estimated $160 trillion if women were earning as much as men in the workplace. Men themselves face changing roles. Time spent with children has almost quadrupled for men since 1965 and in some countries the burden of care is changing in response to improved paternity leave entitlements and shared parental leave. Changing demographics and societal expectations present significant risks and opportunities for FMCG companies.
Find out more about how we are responding to the trends outlined in this section in delivering value for our stakeholders (pages 11 to 18).
Home Care’s innovations responded quickly to consumers’ desires for hygiene, natural ingredients and products that care for sensitive skin. Seventh Generation, a US acquisition in 2016 and a pioneer of plant-based products, grew by double digits. Sensitive, a growing segment addressing skin sensitivity, saw the launch of Dirt is Good Sensitive (Persil, Omo) in 24 countries while Neutral, another 2016 acquisition, is now in 11 countries.
The category continued to help consumers improve their health and livelihoods notably through its Sustainable Living brands such as Cif, Dirt is Good, Domestos, Radiant and Surf. Domestos, with double digit growth in 2017, helped more than ten million people gain improved access to a toilet while the Domex brand in India launched alow-cost toilet cleaner for low income groups. SmartFoam, a new rinse-efficient, water-saving technology already available in South Africa under the Sunlight brand, was incorporated into the Rin (Radiant) detergent bar in India while Rin also grew its Career Ready Academy, a programme to help young people and women shine in their chosen career through language, presentation and entrepreneurial training.
Home Care’s priority in the year ahead is to remain agile and continue to reinvest savings from its 5S programme (see page 10), ensuring continued resilience to persistent competitive pressures and economic headwinds.
8 | Strategic Report | Annual Report on Form 20-F 2018 |
OUR VALUE CREATION MODEL |
UNILEVER HAS A PROVEN BUSINESS MODEL THAT SUPPORTS LONG-TERM, SUSTAINABLE VALUE CREATION.
Our business activities span a complex, global and cyclical value chain. The start of our value chain is consumer insight. We track changing consumer sentiment through our 27 People Data Centres around the world. Through close collaboration between marketing and R&D, we use our insights to inform product development, leveraging our€900 million annual R&D spend. Our research aims to bring together the best thinking and ideas from wherever they exist – within Unilever and beyond, including universities and specialist companies.
We work with tens of thousands of suppliers and spend around€34 billion on goods and services. Our supply chain sources the materials and ingredients that make up our products. Our global manufacturing operations across more than 300 factories in 69 countries turn these raw materials into products with a total volume of nearly 19 million tonnes.
Our products are then distributed via a network of around 400 globally coordinated distribution centres to 26 million retail stores, from large supermarkets, hypermarkets, wholesalers and cash and carry, to small convenience stores, as well as other fast-growing channels such ase-commerce,out-of-home anddirect-to-consumer.
We are the second largest advertiser in the world, based on media spend. We create an increasing amount of tailored content ourselves to market our brands, using digital channels.
Underpinning our value chain is a set of defining strengths which set us apart from our competitors: our portfolio of global,purpose-led brands and local jewels; a geographic presence in more than 190 countries with 58% of our turnover in emerging markets; deep distribution capability through ever more complex channels; and a talent pool of local leaders – over 80% of our business leaders are local to their markets.
Our strategy (see page 10) and our Divisional strategies (see pages 11 to 12) harness these strengths to deliver competitive top and
bottom-line growth, and capital efficiency which in turn drives underlying operating margin, free cash flow and return on invested capital – and ultimately attractive returns for shareholders.
To respond further to the increasing pace of change and accelerate value creation, we have embedded our C4G programme across all Divisions so we are a faster, simpler organisation. We are also rapidly embracing new digital technologies such as the Internet of Things, AI and robotics to get even closer to our value chain partners and consumers.
Our strategy and business model continue to deliver solid growth. From 2014 to 2018 we have delivered average underlying sales growth of 3.3% a year while underlying operating margin increased by an average 70 basis points per year to 18.4%. Longer term, Unilever has grown dividends by an average of 8% per year over the last 38 years, with no reductions.
We are on track to meet a number of targets to accelerate shareholder value since 2017. These include underlying sales growth ahead of our markets, which we expect to translate into underlying sales growth of3-5% each year up to 2020, projected cumulative savings of€6 billion by 2019 and an expansion of underlying operating margin from 18.4% in 2018 to 20% by 2020. Return on Invested Capital is expected to be sustained in the high teens and dividends will continue to rise, reflecting confidence in the outlook for profit growth and cash generation.
Sustainable value creation also means creating value for the many stakeholders Unilever relies on. The Unilever Sustainable Living Plan (USLP) is at the heart of our multi-stakeholder business model and vision to grow our business, whilst decoupling our environmental footprint from our growth and increasing our positive social impact – in turn contributing to the United Nations Sustainable Development Goals (see page 15). The USLP helps us to deliver more growth through our brands with purpose, less risk by future proofing our supply chain, lower costs througheco-efficiency practices and more trust from the stakeholders who we rely on.
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• Competition and anti-bribery compliance • Third-party compliance • Product quality and safety • Unilever Sustainable Living
ROLE OF THE COMMITTEE The Corporate Responsibility Committee oversees Unilever’s conduct as a responsible global business. As the Unilever Sustainable Living Plan (USLP) is at the heart of Unilever’s vision to grow its business whilst decoupling its environmental footprint from its growth and increasing its positive social impact, the Committee tracks the progress and potential risks associated with the USLP. The Committee is also charged with ensuring that Unilever’s reputation is protected and enhanced. Therefore a central element of its role is the need to identify any external developments that are likely to have an influence upon Unilever’s standing in society, and to ensure that appropriate and effective communications policies are in place to support the company’s reputation. The Committee’s discussions are informed by the experience of the senior leaders invited to the Committee to share their views on a variety of topics and external trends. Many of these leaders are members of the Unilever Sustainable Living Plan Steering Team, the group of senior executives accountable for driving sustainable growth through Unilever’s brands and operations. These discussions ensure the Committee stays abreast of current and emerging trends and any potential risks arising from sustainability issues. This enables the Boards to draw on a well-rounded view of issues. During 2018 the Committee reviewed its terms of reference and approved minor changes to the terms. The Committee’s responsibilities are complemented by those of the Audit Committee, which is responsible for reviewing significant breaches of the Code of Business Principles as part of its remit to review risk management and for overseeing the independent assurance programme for the USLP. The Committee’s terms of reference are set outwww.unilever.com/ corporategovernance and details of the USLP Steering Team atwww.unilever.com/sustainable-living/our-strategy/our-sustainability-governance/ MEMBERS OF THE COMMITTEE The Corporate Responsibility Committee comprises threeNon-Executive Directors: Strive Masiyiwa (Chair), Feike Sijbesma and Youngme Moon. The Chief Marketing & Communications Officer and the Chief Sustainability Officer attend the Committee’s meetings. The Chief Business Integrity Officer also attends to present Unilever’s company report that covers cases under Unilever’s Code of Business Principles (the Code) as well as updates on third-party compliance, product quality and safety. MEETINGS Meetings are held quarterly and ad hoc as required – four were held in 2018. The Committee Chairman is responsible for reporting the findings from meeting to the Boards, thus ensuring that the Boards can fulfil their oversight responsibilities. Following the Committee’s terms of reference and Unilever’s principal risks and priorities, the Committee’s agenda covers the Code and third-party compliance, alongside litigation, occupational and product safety, the USLP and corporate reputation as well as a range of strategic and current issues. In addition to the areas listed below, in 2018 the Committee also reviewed topics such as media communications, the process for integrating business acquisitions and progress on alternatives to animal testing. CODE OF BUSINESS PRINCIPLES The Code and associated Code Policies set out the standards of conduct expected of all Unilever employees in their business endeavours. Compliance with these is an essential element in ensuring Unilever’s continued business success and is identified as an ethical and legal and regulatory risk to Unilever. While the Chief Executive Officer is responsible for implementing these principles, supported by the Global Code and Policy Committee, the Corporate Responsibility Committee is responsible for oversight of the Code and Code Policies, ensuring that they remain fit for purpose and are appropriately applied. It maintains close scrutiny of the mechanisms for implementing the Code and Code Policies. This is vital as compliance is essential to promote and protect Unilever’s values and standards, and hence the good reputation of the Group. At each meeting the Committee reviews an analysis of investigations intonon-compliance with the Code and Code Policies and is alerted to any trends arising from these investigations. The Chief Legal Officer and Group Secretary reports to the Committee on litigation and regulatory matters which may have a reputational impact including environmental issues, bribery and corruption compliance and competition law compliance. The Committee studied how compliance was achieved during 2018. For further information please see notes 19 and 20 to the consolidated financial statements. As another of its other priorities in 2018, the Committee also scrutinised the mechanisms for anti-bribery compliance. The primary mechanism is to understand the profiles of the markets Unilever operates in and to ensure that there are robust internal and third-party compliance programmes in place. These are complemented by training for all employees in tandem with advanced capacity building for those in the Business Integrity and Legal functions. PRINCIPLES AND STANDARDS FOR THIRD PARTIES The Committee retained its focus on third-party compliance in 2018. Extending Unilever’s values to third parties remains a priority, not only to generate continued responsible growth and a positive social impact on the industry, but to counter the significant risk thatnon-compliance by third parties can pose, particularly in the context of increasing regulation around the world. The Committee tracks compliance with Unilever’s Responsible Sourcing Policy (RSP) for suppliers and its Responsible Business Partner Policy (RBPP) for customers and distributors. Together they set out Unilever’s requirements that third parties conduct business with integrity, openness and respect for universal human rights and core labour principles. Sourcing 100% of Unilever’s procurement spend in line with the RSP is also a target within the USLP. The policies enable Unilever to evaluate risk and provide the right measures to address the diversity of market conditions in which it operates and the range of third parties it works with. The Committee was briefed on progress. For the RSP, this detailed the number of suppliers making a positive commitment to the policy, greater alignment on industry standards via the process of mutual recognition and a substantial increase in site audits and resulting corrective action plans. Enhanced anti-bribery and corruption screening was also put in place. The training and enhancements developed for the RBPP include new IT tools launched in over 180 countries, simpler assessment processes, enhanced due diligence and risk mitigation plans.
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ROLE OF THE COMMITTEE The Corporate Responsibility Committee oversees Unilever’s conduct as a responsible global business. As the Unilever Sustainable Living Plan (USLP) is at the heart of Unilever’s vision to grow its business whilst decoupling its environmental footprint from its growth and increasing its positive social impact, the Committee tracks the progress and potential risks associated with the USLP. The Committee is also charged with ensuring that Unilever’s reputation is protected and enhanced. Therefore a central element of its role is the need to identify any external developments that are likely to have an influence upon Unilever’s standing in society, and to ensure that appropriate and effective communications policies are in place to support the company’s reputation. The Committee’s discussions are informed by the experience of the senior leaders invited to the Committee to share their views on a variety of topics and external trends. Many of these leaders are members of the Unilever Sustainable Living Plan Steering Team, the group of senior executives accountable for driving sustainable growth through Unilever’s brands and operations. These discussions ensure the Committee stays abreast of current and emerging trends and any potential risks arising from sustainability issues. This enables the Boards to draw on a well-rounded view of issues. During 2018 the Committee reviewed its terms of reference and approved minor changes to the terms. The Committee’s responsibilities are complemented by those of the Audit Committee, which is responsible for reviewing significant breaches of the Code of Business Principles as part of its remit to review risk management and for overseeing the independent assurance programme for the USLP. The Committee’s terms of reference are set outwww.unilever.com/ corporategovernance and details of the USLP Steering Team atwww.unilever.com/sustainable-living/our-strategy/our-sustainability-governance/ MEMBERS OF THE COMMITTEE The Corporate Responsibility Committee comprises threeNon-Executive Directors: Strive Masiyiwa (Chair), Feike Sijbesma and Youngme Moon. The Chief Marketing & Communications Officer and the Chief Sustainability Officer attend the Committee’s meetings. The Chief Business Integrity Officer also attends to present Unilever’s company report that covers cases under Unilever’s Code of Business Principles (the Code) as well as updates on third-party compliance, product quality and safety. MEETINGS Meetings are held quarterly and ad hoc as required – four were held in 2018. The Committee Chairman is responsible for reporting the findings from meeting to the Boards, thus ensuring that the Boards can fulfil their oversight responsibilities. Following the Committee’s terms of reference and Unilever’s principal risks and priorities, the Committee’s agenda covers the Code and third-party compliance, alongside litigation, occupational and product safety, the USLP and corporate reputation as well as a range of strategic and current issues. In addition to the areas listed below, in 2018 the Committee also reviewed topics such as media communications, the process for integrating business acquisitions and progress on alternatives to animal testing. CODE OF BUSINESS PRINCIPLES The Code and associated Code Policies set out the standards of conduct expected of all Unilever employees in their business endeavours. Compliance with these is an essential element in ensuring Unilever’s continued business success and is identified as an ethical and legal and regulatory risk to Unilever. While the Chief Executive Officer is responsible for implementing these principles, supported by the Global Code and Policy Committee, the Corporate Responsibility Committee is responsible for oversight of the Code and Code Policies, ensuring that they remain fit for purpose and are appropriately applied. It maintains close scrutiny of the mechanisms for implementing the Code and Code Policies. This is vital as compliance is essential to promote and protect Unilever’s values and standards, and hence the good reputation of the Group. At each meeting the Committee reviews an analysis of investigations intonon-compliance with the Code and Code Policies and is alerted to any trends arising from these investigations. The Chief Legal Officer and Group Secretary reports to the Committee on litigation and regulatory matters which may have a reputational impact including environmental issues, bribery and corruption compliance and competition law compliance. The Committee studied how compliance was achieved during 2018. For further information please see notes 19 and 20 to the consolidated financial statements. As another of its other priorities in 2018, the Committee also scrutinised the mechanisms for anti-bribery compliance. The primary mechanism is to understand the profiles of the markets Unilever operates in and to ensure that there are robust internal and third-party compliance programmes in place. These are complemented by training for all employees in tandem with advanced capacity building for those in the Business Integrity and Legal functions. PRINCIPLES AND STANDARDS FOR THIRD PARTIES The Committee retained its focus on third-party compliance in 2018. Extending Unilever’s values to third parties remains a priority, not only to generate continued responsible growth and a positive social impact on the industry, but to counter the significant risk thatnon-compliance by third parties can pose, particularly in the context of increasing regulation around the world. The Committee tracks compliance with Unilever’s Responsible Sourcing Policy (RSP) for suppliers and its Responsible Business Partner Policy (RBPP) for customers and distributors. Together they set out Unilever’s requirements that third parties conduct business with integrity, openness and respect for universal human rights and core labour principles. Sourcing 100% of Unilever’s procurement spend in line with the RSP is also a target within the USLP. The policies enable Unilever to evaluate risk and provide the right measures to address the diversity of market conditions in which it operates and the range of third parties it works with. The Committee was briefed on progress. For the RSP, this detailed the number of suppliers making a positive commitment to the policy, greater alignment on industry standards via the process of mutual recognition and a substantial increase in site audits and resulting corrective action plans. Enhanced anti-bribery and corruption screening was also put in place. The training and enhancements developed for the RBPP include new IT tools launched in over 180 countries, simpler assessment processes, enhanced due diligence and risk mitigation plans.
SAFETY Sustainable growth is only achieved if Unilever also grows responsibly – by providing safe, high quality products, and protecting employees and the people and communities in which it operates. Safe and high quality products are one of Unilever’s principal risks, see page 31. Occupational safety continues to be the personal and everyday responsibility of all those working at Unilever. Reducing Unilever’s Total Recordable Frequency Rate (TRFR) is also a target within the USLP. In 2018 TRFR continued to decrease – from 0.89 accidents per 1 million hours worked in 2017 to 0.69 in 2018 (measured 1 October 2017 to 30 September 2018). In factories, Unilever’s World Class Manufacturing programme hardwires safety into all aspects of the production process – by enabling good design principles, engineering and operating practices to be applied from the start of any project. This focus drove a reduction of 39.5% in process safety incidents in 2018. Capacity building and leadership also improved safety for contractors (those who work on Unilever sites under the direct supervision of their own management), reducing their recordable injuries by half 51% over 2014-2018 (measured by Lost-Time Injuries Frequency Rate, LTIFR). Unilever’s approach to product safety is based on risk identification and mitigation. This approach covers all aspects of the value chain – from development, sourcing, manufacture and transport to consumer use and disposal of the product – and is centred on the application of rigorous standards based on sound science and the principle of Safe by Design and Safe in Execution. Thanks to a strong focus on product quality, a significant improvement was achieved in 2018 with potentially serious marketplace incidents reduced by 40%. Over 2017-2018, potentially serious marketplace incidents originating in manufacturing have been reduced by 88% and those originating in suppliers of raw and packing materials have been halved. HUMAN RIGHTS By addressing strategic human rights issues and helping the business tackle and prevent endemic abuses in global value chains, Unilever is seeking to deliver a positive social impact alongside business growth. Unilever’s human rights aims are part of the Enhancing Livelihoods goal of the USLP and human rights are included within the company’s sustainability and ethical risks. See pages 29 and 33. In 2018 Unilever continued to embed human rights with a focus on its eight salient issues (ie those at risk of the most severe negative impact through Unilever’s activities or business relationships). These are set out in Unilever’s Human Rights Report 2017, with an update on further progress at the end of 2018. The Committee noted that Unilever’s approach to this work is sophisticated and that while there is still much to do, it is making good progress in this complex field. See page 14 for more. PALM OIL Palm oil is one of Unilever’s most significant raw materials and Unilever is one of the world’s major buyers of palm oil. Alongside sustainability and supply chain, Unilever has identified climate change as one of its principal risks (see page [29]) and is committed to eliminating the deforestation associated with unsustainable palm oil production. Securing supplies of sustainable palm oil is therefore a critical element in Unilever’s business and climate strategy and represents a significant target in the USLP. The Committee was briefed on plans for driving transformational change in the palm oil sector. Unilever’s Sustainable Palm Oil Sourcing Policy has a focus on the implementation of No Deforestation, No Peat, No Exploitation of people or communities (NDPE) commitments by 2020. However, implementation and enforcement remain challenging. To support the transformation of the sector and the implementation of its Policy, Unilever is investing in multiple initiatives. One example is the &Green Fund which is designed to kick-start investments in deforestation-free agriculture in countries that are working to reduce deforestation and peat degradation. Unilever was announced as the first investor. The Fund aims to protect over 5 million hectares of forest and peatlands by 2020, byde-risking private capital investments into large-scale deforestation-free production, protection and inclusion initiatives. With an aim to trigger $1.6 billion in private capital investments, the Fund is an opportunity to jointly shape solutions to mitigate deforestation and a good illustration of the collaborative, transformational approaches the company is seeking to scale. To promote transparency and traceability of palm oil sourcing, in 2018 Unilever was also the first consumer goods company to publish the names of its suppliers and a map of the 1,400 palm oil mills in its extended supply chain on its website. This was accompanied by a more visible grievance mechanism to facilitate the reporting of issues ofnon-compliance in the supply chain. Another important step was an industry-first partnership with Indonesian government-owned palm oil plantation company PT Perkebunan Nusantara (PTPN). The partnership is designed to support local mills and smallholder farmers to produce palm oil according to the NDPE standards that are key to multi-sector efforts to transform the palm oil industry. PACKAGING WASTE Packaging waste, particularly post-consumer plastic packaging waste in oceans and waterways, has never been higher on the global agenda than in 2018. Plastic packaging now sits alongside climate change as a major environmental challenge and is identified as a risk for Unilever’s business, see page 30. Unilever has reduced the waste associated with the disposal of its products by 31% since 2010 (measured as impact per consumer use, towards a target of 50%) and is making strong progress in its own operations and product design. However, the challenge for post-consumer waste is in having the right infrastructure in place to ensure materials are collected and processed, while encouraging consumers to segregate and recycle them. To support its specific, time-bound targets, at the beginning of 2018 Unilever introduced a new three-part framework designed to sharpen thinking on plastic packaging and innovation: i) Less Plastic means using lighter, stronger and better materials which have a lower environmental impact; ii) Better Plastic entails eliminating problematic materials and using recyclable plastics with a minimum 25% recycled content; iii) No Plastic involves using alternative materials, new packaging formats and alternative models of consumption such as vending – to help reduce use ofsingle-use plastics through innovation, behaviour change and new business models. See page 15 for more. MCIP Unilever’s Reward Framework includes the ManagementCo-investment Plan (MCIP), a long-term incentive plan that is linked to financial and USLP performance (see page 53). Corporate Responsibility Committee members shared their views on the context and progress of the USLP and sustainability initiatives with the Compensation Committee to help inform its recommendation on MCIP. EVALUATION OF THE CORPORATE RESPONSIBILITY COMMITTEE As part of the internal board evaluation carried out in 2018, the Boards evaluated the performance of the Committee. The Committee also carried out an assessment of its own performance in 2018. While overall the Committee members concluded that the Committee is performing effectively, the Committee has agreed to further enhance its effectiveness by keeping close track on progress on the ambitious Unilever Sustainable Living Plan. This will ensure the Group maintains its sustainability momentum and leadership. Strive Masiyiwa Chair of the Corporate Responsibility Committee Youngme Moon Feike Sijbesma Further details on the USLP will be set out in Unilever’s online Sustainable Living Report 2018, to be published in April 2019.
CORPORATE GOVERNANCE COMMITTEE
ROLE AND MEMBERSHIP OF THE COMMITTEE The Nominating and Corporate Governance Committee is responsible for evaluating the balance of skills, experience, independence, diversity and knowledge on the Boards and for drawing up selection criteria, ongoing succession planning and appointment procedures for both internal and external appointments. It also has oversight of all matters relating to corporate governance and brings any issues in this respect to the attention of the Boards. The Committee’s terms of reference are set out in ‘The Governance of Unilever’ which can be found on our website atwww.unilever.com/corporategovernance. During the year, the Committee reviewed its own terms of reference to determine whether its responsibilities are properly described. The amended terms became effective on 1 January 2019. The Committee is comprised of twoNon-Executive Directors and the Chairman. The Group Secretary acts as secretary to the Committee. Other attendees at Committee meetings in 2018 (or part thereof) were the Chief Executive Officer and the Chief HR Officer. In 2018 the Committee met five times. At the start of the year the Committee considered the results of the Committee’s annual self-evaluation for 2017 and its priorities for the year and used these to help create an annual plan for meetings for 2018. APPOINTMENT AND REAPPOINTMENT OF DIRECTORS AND ULE Reappointment: All Directors (unless they are retiring) are nominated by the Boards forre-election at the AGMs each year on the recommendation of the Committee who, in deciding whether to nominate a Director, take into consideration the outcomes of the Chairman’s discussions with each Director on individual performance, the evaluation of the Boards and its Committees and the continued good performance of individual Directors.Non-Executive Directors normally serve for a period of up to nine years. The average tenure of theNon-Executive Directors who have retired from the Boards over the past ten years has been seven years. The schedule the Committee uses for orderly succession planning ofNon-Executive Directors can be found on our website at unilever.com/committees. Ann Fudge did not put herself forward forre-election at the AGMs in May 2018. She had served nine years on the Boards. The Committee proposed the reappointment of all other Directors and the Directors were appointed by shareholders by a simple majority vote at the AGMs. The Committee also recommends to the Boards candidates for election as Chairman and Senior Independent Director/Vice-Chairman. After being reappointed asNon-Executive Directors at the 2018 AGMs, Youngme Moon became the Senior Independent Director/Vice-Chairman and John Rishton and Strive Masiyiwa remained Chairs of the Audit Committee and the Corporate Responsibility Committee respectively. Vittorio Colao became Chair of the Compensation Committee and Marijn Dekkers became Chair of the Nominating and Corporate Governance Committee. Succession Planning and Appointment: In consultation with the Committee, the Boards review the adequacy of succession planning processes and the actual succession planning at Board level. When recruiting, the Committee will take into account the profile of Unilever’s Boards of Directors set out in ‘The Governance of Unilever’ which is in line with the recommendations of applicable governance regulations and best practice. Pursuant to the profile the Boards should comprise a majority ofNon-Executive Directors who are independent of Unilever, free from any conflicts of interest and able to allocate sufficient time to carry out their responsibilities effectively. With respect to composition and capabilities, the Boards should be in keeping with the size of Unilever, its strategy, portfolio, consumer base, culture, geographical spread and its status as a listed company and have sufficient understanding of the markets and business where Unilever is active in order to understand the key trends and developments relevant for Unilever. The objective pursued by the Boards is to have a variety of nationality, race, gender, ethnicity and relevant skills and expertise. It is important that the Boards have sufficient global experience and outlook, and financial literacy. As discussed later in this Report, Unilever currently has diverse Boards in terms of gender and nationality and, as can be seen from the subset ofthe mapping that this Committee has done of the currentNon-Executive Directors’ skills and capabilities on page 3, composition and capabilities in line with our Board profile described above. 2018 appointments: The Committee recommended to the Boards to nominate Andrea Jung as a newNon-Executive Director at the 2018 AGMs taking into account the views of Egon Zehnder. In May 2018 the AGMs resolved to appoint Andrea Jung with immediate effect. She has further strengthened the Boards in the areas of consumer/FMCG insights, sales & marketing and leadership of global entities. Upon Paul Polman’s notice of retirement as CEO and Executive Director effective 31 December 2018, the Committee recommended to appoint Alan Jope as his successor. In forming its recommendation, the Committee had reviewed the selection criteria which had been developed as part of succession planning and the extensive slate of potential candidates and their respective capabilities by reference to those criteria. Considering Alan Jope’s skills set, depth of understanding and experience of Unilever and the sector and markets in which the Group operates, as well as his track record of delivering high quality performance, the Committee recommended that Alan Jope be nominated by the Boards as the new CEO effective 1 January 2019, which appointment was approved by the Board of Directors in November 2018. Alan Jope will be proposed to be appointed as Executive Director at the AGMs in May 2019.
Unilever Leadership Executive (ULE) Succession Planning and Appointment: In consultation with the Committee, the Boards review the adequacy of succession planning processes and the actual succession planning at ULE level. In 2018 the Boards were consulted by the Chief Executive Officer upon the selection criteria and appointment procedures for senior management changes. DIVERSITY POLICY Unilever has long understood the importance of diversity within our workforce because of the wide range of consumers we connect with globally. This goes right through our organisation, starting with the Boards. Unilever’s Board Diversity Policy, which is reviewed by the Committee each year, is reflected on our website atwww.unilever.com/boardsofunilever. The Boards feel that, while gender and ethnicity are an important part of diversity, Unilever Directors will continue to be selected on the basis of their wide-ranging experience, backgrounds, skills, knowledge and insight. In 2018 the Committee also reviewed and considered relevant recommendations on diversity and remains pleased that 45% of ourNon-Executive Directors are women and that there are nine nationalities represented on the Boards. CORPORATE GOVERNANCE DEVELOPMENTS The Committee reviews relevant proposed legislation and changes to relevant corporate governance codes at least twice a year. It carefully considers whether and how the proposed laws/rules would impact upon Unilever and whether Unilever should participate in consultations on the proposed changes. For example, during 2018, developments of the Dutch and the UK Corporate Governance Codes, the EU Shareholders Rights Directive and Boardroom diversity were discussed by the Committee. EVALUATION As part of the Board evaluation carried out in 2018, the Boards evaluated the performance of the Committee. The Committee also carried out an assessment of its own composition and performance in 2018. The Committee members concluded that the Committee is performing effectively. Marijn Dekkers Chair of the Nominating and Corporate Governance Committee Laura Cha Feike Sijbesma
DIRECTORS’ REMUNERATION REPORT
LETTER FROM THE CHAIR DEAR SHAREHOLDERS, As the new Compensation Committee Chair, I am pleased to present Unilever’s Directors’ Remuneration Report (DRR) 2018. In the sections below, I set out the Committee’s activities in 2018, including remuneration outcomes for 2018 and describe our Executive Director changes. I also reflect on the feedback we received on our new Remuneration Policy which was approved at the 2018 AGMs and detail our remuneration decisions for 2019. BUSINESS PERFORMANCE AND REMUNERATION OUTCOMES FOR 2018 ANNUAL BONUS In determining the Underlying Sales Growth (USG) target for the annual bonus plan we assumed a full year of Argentinian price growth. Due to the application of IAS 29 hyperinflationary accounting from 1 July and the consequent removal of Argentinian pricing in our reported USG of 2.9%, we have included the Argentinian pricing to give a sales growth of 3.4% for the bonus calculation. Underlying Operating Margin (UOM) improved by 90bps to 18.4% driven by 50bps gross margin improvement and 30 bps of overheads reduction reflecting both the impact of our innovations and ongoing savings programmes. In 2018 we delivered over€2 billion of savings. In determining the Free Cash Flow (FCF) target for the annual bonus plan we assumed that Unilever would retain the working capital balances related to the Spreads business at closing. However as part of the deal we received payment for the working capital, thus the reported FCF of€5.0 billion was adjusted to€5.6 billion for the bonus calculation to both include the cash tax on disposals (€0.2 billion) per the definition and cash received (€0.4 billion) in respect of the transfer of working capital to KKR at closing. These results are solid, demonstrating Unilever’s ability to continue to grow profitably and keep generating value in challenging market conditions. Performance against 2018 targets resulted in an outcome for the 2018 annual bonus of 76% of target. Accordingly, having assessed the quality of results and satisfied itself that this outcome reflected the underlying performance of the business in 2018, the Committee confirmed a bonus of 76% of target opportunity (114% of Fixed Pay against a target of 150%) for the former CEO, Paul Polman, and of 76% of target opportunity (91% of Fixed Pay against a target of 120%) for the CFO, Graeme Pitkethly, as detailed on page 55. GLOBAL SHARE INCENTIVE PLAN (GSIP) AND MANAGEMENTCO-INVESTMENT PLAN (MCIP) Unilever has delivered consistent top and bottom line growth with USG at an average of 3.4% over the past three years, and margin improvement at an average of +83 basis points. Unilever also generated strong cumulative operating cash flow of€19.1 billion and finished 5th out of 19 in our peer group for total shareholder return (TSR). This performance against 2016-2018 targets resulted in an outcome for GSIP and MCIP of 132%. Having confirmed that this outcome reflected the underlying performance of the business over
the plan duration, the Committee confirmed a vesting ratio of 132% (corresponding to 66% of maximum for GSIP and 88% of maximum for MCIP, which is capped at 150% for the Executive Directors), as detailed on page 56. The Committee did not apply any discretionary adjustments to annual bonus or GSIP/MCIP outcomes. EXECUTIVE DIRECTOR CHANGES Paul Polman stepped down from the role of CEO and Executive Director on 31 December 2018 and will retire from employment on 2 July 2019. He will continue to be paid in line with our Remuneration Policy during this period. Paul was awarded a bonus for 2018, and his GSIP and MCIP 2016-2018 awards vested on 11 February 2019, as set out below. His other inflight long-term incentive awards will vest on their normal timeframe based on Unilever’s performance and will bepro-rated to his retirement date. No new incentive awards (neither bonus nor MCIP) will be made to Paul Polman. Further details are set out on page 60. Alan Jope has been appointed CEO effective 1 January 2019 and will be proposed for election as Executive Director to the Boards at the AGMs in May 2019. Alan Jope’s Fixed Pay for his role as CEO has been set at€1,450,000, with annual bonus and MCIP opportunity in line with our Remuneration Policy. Further details of Alan Jope’s remuneration package are set out on page 52. UNILEVER’S REMUNERATION POLICY Unilever’s Remuneration Policy is based on simplicity and transparency with just three elements: Fixed Pay, annual bonus and the MCIP through which executives must invest their bonus (after having paid tax) in Unilever shares to receive match shares that may vest based on Unilever’s performance over the following four years. The Policy was approved at our May 2018 AGMs with a significant minority voting against. Through the year we undertook extensive consultation with our shareholders and their representative bodies to ensure we fully understood the concerns that some investors had with our Policy. I was very encouraged that most shareholders appreciated the direction our Remuneration Policy is taking in terms of simplification, increased share ownership commitment and lengthened timeframes for performance measurement. However, the extent of the changes we made over the previous two years clearly led to an impression of complexity, which we underestimated. The Committee carefully considered all of the feedback received, both negative and positive. I summarise below the principal issues together with the Committee’s decisions, highlighting where we have made changes to the implementation of the Remuneration Policy to reflect shareholders’ feedback and where we concluded that the Policy supports the achievement of Unilever’s strategy and shareholders’ interests. Increase of 2018 fixed pay, annual bonus and maximum pay opportunity of former CEO Paul Polman: This concern was largely addressed by Paul’s decision not to accept the proposed 5% increase in Fixed Pay. Alan Jope has been appointed CEO at a Fixed Pay level 14% lower than Paul’s previous rate.
In addition, the Committee retains the additional safeguard outlined in the 2017 DRR: if the result of combined annual bonus and MCIP performance outcomes exceeds 75% of the maximum total opportunity (excluding the effects of share price change and dividends on share awards) the Committee will review rigorously the quality and sustainability of underlying performance and then may apply its discretion to reduce or cap the MCIP performance outcome applicable to the Executive Directors. For Alan Jope, this ‘handbrake test’ consequently would apply when his total pay level reaches approximately€8.8m (a level more than 20% below Paul Polman’s previous maximum pay opportunity), as indicated in the CEO Pay Comparison table below. The Committee has decided to apply no increases to Executive Directors’ Fixed Pay levels for 2019. It is the Committee’s intention to review remuneration levels and award Fixed Pay increases in future years subject to the development and performance of the Executive Directors in their role. CEO Pay Comparison table:
Consolidation of pension and allowances into a single Fixed Pay number: The consolidation of all fixed pay elements into one single number provides simplicity and transparency and since 2017 applies across the Unilever Leadership Executive (ULE) and our ‘Top 100’ managers. We continue to position Fixed Pay levels for our Executive Directors conservatively against our peer group. The Committee will therefore continue with the consolidated Fixed Pay approach. Mandatory minimum threshold of 33% of bonus investment into MCIP: In response to feedback received, the Committee will reintroduce a requirement for members of the ULE, including CEO and CFO to invest at least 33% of their bonus in Unilever shares through MCIP. Sustainability Progress Index assessment: Many investors wanted to know how we will assess our progress on sustainability, which was introduced as a performance measure for MCIP from 2017. The Committee will provide an annual progress report in the DRR providing transparency on the assessment of the Sustainability Progress Index, based on a joint assessment conducted with the Corporate Responsibility Committee. On page 53 we report the update for 2017 and 2018 performance. Buy-out awards for Executive Directors: The Committee’s intention in normal circumstances is to use only transition awards when hiring executive directors from outside Unilever to replace awards forgone. The Committee intends to state this position formally in the Remuneration Policy when it is next renewed. Overall, the Committee has concluded that the Remuneration Policy supports the reshaping of our business and acceleration of our transformation as we move towards achieving our strategic 2020 objectives. In implementing the Policy, the Committee will continue to seek investors’ feedback and review any concerns. We will ensure that the Policy continues to provide strong and clear links between Unilever’s business strategy, shareholders’ interests and executives’ incentives. During the coming year, the Committee will continue to monitor developments in remuneration policy and prevailing market practice, including the implementation of the changes to the UK Corporate Governance Code and remuneration reporting regulations. We value a continuing dialogue with institutional investors, employees and other stakeholders to make sure that our Remuneration Policy remains fit for purpose and aligned to support the delivery of Unilever’s strategy. ENGAGING WITH EMPLOYEES The Committee is aware of and takes into consideration reward conditions elsewhere in the Group. We are proud of the Framework for Fair Compensation introduced by Unilever as part of the USLP, which includes the target to achieve living wage compliance for all our employees globally by 2020, a goal we are on track to complete earlier than planned:
The Committee welcomes recent UK corporate governance developments, which apply from 1 January 2019 and we are working towards implementing and reporting against these new standards. We have decided to adopt early the key features of the new remuneration reporting regulations including disclosure of the CEO pay ratio, which can be found on page 63. We already comply with many of the principles of the new UK Corporate Governance Code. The Boards decided to share the responsibility for workforce engagement among allNon-Executive Directors as a collective point of contact. We have developed a number of initiatives to ensure that theNon-Executive Directors are able to engage with the workforce and get a sense of employee sentiment. These will include the chance to meet and hear from cohorts of employees of all levels,face-to-face, allowing for an open discussion on issues important to our employees. We are also looking at ways we can use technology to give the Committee clear visibility of all employees’ pay across the Unilever Group, so that the Committee can better consider colleagues’ pay and their views on it to provide for the best possible alignment with Executive pay. IMPLEMENTATION REPORT The Annual Remuneration Report overleaf describes the implementation of our Remuneration Policy in 2018 and our remuneration decisions for 2019. Both PLC and NV shareholders will have an advisory vote on the implementation of our Remuneration Policy at the 2019 AGMs. On behalf of the Committee and the entire Board, I thank all shareholders and their representatives for the constructive engagement in 2018 and 2019 and the valuable feedback and suggestions. We are grateful for your continuing support and welcome any future guidance. Vittorio Colao Chair of the Compensation Committee
DIRECTORS’ REMUNERATION REPORTCONTINUED
ANNUAL REMUNERATION REPORT The following sets out how Unilever’s in 2019.
IMPLEMENTATION OF THE REMUNERATION POLICY IN
ELEMENTS OF REMUNERATION ALAN JOPE Alan Jope became CEO on 1 January 2019. He will be proposed for election as an Executive Director of the Boards of NV and PLC at the AGMs in May 2019. The Committee approved the remuneration package for Alan Jope set out in the table below (shown as for “CEO”), which came into effect from 1 January 2019, and will remain unchanged if he is appointed as an Executive Director at the May 2019 AGMs. His remuneration package is in accordance with the approved Remuneration Policy. The Committee believes that the positioning of the package represents an acceptable balance in view of various considerations, such as Paul Polman’s package, competitive external market pay rates across Unilever’s peer group and Alan’s previous package and experience.
DIRECTORS’ REMUNERATION REPORTCONTINUED
ULTIMATE REMEDY/MALUS AND CLAW-BACK Grants under the GSIP and MCIP are subject to ultimate remedy as explained in the Remuneration Policy. Malus and claw-back apply to all performance-related payments as explained in the Remuneration Policy. In 2018, the Committee did not reclaim or claw back any of the value of awards of performance-related payments to Executive Directors. SINGLE FIGURE OF REMUNERATION AND IMPLEMENTATION OF THE REMUNERATION POLICY IN 2018 FOR OUR CEO (PAUL POLMAN) AND CFO (GRAEME PITKETHLY) The table below shows a single figure of remuneration for each of our Executive Directors for the years 2017 and 2018. Theyear-on-year comparison reflects the implementation of our new Reward Framework for Executive Directors in May 2018, and so is impacted by bothmid-year structural change (with prior figures refreshed to provide a comparison point as detailed in the explanatory footnotes) and ongoing fluctuation in the exchange rates used to convert pay elements denominated in pounds sterling to euros for reporting purposes. A full overview of our ‘Fixed Pay’ model as it now applies to our Executive Directors is set out in the Chair Letter on page 50.
Where relevant, amounts for 2018 have been translated into euros using the average exchange rate over 2018 (€1 = £0.8835 / CHF 1.1573), excluding amounts in respect of MCIP and GSIP which have been translated into euros using the exchange rate at vesting date of 11 February 2019 (€1 = £0.8784). Amounts for 2017 have been translated into euros using the average exchange rate over 2017 (€1 = £0.8756 / CHF 1.1061), excluding amounts in respect of MCIP and GSIP which have been translated into euros using the exchange rate at vesting date of 13 February 2018 (€1 = £0.8882). We do not grant our Executive Directors any personal loans or guarantees.
ELEMENTS OF SINGLE FIGURE REMUNERATION 2018 (A) FIXED PAY For 2018, this comprises each individual’s base salary and fixed allowance paid prior to 1 May 2018 (translated into euros where necessary using the average exchange rate over 2018 of€1 = £0.8835), and each individual’s Fixed Pay paid from 1 May 2018 onwards following the implementation of our new Reward Framework for Executive Directors (paid in euros), for a total of: CEO –€1,601,582 CFO –€1,058,298 (B) CONDITIONAL SUPPLEMENTAL PENSION CEO (Paul Polman):Conditional supplemental pension provision agreed with Paul Polman on hiring, which will be paid on his retirement (or his death or total disability prior to retirement). Contributions were made for the period up to 1 May 2018 (when this item was discontinued upon the implementation of our new Reward Framework for Executive Directors) at the rate of 12% of a capped salary equivalent to £976,028, resulting in contributions for 2018 of £39,041. (C) OTHER BENEFITS For 2018 this comprises:
(D) ANNUAL BONUS Annual bonus 2018 actual outcomes CEO –€1,925,810 (which is 51% of maximum, 114% of Fixed Pay). CFO –€1,005,821 (which is 51% of maximum, 91% of Fixed Pay). This includes cash and the portion of annual bonus that Executive Directors have indicated will bere-invested in shares under the MCIP (satisfying the requirement now effective to invest at least 33%). See below for details. Performance against targets: Further details of the annual bonus outcomes are described in the Chair Letter on page 50. The calculatedpay-out for Unilever’s 2018 performance ratio of 76% was endorsed by the Committee as representing a balanced assessment of underlying performance of the business. Paul Polman
Graeme Pitkethly
DIRECTORS’ REMUNERATION REPORTCONTINUED Annual bonus measures are not impacted by share price growth. Paul Polman’s annual bonus was paid to him wholly in Unilever N.V. shares (after deduction for tax withholding) which he will be required to hold until the second anniversary of his retirement date (see page 60 for further details about leaving arrangements for Paul Polman). (E) MCIP – UK LAW REQUIREMENT 2018 OUTCOMES This includes MCIP matching shares granted on 11 February 2016 (based on the percentage of 2015 annual bonus that Paul Polman and Graeme Pitkethly had invested in Unilever shares, as well as performance in the three-year period to 31 December 2018) which vested on 11 February 2019. Further details of the performance measures (including the impact of our April 2017 toughening of performance measures to align thenon- GAAP margin measure from COM to UOM) are disclosed below in note (F). The values included in the single figure table for 2018 are calculated by multiplying the number of shares granted on 11 February 2016 (including additional shares in respect of accrued dividends through to 31 December 2018) by the level of vesting (132% of target award) and the share prices on the date of vesting (NV€48.55 and PLC £42.06). Performance measures and performance against them are as set out in the table under heading (F) below. These have been translated into euros using the exchange rate on the date of vesting (€1 = £0.8784). These results indicate a value of€669,930 delivered through performance and€2,072,491 delivered through share price growth for Paul Polman, and a value of€188,506 delivered through performance and€492,950 delivered through share price growth for Graeme Pitkethly. (F) GSIP – UK LAW REQUIREMENT 2018 OUTCOMES This includes GSIP performance shares granted on 11 February 2016, based on performance in the three-year period to 31 December 2018, which vested on 11 February 2019. The values included in the single figure table for 2018 are calculated by multiplying the number of shares granted on 11 February 2016 (including additional shares in respect of accrued dividends through to 31 December 2018) by the level of vesting (132% of target award) and the share price on the date of vesting (NV€48.55 and PLC £42.06). These have been translated into euros using the exchange rate on the date of vesting (€1 = £0.8784). These results indicate a value of€1,347,596 delivered through performance and€3,524,011 delivered through share price growth for Paul Polman, and a value of€625,424 delivered through performance and€1,635,506 delivered through share price growth for Graeme Pitkethly. Performance against targets:
Further details of the GSIP and MCIP outcomes are described in the Chair Letter on page
On the basis of this performance, the Committee determined that the GSIP and MCIP awards to the end of
(G) SHARE INCENTIVES – DUTCH LAW REQUIREMENT As per the Dutch requirements, these costs arenon-cash costs and relate to the expenses recognised for the period following IFRS 2. This is based on share prices on grant dates and a 98% adjustment factor for GSIP shares and MCIP matching shares awarded in 2018, 2017
SCHEME INTERESTS AWARDED IN THE YEAR
MINIMUM SHAREHOLDING REQUIREMENT AND EXECUTIVE DIRECTOR SHARE INTERESTS (UNAUDITED) The remuneration arrangements applicable to our Executive Directors require them to build and retain a personal shareholding in Unilever (by the later of 2018 or five years from their date of appointment) to align their interests with those of Unilever’s shareholders. Incoming Executive Directors will be required to retain all shares vesting from any share awards made since their appointment until their minimum shareholding requirements have been met in full. The table below shows the Executive Directors’ share ownership against the minimum shareholding requirements as at 31 December When calculating an Executive Director’s personal shareholding the following methodology is used: Shares in either Unilever PLC or Unilever N.V. (or a combination of both) will qualify provided they are personally owned by the Executive Director, by a member of his (immediate) family or by certain corporate bodies, trusts or partnerships as required by law from time to time (each a ‘connected person’). Shares purchased under the MCIP, whether from the annual bonus or otherwise, will qualify as from the moment of purchase as these are held in the individual’s name and are not subject to further restrictions. Shares or entitlements to shares that are subject only to the Director remaining in employment will qualify on a net of tax basis. Shares awarded on a conditional basis by way of the GSIP or MCIP will not qualify until the moment of vesting (ie once the precise number of shares is fixed after the three-year vesting period for the GSIP, or a four-year vesting period for the MCIP, has elapsed). The shares will be valued on the date of measurement or, if that outcome fails the personal shareholding test, on the date of acquisition. The share price for the relevant measurement date will be based on the average closing share prices and the euro/sterling/US dollar exchange rates from the 60 calendar days prior to the measurement date. Executive Directors are required to hold shares to the value of 100% of their shareholding requirement for 12 months post cessation of employment at Unilever, and 50% of these shares for 24 months post cessation of employment with Unilever. ULE members are required to build a shareholding of 400% of EXECUTIVE DIRECTORS’ AND THEIR CONNECTED PERSONS’ INTERESTS IN SHARES AND SHARE OWNERSHIP
During the period between 31 December Graeme Pitkethly purchased as detailed under headings Paul Polman acquired 56,487 NV shares following the vesting of his 2016 MCIP award, and 101,887 NV shares following the vesting of his 2016 GSIP award; and Graeme Pitkethly acquired 7,057 NV shares and 7,118 PLC shares following the vesting of his 2016 MCIP award, and 46,729 PLC shares following the vesting of his 2016 GSIP award. The voting rights of the Directors (Executive andNon-Executive) and members of the ULE who hold interests in the share capital of NV and PLC are the same as for other holders of the class of shares indicated. As at 21 February INFORMATION IN RELATION TO OUTSTANDING SHARE INCENTIVE AWARDS As at 31 December
MANAGEMENTCO-INVESTMENT PLAN The following conditional shares vested during
GLOBAL SHARE INCENTIVE PLAN The following conditional shares vested during
EXECUTIVE DIRECTORS’ SERVICE CONTRACTS Starting dates of our Executive Directors’ service contracts: Paul Graeme Pitkethly: 1 October 2015 (signed on 16 December 2015). Arrangements for Alan Jope will be in line with our Remuneration Policy and effective from his date of appointment as CEO on 1 January 2019. Service contracts are available to shareholders to view at the AGMs or on request from the Group Secretary, and can be terminated with 12 months’ notice from Unilever or six months’ notice from the Executive Director. A payment in lieu of notice can be made of no more than one year’s base salary, fixed allowance and other benefits. Other payments that can be made to Executive Directors in the event of loss of office are disclosed in our
PAYMENTS TO FORMER DIRECTORS / PAYMENTS FOR LOSS OF OFFICE There have been no payments to former Directors or payments for loss of office during the year. Paul Polman stepped down as CEO and Executive Director with effect from 31 December 2018, and will retire from employment with Unilever effective 2 July 2019 (the “Retirement Date”). Until his Retirement Date he will assist with an orderly transition and handover of responsibilities. In accordance with his service agreement and our Remuneration Policy, Paul Polman: will continue to receive Fixed Pay and benefits up to the Retirement Date; remained eligible to receive a discretionary bonus in respect of 2018, determined by the Compensation Committee in the normal way and at the normal time dependent on the Company’s performance, and paid to him wholly in Unilever N.V. shares (after deduction for tax withholding) which he will be required to hold until the second anniversary of the Retirement Date (see pages 55 to 56 for details); will not participate in the MCIP 2019-2022 and will not receive any bonus in respect of the 2019 financial year; as he is retiring, will be treated as a good leaver and hence his outstanding awards under the MCIP and GSIP long term share incentive plans will remain capable of vesting in accordance with the rules of the relevant plan. Consequently, it is anticipated that these awards will bepro-rated as follows reflecting Paul Polman’s actual length of service within the vesting period: a) GSIP and MCIP 2016 – 2018 vested on 11 February 2019: 100% (see page 56 for details); b) GSIP 2017 – 2019 vesting around 13 February 2020: 79%; c) MCIP 2017 – 2020 vesting around 17 February 2021: 57%; d) GSIP 2018 – 2020 vesting around 17 February 2021: 46%; and e) MCIP 2018 – 2021 vesting around 16 February 2022: 31%; and will then vest, subject to Company performance, on the respective vesting dates; will remain subject to the Company’s minimum shareholding requirements and needs to retain Unilever shares worth at least 5 times his annual Fixed Pay level until the first anniversary of the Retirement Date and 50% of that amount until the second anniversary of the Retirement Date. Additionally, the Company will continue to pay Paul Polman’s social security obligation in his country of residence on all Unilever source income arising to protect him against the difference between the employee social security obligations in his country of residence versus the UK. The precise cost of this provision will depend on Paul Polman’s total earnings (which will primarily be influenced by the value of his outstanding MCIP and GSIP share awards when they vest) and applicable rates of social security; will continue to receive tax return preparation services in respect of total Unilever earnings; through to the Retirement Date or to the later date as specified below, after which such benefits will cease, will continue to receive: Family Medical Cover to 31 December 2019; and Death & Disability Insurance Cover. Details of all payments made to and receivable by Paul Polman will be disclosed in the Directors’ Remuneration Report within the Annual Report and Accounts as required going forward. IMPLEMENTATION OF THE REMUNERATION POLICY IN The
All reasonable travel and other expenses incurred byNon-Executive Directors in the course of performing their duties are considered to be business expenses.Non-Executive Directors also receive expenses relating to the attendance of the Director’s spouse or partner, when they are invited by Unilever.
SINGLE FIGURE OF REMUNERATION IN The table below shows a single figure of remuneration for each of ourNon-Executive Directors, for the years
We do not grant ourNon-Executive Directors any personal loans or guarantees, nor are they entitled to any severance payments. NON-EXECUTIVE DIRECTORS’ INTERESTS IN SHARES Non-Executive Directors are encouraged to build up a personal shareholding of at least 1 x their annual fees over the five years from 1 January 2012 (or appointment, if later). The table shows the interests in NV and PLC ordinary shares ofNon-Executive Directors and their connected persons as at 31 December
DIRECTORS’ REMUNERATION REPORTCONTINUED
NON-EXECUTIVE DIRECTORS’ LETTERS OF APPOINTMENT AllNon-Executive Directors were reappointed to the Boards at the
OTHER DISCLOSURES RELATED TO DIRECTORS’ REMUNERATION SERVING AS ANON-EXECUTIVE ON THE BOARD OF ANOTHER COMPANY Executive Directors serving asnon-executive directors on the boards of other companies are permitted to retain all remuneration and fees earned from outside directorships subject to a maximum of one outside listed directorship (see ‘Independence and Conflicts’ on page Paul Polman is anon-executive director of DowDuPont Inc. (formerly The Dow Chemical Company) and received an annual fee of€
The graph below includes: growth in the value of a hypothetical £100 holding over growth in the value of a hypothetical€100 investment over 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. Unilever is a constituent of both these indices.
CEO SINGLE FIGURE The table below shows the
PERCENTAGE CHANGE IN REMUNERATION OF EXECUTIVE DIRECTORS (CEO/CFO) The table below shows the percentage change from
EXECUTIVE DIRECTORS (CEO/CFO) PAY RATIO COMPARISON The table below
Figures for the CEO Option A was used to calculate the pay and benefits (excluding pension) of the Annual bonus and long-term incentives (GSIP and MCIP) were not calculated following the statutory method for single-figure pay. Instead, variable pay figures
target annual bonus values multiplied by the actual bonus performance ratio for the respective year (so disregarding personal performance multipliers, which equal out across the population as a whole); target GSIP values (multiplied by the actual GSIP performance ratio for the respective year, based on closing share prices on the vesting date); and MCIP values calculated at an appropriate average for the relevant Work Level of employees, ie an average 45% investment of bonus for WL3 The reason for this is it would be unduly onerous to recalculate these figures when, based on a sample, the impact of such recalculation is expected to be limited. We expect to report on trends in these figures and links to wider pay, reward and progression policies in future years in line with relevant reporting requirements.
DIRECTORS’ REMUNERATION REPORTCONTINUED The table below provides a more detailed breakdown of the fixed and variable pay elements for each of our UK and Dutch Work Levels, showing how each Work Level compares to the CEO and CFO in 2018 (with equivalent figures from 2017 included for comparison purposes). Figures for the CEO and CFO are calculated using the data from the Executive Directors’ single figure table on page 54. Accordingly, theyear-on-year comparison reflects the implementation of our new Reward Framework for Executive Directors in May 2018, and so is impacted by bothmid-year structural change and ongoing fluctuation in the exchanges rates used to convert pay elements denominated in pounds sterling to euros for reporting purposes. For our other Work Levels, variable pay figures are calculated on the basis set out in the preceding paragraphs. Fixed Pay figures reflect all elements of pay (including allowances) and benefits paid in cash, but exclude pensions. This year, we have also expanded the table to include data for our WL1(non-management) staff in the UK and Netherlands. Changes in pay ratios between
RELATIVE IMPORTANCE OF SPEND ON PAY The chart below shows the relative spend on pay compared with dividends paid to Unilever shareholders and underlying earnings. Underlying earnings represent the underlying profit attributable to Unilever shareholders, adjusted to eliminate various items, and provides a good reference point to compare spend on pay.
THE COMPENSATION COMMITTEE The Committee’s membership was further refreshed in The Committee reviewed its terms of reference during the year. The Committee’s revised terms of reference are contained within ‘The Governance of Unilever’, and are also set out on our website.
As part of the Board evaluation carried out in
incentive plans. ADVISERS While it is the Committee’s responsibility to exercise independent judgement, the Committee does request advice from management and professional advisers, as appropriate, to ensure that its decisions are fully informed given the internal and external environment.
The Committee is satisfied that the PwC engagement partner and team, which provide remuneration advice to the Committee, do not have connections with Unilever N.V. or Unilever PLC that might impair their independence. The Committee reviewed the potential for conflicts of interest and judged that there were appropriate safeguards against such conflicts. The fees paid to PwC in relation to advice provided to the Committee in the year to 31 December During the year, the Committee also sought input from the CEO (Paul Polman), the Chief Human Resources Officer (Leena Nair) and the EVP Global Head of Reward (Peter Newhouse) on various subjects including the remuneration of senior management. No individual Executive Director was present when their own remuneration was being determined to ensure a conflict of interest did not arise, although the Committee has separately sought and obtained Executive Directors’ own views when determining the amount and structure of their remuneration before recommending individual packages to the SHAREHOLDER VOTING Unilever remains committed to ongoing shareholder dialogue and takes an active interest in voting outcomes. In the event of a substantial vote against a resolution in relation to Directors’ remuneration, Unilever would seek to understand the reasons for any such vote and would set out in the following Annual Report and Accounts any actions in response to
The Directors’ Remuneration Report is not subject to a shareholder vote in the Netherlands. It has been approved by the Boards, and signed on their behalf by Ritva Sotamaa, Chief Legal Officer and Group Secretary.
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
ANNUAL ACCOUNTS The Directors are required by Part 9 of Book 2 of the Civil Code in the Netherlands and by the UK Companies Act 2006 to prepare accounts for each financial year which give a true and fair view of the state of affairs of the Unilever Group, and the NV and PLC entities, as at the end of the financial year and of the profit or loss and cash flows for that year. The Directors consider that, in preparing the accounts, the Group and the NV and PLC entities have used the most appropriate accounting policies, consistently applied and supported by reasonable and prudent judgements and estimates, and that all International Financial Reporting Standards as adopted by the EU and as issued by the International Accounting Standards Board (in the case of the consolidated financial statements), Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (FRS 101) and Dutch law (in the case of the NV parent company accounts) which they consider to be applicable have been followed. The Directors have responsibility for ensuring that NV and PLC keep accounting records which disclose with reasonable accuracy their financial position and which enable the Directors to ensure that the accounts comply with the relevant legislation. They also have a general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group, and to prevent and detect fraud and other irregularities. This statement, which should be read in conjunction with the Independent Auditors’ reports, is made with a view to distinguishing for shareholders the respective responsibilities of the Directors and of the auditors in relation to the accounts. A copy of the financial statements of the Unilever Group is placed on our website atwww.unilever.com/ INDEPENDENT AUDITORS AND DISCLOSURE OF INFORMATION TO AUDITORS UK law sets out additional responsibilities for the Directors of PLC regarding disclosure of information to auditors. To the best of each of the Directors’ knowledge and belief, and having made appropriate enquiries, all information relevant to enabling the auditors to provide their opinions on PLC’s consolidated and parent company accounts has been provided. Each of the Directors has taken all reasonable steps to ensure their awareness of any relevant audit information and to establish that Unilever PLC’s auditors are aware of any such information.
DIRECTORS’ RESPONSIBILITY STATEMENT Each of the Directors confirms that, to the best of his or her knowledge: The Unilever Annual Report and Accounts The financial statements which have been prepared in accordance with International Financial Reporting Standards as adopted by the EU and as issued by the International Accounting Standards Board (in the case of the consolidated financial statements) and Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (FRS 101) and UK accounting standards and Part 9 of Book 2 of the Dutch Civil Code (in the case of the NV parent company accounts), give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group and the undertakings included in the consolidation taken as a whole; and The Strategic Report includes a fair review of the development and performance of the business and the position of the Group and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face. The Directors and their roles are listed on pages 3 and GOING CONCERN The activities of the Group, together with the factors likely to affect its future development, performance, the financial position of the Group, its cash flows, liquidity position and borrowing facilities are described on pages 1 to The Group has considerable financial resources together with established business relationships with many customers and suppliers in countries throughout the world. As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully despite the current uncertain outlook. After making enquiries, the Directors consider it appropriate to adopt the going concern basis of accounting in preparing this Annual Report and Accounts. INTERNAL AND DISCLOSURE CONTROLS AND PROCEDURES Please refer to
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS
We have audited the accompanying consolidated balance sheets of the Unilever Group (Unilever N.V. and Unilever PLC, together with their subsidiaries) as of 31 December In our opinion, the Consolidated Financial Statements referred to above present fairly, in all material respects, the financial position of the Unilever Group as of 31 December The Unilever Group acquired 1 November BASIS FOR The Unilever Group’s management is responsible for these Consolidated Financial Statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting included on page We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the Consolidated Financial Statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the Consolidated Financial Statements included performing procedures to assess the risks of material misstatement of the Consolidated Financial Statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the Consolidated Financial Statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Consolidated Financial Statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. DEFINITION AND LIMITATIONS OF INTERNAL CONTROL OVER FINANCIAL REPORTING A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUP
for the year ended 31 December
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December
References in the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated balance sheet and consolidated cash flow statement relate to notes on pages
CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
as at 31 December
These financial statements have been approved by the Directors. The Board of Directors
CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 December
The cash flows of pension funds (other than contributions and other direct payments made by the Group in respect of pensions and similar obligations) are not included in the Group cash flow statement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUP
1. ACCOUNTING INFORMATION AND POLICIES The accounting policies adopted are the same as those which were applied for the previous financial year, except as set out below under the heading ‘Recent accounting developments’. UNILEVER The two parent companies, NV and PLC, together with their group companies, operate as a single economic entity (the Unilever Group, also referred to as Unilever or the Group). NV and PLC have the same Directors and are linked by a series of agreements, including an Equalisation Agreement, which are designed so that the positions of the shareholders of both companies are as closely as possible the same as if they held shares in a single company. The Equalisation Agreement provides that both companies adopt the same accounting principles. It also requires that dividends and other rights and benefits attaching to each ordinary share of NV, be equal in value to those rights and benefits attaching to each ordinary share of PLC, as if each such unit of capital formed part of the ordinary share capital of one and the same company. BASIS OF CONSOLIDATION Due to the operational and contractual arrangements referred to above, NV and PLC form a single reporting entity for the purposes of presenting consolidated financial statements. Accordingly, the financial statements of Unilever are presented by both NV and PLC as their respective consolidated financial statements. Group companies included in the consolidation are those companies controlled by NV or PLC. Control exists when the Group has the power to direct the activities of an entity so as to affect the return on investment. The net assets and results of acquired businesses are included in the consolidated financial statements from their respective dates of acquisition, being the date on which the Group obtains control. The results of disposed businesses are included in the consolidated financial statements up to their date of disposal, being the date control ceases. Intra-group transactions and balances are eliminated. COMPANIES LEGISLATION AND ACCOUNTING STANDARDS The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and IFRIC Interpretations. They are also in compliance with IFRS as issued by the International Accounting Standards Board (IASB). These financial statements are prepared under the historical cost convention unless otherwise indicated. These financial statements have been prepared on a going concern basis. Refer to the going concern statement on page ACCOUNTING POLICIES Accounting policies are included in the relevant notes to the consolidated financial statements. These are presented as text highlighted in grey on pages FOREIGN CURRENCIES The consolidated financial statements are presented in euros. The functional currencies of NV and PLC are euros and sterling respectively. Items included in the financial statements of individual group companies are recorded in their respective functional currency which is the currency of the primary economic environment in which each entity operates. Foreign currency transactions in individual group companies are translated into functional currency using exchange rates at the date of the transaction. Foreign exchange gains and losses from settlement of these transactions, and from translation of monetary assets and liabilities atyear-end exchange rates, are recognised in the income statement except when deferred in equity as qualifying hedges. In preparing the consolidated financial statements, the balances in individual group companies are translated from their functional currency into euros. statement, the cash flow statement and all other movements in assets and liabilities are translated at average rates of exchange as a proxy for the transaction rate, or at the transaction rate itself if more appropriate. Assets and liabilities are translated atyear-end exchange rates. The financial statements of group companies whose functional currency is the currency of a hyperinflationary economy are adjusted for inflation and then translated into euros. Amounts shown for prior years for comparative purposes are not modified. To determine the existence of hyperinflation, the Group assesses the qualitative and quantitative characteristics of the economic environment of the country, such as the cumulative inflation rate over the previous three years. The ordinary share capital of NV and PLC is translated in accordance with the Equalisation Agreement. The difference between the value for PLC and the value by applying theyear-end rate of exchange is taken to other reserves (see note 15B on page The effect of exchange rate changes during the year on net assets of foreign operations is recorded in equity. For this purpose net assets include loans between group companies and any related foreign exchange contracts where settlement is neither planned nor likely to occur in the foreseeable future. The Group applies hedge accounting to certain exchange differences arising between the functional currencies of a foreign operation and NV or PLC as appropriate, regardless of whether the net investment is held directly or through an intermediate parent. Differences arising on retranslation of a financial liability designated as a foreign currency net investment hedge are recorded in equity to the extent that the hedge is effective. These differences are reported within profit or loss to the extent that the hedge is ineffective. Cumulative exchange differences arising since the date of transition to IFRS of 1 January 2004 are reported as a separate component of other reserves. In the event of disposal or part disposal of an interest in a group company either through sale or as a result of a repayment of capital, the cumulative exchange difference is recognised in the income statement as part of the profit or loss on disposal of group companies. CLASSIFICATION OF ARGENTINA AS A HYPER-INFLATIONARY ECONOMY The Argentinian economy was designated as hyperinflationary from 1 July 2018. As a result, application of IAS 29 ‘Financial Reporting in Hyperinflationary Economies’ has been applied to all Unilever entities whose functional currency is the Argentinian Peso. IAS 29 requires that adjustments are applicable from the start of the relevant entity’s reporting period. For Unilever that is from 1 January 2018. The application of IAS 29 includes: Adjustment of historical costnon-monetary assets and liabilities for the change in purchasing power caused by inflation from the date of initial recognition to the balance sheet date; Adjustment of the income statement for inflation during the reporting period; The income statement is translated at the period end foreign exchange rate instead of an average rate; and Adjustment of the income statement to reflect the impact of inflation and exchange rate movement on holding monetary assets and liabilities in local currency. The main effects on the Group consolidated financial statements for 2018 are: Total assets increased by€538 million driven by an increase of€369 million to goodwill (see note 9) and€171 million due to property, plant and equipment (see note 10); Opening retained profit increased by€393 million reflecting the impact of adjusting the historical cost ofnon-monetary assets and liabilities from the date of their initial recognition to 1 January 2018 for the effect of inflation; Turnover is reduced by€75 million; Operating profit is reduced by€37 million; and A net monetary gain of€122 million is recognised from the inflation and exchange rate movements in the year on the net monetary items held in Argentinian Peso.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED 1. ACCOUNTING INFORMATION AND POLICIESCONTINUED CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS The preparation of financial statements requires management to make judgements and estimates in the application of accounting policies that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and judgements are continuously evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future period affected. The following judgements are those that management believe have the most significant effect on the amounts recognised in the Group’s financial statements:
Separate presentation of items in the income statement – certain items of income or expense are presented separately asnon-underlying items. These are excluded in several of our performance measures, including underlying operating profit and underlying earnings per share due to their nature and/or frequency of occurrence. See note 3 for further details. Utilisation of tax losses and recognition of other deferred tax assets – The Group operates in many countries and is subject to taxes in numerous jurisdictions. Management uses judgement to assess the recoverability of tax assets such as whether there will be sufficient future taxable profits to utilise losses – see note 6B. Likelihood of occurrence of provisions and contingent liabilities – events can occur where there is
The following estimates are those that management believe have the most significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are: Measurement of defined benefit obligations – the valuations of the Group’s defined benefit pension plan obligations are dependent on a number of assumptions. These include discount rates, inflation and life expectancy of scheme members. Details of these assumptions and sensitivities are in note 4B. Assumptions used in discounted cash flow projections – estimates of future business performance, cash generation, Measurement of consideration and assets and liabilities acquired as part of business combinations – contingent consideration depends on an acquired business achieving targets within a fixed period. Estimates of future performance are required to calculate the obligations at the time of acquisition and at each subsequent reporting date. See note 21 for further information. Additionally, estimates are required to value the assets and liabilities acquired in business combinations. Intangible assets such as brands are commonly a core part of an acquired business as they allow us to obtain more value than would otherwise be possible.
RECENT ACCOUNTING DEVELOPMENTS ADOPTED BY THE GROUP The Group applied for the
1. ACCOUNTING INFORMATION AND POLICIESCONTINUED
All other standards or amendments to standards that have been issued by the IASB and were effective by 1 January 2018 were not applicable to Unilever. NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS OF EXISTING STANDARDS THAT ARE NOT YET EFFECTIVE AND HAVE NOT BEEN EARLY ADOPTED BY THE GROUP The following new standards have been released but are not yet adopted by the Group. The expected impact and progress is shown below.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
1. ACCOUNTING INFORMATION AND POLICIESCONTINUED
In addition to the above, based on an initial review the Group does not currently believe adoption of the following standard/amendments will have a material impact on the consolidated results or financial position of the Group.
All other standards or amendments to standards that have been issued by the IASB and are effective from 1 January
2. SEGMENT INFORMATION
REVENUE Turnover comprises sales of goods after the deduction of discounts, sales taxes and estimated returns. It does not include sales between group companies. Discounts given by Unilever include rebates, price reductions and incentives given to customers, promotional couponing and trade communication costs. Accumulated experience is used to estimate the provision for discounts, using the most likely amount method; revenue is only recognised to the extent that it is highly probable a significant reversal will not occur. Turnover is recognised when Our customers have the contractual right to return goods only when authorised by Unilever. At 31 December 2018, an estimate has been made of goods that will be returned and a liability has been recognised for this amount. An asset has also been recorded for the corresponding inventory that is estimated to return to Unilever using a best estimate based on accumulated experience. Some of our customers are distributors who may be able to return unsold goods in consignment arrangements. A liability is recognised where we receive payment from a customer before transferring control of the goods being sold. UNDERLYING OPERATING PROFIT Underlying operating profit means operating profit before the impact ofnon-underlying items within operating profit (see note 3). Underlying operating profit represents our measure of segment profit or loss as it is the primary measure used for the purpose of making decisions about allocating resources and assessing performance of segments. Underlying operating margin is calculated as underlying operating profit divided by turnover.
2. SEGMENT INFORMATIONCONTINUED The Group has revised its operating segments to align with the new structure under which the business is managed. Beginning 2018, operating segment information is provided based on three product areas: Beauty & Personal Care, Foods & Refreshment and Home Care.
Transactions between the Unilever Group’s reportable segments are immaterial and are carried out on an arm’s length basis. The Unilever Group is not reliant on revenues from transactions with any single customer and does not receive 10% or more of its revenues from transactions with any single customer. Segment assets and liabilities are not provided because they are not reported to or reviewed by our chief operating decision-maker, which is Unilever Leadership Executive (ULE) as explained in the Corporate Governance Section.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
2. SEGMENT INFORMATIONCONTINUED
The home countries of the Unilever Group are the Netherlands and the United Kingdom. Turnover andnon-current assets for these two countries combined, for the United States (being the largest country outside the home countries) and for all other countries are:
3. OPERATING COSTS ANDNON-UNDERLYING ITEMS
BRAND AND MARKETING INVESTMENT Brand and marketing investment includes costs incurred for the purpose of building and maintaining brand equity and awareness. These include media, advertising production, promotional materials and engagement with consumers. These costs are charged to the income statement as incurred. RESEARCH AND DEVELOPMENT Expenditure on research and development includes staff costs, material costs, depreciation of property, plant and equipment and other costs directly attributable to research and product development activities. These costs are charged to the income statement as NON-UNDERLYING ITEMS Non-underlying items are costs and revenues relating to gains and losses on business disposals, acquisition and disposal-related costs, restructuring costs, impairments and otherone-off items within operating profit, and other significant and unusual items within net profit but outside of operating profit, which we collectively termnon-underlying items due to their nature and/or frequency of occurrence. These items are significant in terms of nature and/or amount and are relevant to an understanding of our financial performance. Restructuring costs are charges associated with activities planned by management that significantly change either the scope of the business or the manner in which it is conducted.
NON-UNDERLYING ITEMS Non-underlying items are disclosed on the face of the income statement to provide additional information to users to help them better understand underlying business performance.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
3. OPERATING COSTS ANDNON-UNDERLYING ITEMSCONTINUED
OTHER Other significant cost items within operating costs include:
4. EMPLOYEES 4A. STAFF AND MANAGEMENT COSTS
Key management are defined as the members of Unilever Leadership Executive (ULE) and theNon-Executive Directors. Compensation for the ULE includes the
4B. PENSIONS AND SIMILAR OBLIGATIONS
For defined benefit plans, operating and finance costs are recognised separately in the income statement. The amount charged to operating cost in the income statement is the cost of accruing pension benefits promised to employees over the year, plus the costs of individual events such as past service benefit changes, settlements and curtailments (such events are recognised immediately in the income statement). The amount charged or credited to finance costs is a net interest expense calculated by applying the liability discount rate to the net defined benefit liability or asset. Any differences between the expected interest on assets and the return actually achieved, and any changes in the liabilities over the year due to changes in assumptions or experience within the plans, are recognised immediately in the statement of comprehensive income. The defined benefit plan surplus or deficit on the balance sheet comprises the total for each plan of the fair value of plan assets less the present value of the defined benefit liabilities (using a discount rate based on high-quality corporate bonds, or a suitable alternative where there is no active corporate bond market). All defined benefit plans are subject to regular actuarial review using the projected unit method, either by external consultants or by actuaries employed by Unilever. The Group policy is that the most material plans, representing approximately For defined contribution plans, the charges to the income statement are the company contributions payable, as the company’s obligation is limited to the contributions paid into the plans. The assets and liabilities of such plans are not included in the balance sheet of the Group. DESCRIPTION OF PLANS The Group increasingly operates a number of defined contribution plans, the assets of which are held in external funds. In certain countries the Group operates defined benefit pension plans based on employee pensionable remuneration and length of service. The majority of defined benefit plans are either career average, final salary or hybrid plans and operate on a funded basis. Benefits are determined by the plan rules and are linked to inflation in some countries. Our largest plans are in the UK and Netherlands. In the UK, we operate a combination of an open career average defined benefit plan with a salary limit for benefit accrual, and a defined contribution plan. In the Netherlands, we operate a collective defined contribution plan for all new benefit accrual and a closed career average defined benefit plan for benefits built up to April 2015. The Group also provides other post-employment benefits, mainly post-employment healthcare plans in the United States. These plans are predominantly unfunded. GOVERNANCE The majority of the Group’s externally funded plans are established as trusts, foundations or similar entities. The operation of these entities is governed by local regulations and practice in each country, as is the nature of the relationship between the Group and the Trustees (or equivalent) and their composition. Where Trustees (or equivalent) are in place to operate plans, they are generally required to act on behalf of the plan’s stakeholders. They are tasked with periodic reviews of the solvency of the fund in accordance with local legislation and play a role in the long-term investment and funding strategy. The Group also has an internal body, the Pensions and Equity Committee, that is responsible for setting the company’s policies and decision-making on plan matters, including but not limited to design, funding, investments, risk management and governance. INVESTMENT STRATEGY The Group’s investment strategy in respect of its funded plans is implemented within the framework of the various statutory requirements of the territories where the plans are based. The Group has developed policy guidelines for the allocation of assets to different classes with the objective of controlling risk and maintaining the right balance between risk and long-term returns in order to limit the cost to the Group of the benefits provided. To achieve this, investments are well diversified, such that the failure of any single investment would not have a material impact on the overall level of assets. The plans continue to invest a good proportion of the assets in equities, which the Group believes offer the best returns over the ASSUMPTIONS With the objective of presenting the assets and liabilities of the pensions and other post-employment benefit plans at their fair value on the balance sheet, assumptions under IAS 19 are set by reference to market conditions at the valuation date. The actuarial assumptions used to calculate the benefit liabilities vary according to the country in which the plan is situated. The following table shows the assumptions, weighted by liabilities, used to value principal defined benefit plans (representing approximately 96% of total pension
The valuations of other post-employment benefit plans generally assume a higher initial level of medical cost inflation, which falls from 7% to the long-term rate within the next five years. Assumed healthcare cost trend rates have a significant effect on the amounts reported for healthcare plans.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED 4B. PENSIONS AND SIMILAR OBLIGATIONSCONTINUED For the
Demographic assumptions, such as mortality rates, are set with having regard to the latest trends in life expectancy (including expectations of future improvements), plan experience and other relevant data. These assumptions are reviewed and updated as necessary as part of the periodic actuarial valuation of the pension plans. The years of life expectancy for UK: The year of use S2 series all pensioners (‘S2PA’) tables have been adopted, which are based on the experience of UK pension schemes over the period 2004-2011. Scaling factors are applied reflecting the experience of our pension funds appropriate to the member’s gender and status. Future improvements in longevity have been allowed for in line with the 2016 CMI core projections (Sk = 7.5) and a 1% pa long-term improvement rate. Netherlands: The Dutch Actuarial Society’s AG Prognosetafel The remaining defined benefit plans are considered immaterial. Their assumptions vary due to a number of factors including the currency and INCOME STATEMENT The charge to the income statement comprises:
STATEMENT OF COMPREHENSIVE INCOME Amounts recognised in the statement of comprehensive income on the remeasurement of the net defined benefit liability.
4B. PENSIONS AND SIMILAR OBLIGATIONSCONTINUED
BALANCE SHEET The assets, liabilities and surplus/(deficit) position of the pension and other post-employment benefit plans at the balance sheet date were:
A surplus is deemed recoverable to the extent that the Group can benefit economically from the surplus. Unilever assesses the maximum economic benefit available through a combination of refunds and reductions in future contributions in accordance with local legislation and individual financing arrangements with each of our funded defined benefit plans. RECONCILIATION OF CHANGE IN ASSETS AND LIABILITIES Movements in assets during the year:
The
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
4B. PENSIONS AND SIMILAR OBLIGATIONSCONTINUED
The actual return on plan assets during 2018 was€(557) million, being€(1,108) million of asset returns and€551 million of interest income shown in the tables above (2017:€2,015 million).
4B. PENSIONS AND SIMILAR OBLIGATIONSCONTINUED The
The fair values of the above equity and fixed income instruments are determined based on quoted market prices in active markets. The fair value of private equity, properties, derivatives and hedge funds are not based on quoted market prices in active markets. The Group uses Equity securities include Unilever securities amounting to€ 31 December The pension assets above exclude the assets in a Special Benefits Trust amounting to€ SENSITIVITIES The sensitivity of the overall pension liabilities to changes in the weighted key assumptions are:
An equivalent decrease in each assumption would have an equal and opposite impact on liabilities.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED 4B. PENSIONS AND SIMILAR OBLIGATIONSCONTINUED The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous period.
CASH FLOW Group cash flow in respect of pensions and similar post-employment benefits comprises company contributions paid to funded plans and benefits paid by the company in respect of unfunded plans. The table below sets out these amounts:
Following the conclusion of the 2016 triennial valuation of the UK pension fund the Group in agreement with the trustees, decided to contribute £600 million into the fund in 2017. Deficit contributions to the UK pension fund are expected to be nil for the next few The Group’s funding policy is to periodically review the contributions made to the plans while taking account of local legislations. 4C. SHARE-BASED COMPENSATION PLANS
The fair value of awards at grant date is calculated using appropriate pricing models. This value is expensed over their vesting period, with a corresponding credit to equity. The expense is reviewed and adjusted to reflect changes to the level of awards expected to vest, except where this arises from a failure to meet a market condition. Any cancellations are recognised immediately in the income statement. As at 31 December The numbers in this note include those for Executive Directors and The charge in each of the last three years is shown below, and relates to equity-settled plans:
PERFORMANCE SHARE PLANS Performance share awards are made in respect of the Global Share Incentive Plan (GSIP) and the ManagementCo-Investment Plan (MCIP). The awards of each plan will vest between 0 and 200% of grant level, subject to the level of satisfaction of performance measures (limits for Executive Directors may vary, and are detailed in the Directors’ Remuneration Report on pages Under the GSIP, Unilever’s managers receive annual awards of NV and PLC shares. The performance measures for GSIP are underlying sales growth, underlying operating margin, and cumulative operating cash flow for the Group, although GSIP awards to certain managers below Unilever Leadership Executive level may be subject to similar performance measures specific to their business unit. There is an additional target based on relative total shareholder return for senior executives. GSIP awards will vest after three years.
A summary of the status of the Performance Share Plans as at 31 December 2018, 2017
4C. SHARE-BASED COMPENSATION PLANSCONTINUED
ADDITIONAL INFORMATION At 31 December To satisfy the options and awards granted, certain NV group companies hold 31 December The book value of€ At 31 December Shares held to satisfy options and awards are accounted for in accordance with IAS 32 ‘Financial Instruments: Presentation’. All differences between the purchase price of the shares held to satisfy options and awards granted and the proceeds received for the shares, whether on exercise or lapse, are charged to reserves. The basis of the charge to operating profit for the economic value of options granted is discussed on page Between 31 December
5. NET FINANCE COSTS
Net finance costs are comprised of finance costs and finance income, including net finance costs in relation to pensions and similar obligations. Finance income includes income on cash and cash equivalents and income on other financial assets. Finance costs include interest costs in relation to financial liabilities. Borrowing costs are recognised based on the effective interest method.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
6. TAXATION 6A. INCOME TAX
Income tax on the profit for the year comprises current and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustments to tax payable in respect of previous years. Current tax in the consolidated income statement will differ from the income tax paid in the consolidated cash flow statement primarily because of deferred tax arising on temporary differences and payment dates for income tax occurring after the balance sheet date. Unilever is subject to taxation in the many countries in which it operates. The tax legislation of these countries differs, is often complex and is subject to interpretation by management and the government authorities. These matters of judgement give rise to the need to create provisions for tax payments that may arise in future
The reconciliation between the computed weighted average rate of income tax expense, which is generally applicable to Unilever companies, and the actual rate of taxation charged is as follows:
Our tax rate is reduced by incentive tax credits, the benefit from preferential tax regimes that have been legislated by the countries and provinces concerned in order to promote economic development and investment. The tax rate is increased by business expenses which are not deductible for tax, such as entertainment costs and some interest expense and by irrecoverable withholding taxes on dividends paid by subsidiary companies and on other cross-border payments such as royalties and service fees, which cannot be offset against other taxes due. In
The Group’s future tax charge and effective tax rate could be affected by several factors, including changes in tax laws and their interpretation and still to be determined tax reform proposals in the EU, Switzerland and
6B. DEFERRED TAX
Deferred tax is recognised using the liability method on taxable temporary differences between the tax base and the accounting base of items included in the balance sheet of the Group. Certain temporary differences are not provided for as follows:
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted, or substantively enacted, at the year end. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
At the balance sheet date, the Group had unused tax losses of€ Other deductible temporary differences of€ At the balance sheet date, the aggregate amount of temporary differences associated with undistributed earnings of subsidiaries for which deferred tax liabilities have not been recognised was€ Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority. The following amounts, determined after appropriate offsetting, are shown in the consolidated balance sheet:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
6C. TAX ON OTHER COMPREHENSIVE INCOME
Income tax is recognised in other comprehensive income for items recognised directly in equity. Tax effects of the components of other comprehensive income were as follows:
7. COMBINED EARNINGS PER SHARE
The combined earnings per share calculations are based on the average number of share units representing the combined ordinary shares of NV and PLC in issue during the period, less the average number of shares held as treasury shares. In calculating diluted earnings per share and underlying earnings per share, a number of adjustments are made to the number of shares, principally, the exercise of share options by employees. Underlying earnings per share is calculated as underlying profit attributable to shareholders’ equity divided by the diluted combined average number of share units. In calculating underlying profit attributable to shareholders’ equity, net profit attributable to shareholders’ equity is adjusted to eliminate thepost-tax impact ofnon-underlying items in operating profit and any other significant unusual items within net profit but not operating profit. Earnings per share for total operations for the 12 months were as follows:
8. DIVIDENDS ON ORDINARY CAPITAL
Dividends are recognised on the date that the shareholder’s right to receive payment is established. This is generally the date when the dividend is declared.
Four quarterly interim dividends were declared and paid during Quarterly dividends of€
9. GOODWILL AND INTANGIBLE ASSETS GOODWILL Goodwill is initially recognised based on the accounting policy for business combinations (see note 21). Goodwill is subsequently measured at cost less amounts provided for impairment. The Group has Goodwill acquired in a business combination is allocated to the Group’s CGUs, or groups of CGUs, that are expected to benefit from the synergies of the combination. These might not always be the same as the CGUs that include the assets and liabilities of the acquired business. Each unit or group of units to which the goodwill is allocated represents the lowest level within the Group at which the goodwill is monitored for internal management purposes, and is not larger than an operating segment. INTANGIBLE ASSETS Separately purchased intangible assets are initially measured at cost, being the purchase price as at the date of acquisition. On acquisition of new interests in group companies, Unilever recognises any specifically identifiable intangible assets separately from goodwill. These intangible assets are initially measured at fair value as at the date of acquisition. Development expenditure for internally-produced intangible assets is capitalised only if the costs can be reliably measured, future economic benefits are probable, the product is technically feasible and the Group has the intent and the resources to complete the project. Research expenditure to support development of internally-produced intangible assets is recognised in profit or loss as incurred. Indefinite-life intangibles mainly comprise trademarks and Finite-life intangible assets mainly comprise software, patented andnon-patented technology,know-how and customer lists. These assets are amortised on a straight-line basis in the income statement over the period of their expected useful lives, or the period of legal rights if shorter. None of the amortisation periods exceeds ten years.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
9. GOODWILL AND INTANGIBLE ASSETSCONTINUED
There are no significant carrying amounts of goodwill and intangible assets that are allocated across multiple cash generating units. Goodwill acquired in a business combination is allocated to Unilever’s cash generating units for the purposes of impairment testing. The assets acquired in business combinations are also assessed to determine the impact on the Group’s cash generating units, particularly whether new cash generating units are created. This assessment and allocation has not been completed for any of the acquisitions completed during The impact of applying IAS 29 for Argentina has increased goodwill by€369 million. The goodwill that relates to our business in Argentina was initially recognised in 2000 when Unilever acquired Bestfoods. In accordance with IAS 29 this goodwill has been adjusted for inflation from the date of recognition until 31 December 2018. Our impairment testing included this inflated amount.
9. GOODWILL AND INTANGIBLE ASSETSCONTINUED
IMPAIRMENT CHARGES We have tested all material goodwill and indefinite-life intangible assets for impairment. No impairments were SIGNIFICANT CGUS The goodwill and indefinite-life intangible assets held in the The goodwill and indefinite-life intangible assets held in the significant CGUs are:
In
Value in use has been calculated as the present value of projected cash flows. Apre-tax discount rate of 7.4% For the significant CGUs, the following key assumptions were used in the discounted cash flow projections:
The projections cover a period of five years, as we believe this to be the most appropriate timescale over which to review and consider annual performances before applying a fixed terminal value multiple to the final year cash flows. The growth rates and margins used to estimate future performance are based on the conservative end of the range of estimates from past performance, our annual forecast and three year strategic plan extended to year 4 and 5. We have performed sensitivity analyses around the base assumptions. There are no reasonably possible changes in a key assumption that would cause the carrying amount to exceed the recoverable amount.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
10. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment is measured at cost including eligible borrowing costs less depreciation and accumulated impairment losses. Depreciation is provided on a straight-line basis over the expected average useful lives of the assets. Residual values are reviewed at least annually. Estimated useful lives by major class of assets are as follows:
Property, plant and equipment is subject to review for impairment if triggering events or circumstances indicate that this is necessary. If an indication of impairment exists, the asset’s or cash generating unit’s recoverable amount is estimated and any impairment loss is charged to the income statement as it arises.
The Group has commitments to purchase property, plant and equipment of€
10. PROPERTY, PLANT AND EQUIPMENTCONTINUED
11. OTHERNON-CURRENT ASSETS
Joint ventures are undertakings in which the Group has an interest and which are jointly controlled by the Group and one or more other parties. Associates are undertakings where the Group has an investment in which it does not have control or joint control but can exercise significant influence. Interests in joint ventures and associates are accounted for using the equity method and are stated in the consolidated balance sheet at cost, adjusted for the movement in the Group’s share of their net assets and liabilities. The Group’s share of the profit or loss after tax of joint ventures and associates is included in the Group’s consolidated profit before taxation. Where the Group’s share of losses exceeds its interest in the equity accounted investee, the carrying amount of the investment is reduced to zero and the recognition of further losses is discontinued, except to the extent that the Group has an obligation to make payments on behalf of the investee. Biological assets are measured at fair value less costs to sell with any changes recognised in the income statement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
11. OTHERNON-CURRENT ASSETSCONTINUED
The joint ventures and associates have no The Group has no outstanding capital commitments to joint ventures. Outstanding balances with joint ventures and associates are shown in note 23 on page
12. INVENTORIES
Inventories are valued at the lower of weighted average cost and net realisable value. Cost comprises direct costs and, where appropriate, a proportion of attributable production overheads. Net realisable value is the estimated selling price less the estimated costs necessary to make the sale.
Inventories with a value of€
13. TRADE AND OTHER CURRENT RECEIVABLES
Trade and other current receivables are initially recognised at fair value plus any directly attributable transaction costs. Subsequently these assets are held at amortised cost, using the effective interest method and net of any impairment losses. We do not consider the fair values of trade and other current receivables to be significantly different from their carrying values. Concentrations of credit risk with respect to trade receivables are limited, due to the Group’s customer base being large and diverse. Our historical experience of collecting receivables, supported by the level of default, is that credit risk is low across territories and so trade receivables are considered to be a single class of financial assets. Impairment for trade receivables are calculated for specific receivables with known or anticipated issues affecting the likelihood of recovery and for balances past due with a probability of default based on historical data as well as relevant forward-looking information.
13. TRADE AND OTHER CURRENT RECEIVABLESCONTINUED
Included within trade receivables are rebates payable to customers of€3,062 million (2017:€2,766 million). Other receivables comprise financial assets of€
The total impairment provision includes€
14. TRADE PAYABLES AND OTHER LIABILITIES
TRADE PAYABLES Trade payables are initially recognised at fair value less any directly attributable transaction costs. Trade payables are subsequently measured at amortised cost, using the effective interest method. OTHER LIABILITIES Other liabilities are initially recognised at fair value less any directly attributable transaction costs. Subsequent measurement depends on the type of liability: Accruals are subsequently measured at amortised cost, using the effective interest method. Social security and sundry taxes are subsequently measured at amortised cost, using the effective interest method. Deferred consideration is subsequently measured at fair value with changes in the income statement as explained below. Others are subsequently measured either at amortised cost, using the effective interest method or at fair value, with changes being recognised in the income statement. Deferred Consideration Deferred consideration represents any payments to the sellers of a business that occur after the acquisition date. These typically comprise of contingent consideration and fixed deferred consideration: Fixed deferred consideration is a payment with a due date after acquisition that is not dependent on future conditions Contingent consideration is a payment which is dependent on certain conditions being met in the future and is often variable All deferred consideration is initially recognised at fair value as at the acquisition date, which includes a present value discount. Subsequently, deferred consideration is measured to reflect the unwinding of discount on the liability, with changes recognised in finance cost within the income statement. In the balance sheet it is We do not consider the fair values of trade payables and other liabilities to be significantly different from their carrying values.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
14. TRADE PAYABLES AND OTHER LIABILITIESCONTINUED
Included in others are Deferred Consideration At 31 December
15. CAPITAL AND FUNDING
ORDINARY SHARES Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of any tax effects. INTERNAL HOLDINGS The ordinary shares numbered 1 to 2,400 (inclusive) in NV (‘Special Shares’) and deferred stock of PLC are held as to one half of each class by N.V. Elma – a subsidiary of NV – and one half by United Holdings Limited – a subsidiary of PLC. This capital is eliminated on consolidation. SHARE-BASED COMPENSATION The Group operates a number of share-based compensation plans involving options and awards of ordinary shares of NV and PLC. Full details of these plans are given in note 4C on pages OTHER RESERVES Other reserves include the fair value reserve, the foreign currency translation reserve, the capital redemption reserve and treasury shares. SHARES HELD BY EMPLOYEE SHARE TRUSTS AND GROUP COMPANIES Certain PLC trusts, NV and group companies purchase and hold NV and PLC shares to satisfy performance shares granted, share options granted and other share awards (see note 4C). The assets and liabilities of these trusts and shares held by group companies are included in the consolidated financial statements. The book value of shares held is deducted from other reserves, and trusts’ borrowings are included in the Group’s liabilities. The costs of the trusts are included in the results of the Group. These shares are excluded from the calculation of earnings per share. FINANCIAL LIABILITIES Financial liabilities are initially recognised at fair value, less any directly related transaction costs. Certain bonds are designated as being part of a fair value hedge relationship. In these cases, the bonds are carried at amortised cost, adjusted for the fair value of the risk being hedged, with changes in value shown in profit and loss. Other financial liabilities, excluding derivatives, are subsequently carried at amortised
The Group’s Treasury activities are designed to: maintain a competitive balance sheet in line with at least A/A2 rating (see below); secure funding at lowest costs for the Group’s operations, M&A activity and external dividend payments (see below); protect the Group’s financial results and position from financial risks (see note 16); maintain market risks within acceptable parameters, while optimising returns (see note 16); and protect the Group’s financial investments, while maximising returns (see note 17). The Treasury department provides central deposit taking, funding and foreign exchange management services for the Group’s operations. The department is governed by standards and processes which are approved by Unilever Leadership Executive (ULE). In addition to guidelines and exposure limits, a system of authorities and extensive independent reporting covers all major areas of activity. Performance is monitored closely by senior management. Reviews are undertaken periodically by corporate audit.
15. CAPITAL AND FUNDINGCONTINUED
Key instruments used by the treasury department are: short-term and long-term borrowings; cash and cash equivalents; and plain vanilla derivatives, including interest rate swaps and foreign exchange contracts. The Treasury department maintains a list of approved financial instruments. The use of any new instrument must be approved by the Chief Financial Officer. The use of leveraged instruments is not permitted. Unilever considers the following components of its balance sheet to be managed capital: total equity – retained profit, other reserves, share capital, share premium,non-controlling interests (notes 15A and 15B); short-term debt – current financial liabilities (note 15C); and long-term debt –non-current The Group manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders through an appropriate balance of debt and equity. The capital structure of the Group is based on management’s judgement of the appropriate balance of key elements in order to meet its strategic andday-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. Our current long-term credit rating is A+/A1 and our short-term credit rating is A1/P1. We aim to maintain a competitive balance sheet which we consider to be the equivalent of a credit rating of at least A/A2 in the appropriate access to the debt and equity markets; sufficient flexibility for acquisitions; sufficient resilience against economic and financial uncertainty while ensuring ample liquidity; and optimal weighted average cost of capital, given the above constraints. Unilever monitors the qualitative and quantitative factors utilised by the rating agencies. This information is publicly available and is updated by the credit rating agencies on a regular basis. 15A. SHARE CAPITAL
For information on the rights of shareholders of NV and PLC and the operation of the Equalisation Agreement, see the Corporate Governance report on pages A nominal dividend of 6% per annum is paid on the deferred stock of PLC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
15B. EQUITY BASIS OF CONSOLIDATION Unilever is the majority shareholder of all material subsidiaries and has control in all cases. Information in relation to SUBSIDIARIES WITH SIGNIFICANTNON-CONTROLLING INTERESTS Unilever has one subsidiary company which has a materialnon-controlling interest, Hindustan Unilever Limited (HUL). Summary financial information in relation to HUL is shown below.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY: ANALYSIS OF OTHER RESERVES
Unilever acquired The total number of treasury shares held at 31 December
15B. EQUITYCONTINUED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
15C. FINANCIAL LIABILITIES
RECONCILIATION OF LIABILITIES ARISING FROM FINANCING ACTIVITIES
15C. FINANCIAL LIABILITIESCONTINUED
ANALYSIS OF BONDS AND OTHER LOANS
Information in relation to the derivatives used to hedge bonds and other loans within a fair value hedge relationship is shown in note 16.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
16. TREASURY RISK MANAGEMENT
DERIVATIVES AND HEDGE ACCOUNTING Derivatives are measured at fair value with any related transaction costs expensed as incurred. The treatment of changes in the value of derivatives depends on their use as explained below. (I) FAIR VALUE HEDGES(a) Certain derivatives are held to hedge the risk of changes in value of a specific bond or other loan. In these situations, the Group designates the liability and related derivative to be part of a fair value hedge relationship. The carrying value of the bond is adjusted by the fair value of the risk being hedged, with changes going to the income statement. Gains and losses on the corresponding derivative are also recognised in the income statement. The amounts recognised are offset in the income statement to the extent that the hedge is effective. When the relationship no longer meets the criteria for hedge accounting, the fair value hedge adjustment made to the bond is amortised to the income statement using the effective interest method. (II) CASH FLOW HEDGES(a) Derivatives are also held to hedge the uncertainty in timing or amount of future forecast cash flows. Such derivatives are classified as being part of cash flow hedge relationships. For an effective hedge, gains and losses from changes in the fair value of derivatives are recognised in equity. Cost of hedging, where material and opted for, is recorded in a separate account within equity. Any ineffective elements of the hedge are recognised in the income statement. If the hedged cash flow relates to anon-financial asset, the amount accumulated in equity is subsequently included within the carrying value of that asset. For other cash flow hedges, amounts deferred in equity are taken to the income statement at the same time as the related cash flow. When a derivative no longer qualifies for hedge accounting, any cumulative gain or loss remains in equity until the related cash flow occurs. When the cash flow takes place, the cumulative gain or loss is taken to the income statement. If the hedged cash flow is no longer expected to occur, the cumulative gain or loss is taken to the income statement immediately. (III) NET INVESTMENT HEDGES(a) Certain derivatives are designated as hedges of the currency risk on the Group’s investment in foreign subsidiaries. The accounting policy for these arrangements is set out in note 1. (IV) DERIVATIVES FOR WHICH HEDGE ACCOUNTING IS NOT APPLIED Derivatives not classified as hedges are held in order to hedge certain balance sheet items and commodity exposures. No hedge accounting is applied to these derivatives, which are carried at fair value with changes being recognised in the income statement.
The Group is exposed to the following risks that arise from its use of financial instruments, the management of which is described in the following sections: liquidity risk (see note 16A); market risk (see note 16B); and credit risk (see note 17B). 16A. MANAGEMENT OF LIQUIDITY RISK Liquidity risk is the risk that the Group will face in meeting its obligations associated with its financial liabilities. The Group’s approach to managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions. A material and sustained shortfall in our cash flow could undermine the Group’s credit rating, impair investor confidence and also restrict the Group’s ability to raise funds. The Group maintained a cautious funding strategy. This was the result of cash delivery from the business, coupled with the proceeds from bond issuances. This cash has been invested conservatively with low risk counter-parties at maturities of less than six months. Cash flow from operating activities provides the funds to service the financing of financial liabilities on aday-to-day basis. The Group seeks to manage its liquidity requirements by maintaining access to global debt markets through short-term and long-term debt programmes. In addition, Unilever has committed credit facilities for general corporate use. On 31 December
16A. MANAGEMENT OF LIQUIDITY RISKCONTINUED
The following table shows Unilever’s contractually agreed undiscounted cash flows, including expected interest payments, which are payable under financial liabilities at the balance sheet date:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
16A. MANAGEMENT OF LIQUIDITY RISKCONTINUED
The following table shows cash flows for which cash flow hedge accounting is applied. The derivatives in the cash flow hedge relationships are expected to have an impact on profit and loss in the same periods as the cash flows occur.
16B. MANAGEMENT OF MARKET RISK Unilever’s size and operations result in it being exposed to the following market risks that arise from its use of financial instruments: commodity price risk; currency risk; and interest rate risk. The above risks may affect the Group’s income and expenses, or the value of its financial instruments. The objective of the Group’s management of market risk is to maintain this risk within acceptable parameters, while optimising returns. Generally, the Group applies hedge accounting to manage the volatility in profit and loss arising from market risk. The Group’s exposure to, and management of, these risks is explained below. It often includes derivative financial instruments, the uses of which are described in note 16C.
16B. MANAGEMENT OF MARKET RISKCONTINUED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
16B. MANAGEMENT OF MARKET RISKCONTINUED
The following table shows the split in fixed and floating-rate interest exposures, taking into account the impact of interest rate swaps and cross-currency swaps:
16C. DERIVATIVES AND HEDGING The Group does not use derivative financial instruments for speculative purposes. The uses of derivatives and the related values of derivatives are summarised in the following table. Derivatives used to hedge:
16C. DERIVATIVES AND HEDGINGCONTINUED
MASTER NETTING OR SIMILAR AGREEMENTS A number of legal entities within our Group enter into derivative transactions under International Swap and Derivatives Association (ISDA) master netting agreements. In general, under such agreements the amounts owed by each counter-party on a single day in respect of all transactions outstanding in the same currency are aggregated into a single net amount that is payable by one party to the other. In certain circumstances, such as when a credit event such as a default occurs, all outstanding transactions under the agreement are terminated, the termination value is assessed and only a single net amount is payable in settlement of all transactions. The ISDA agreements do not meet the criteria for offsetting the positive and negative values in the consolidated balance sheet. This is because the Group does not have any currently legally enforceable right to offset recognised amounts, between various Group and bank affiliates, because the right to offset is enforceable only on the occurrence of future credit events such as a default. The column ‘Related amounts not set off in the balance sheet – Financial instruments’ shows the netting impact of our ISDA agreements, assuming the agreements are respected in the relevant jurisdiction.
The following financial assets are subject to offsetting, enforceable master netting arrangements and similar agreements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED
17. INVESTMENT AND RETURN
CASH AND CASH EQUIVALENTS Cash and cash equivalents in the balance sheet include deposits, investments in money market funds and highly liquid investments. To be classified as cash and cash equivalents, an asset must:
Cash and cash equivalents in the cash flow statement also include bank overdrafts and are recorded at amortised cost. OTHER FINANCIAL ASSETS
This classification depends on our business model for managing the financial asset and the contractual terms of the cash flows. At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss. All financial assets are Debt instruments The subsequent measurement of debt instruments depends on the
(II)
(III) Fair value through profit or loss Assets that do not meet the criteria for either amortised cost
Equity instruments The Group subsequently measures all equity instruments at fair value. Where the Group has elected to present fair value gains and losses on equity investments in other comprehensive income, there is no subsequent reclassification of fair value gains or losses to profit or loss. Dividends from these investments continue to be recognised in profit or loss. IMPAIRMENT OF FINANCIAL ASSETS
To assess whether there is Financial assets are written
17. INVESTMENT AND RETURNCONTINUED 17A. FINANCIAL ASSETS The Group’s Treasury function aims to protect the Group’s financial investments, while maximising returns. The fair value of financial assets is the same as the carrying amount for
Other than changes arising on adoption of IFRS 9, there were no significant changes on account of change in business model in classification of financial assets since 31 December 2017.
Cash and cash equivalents and trade receivables, which were classified as loans and other receivables under IAS 39, are classified as amortised cost under IFRS 9.
Approximately€ The remaining€
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED 17. INVESTMENT AND RETURNCONTINUED 17B. CREDIT RISK Credit risk is the risk of financial loss to the Group if a customer or counter-party fails to meet its contractual obligations. Additional information in relation to credit risk on trade receivables is given in note 13. These risks are generally managed by local controllers. Credit risk related to the use of treasury instruments, including those held at amortised cost and at fair value through other comprehensive income, is managed on a Group basis. This risk arises from transactions with financial institutions involving cash and cash equivalents, deposits and derivative financial instruments. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. To reduce this risk, Unilever has concentrated its main activities with a limited number of counter-parties which have secure credit ratings. Individual risk limits are set for each counter-party based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by the Group’s treasury department. Netting agreements are also put in place with Unilever’s principal counter-parties. In the case of a default, these arrangements would allow Unilever to net assets and liabilities across transactions with that counter-party. To further reduce the Group’s credit exposures on derivative financial instruments, Unilever has collateral agreements with Unilever’s principal counter-parties in relation to derivative financial instruments. Under these arrangements, counter-parties are required to deposit securities and/or cash as a collateral for their obligations in respect of derivative financial instruments. At 31 December Further details in relation to the Group’s exposure to credit risk are shown in note 13 and note 16A.
18. FINANCIAL INSTRUMENTS FAIR VALUE RISK The Group is exposed to the risks of changes in fair value of its financial assets and liabilities. The following table summarises the fair values and carrying amounts of financial instruments.
The fair value of trade receivables and payables is considered to be equal to the carrying amount of these items due to their short-term nature. The instruments that have a fair value that is different from the carrying amount are classified as Level 2 for both FAIR VALUE HIERARCHY The fair values shown in notes 15C and 17A have been classified into three categories depending on the inputs used in the valuation technique. The categories used are as follows: Level 1: quoted prices for identical instruments; Level 2: directly or indirectly observable market inputs, other than Level 1 inputs; and Level 3: inputs which are not based on observable market data.
18. FINANCIAL INSTRUMENTS FAIR VALUE RISKCONTINUED For assets and liabilities which are carried at fair value, the classification of fair value calculations by category is summarised below:
The impact in Reconciliation of Level 3 fair value measurements of financial assets and financial liabilities is given below:
SIGNIFICANT UNOBSERVABLE INPUTS USED IN LEVEL 3 FAIR VALUES The largest asset valued using Level 3 techniques is an executive Life Insurance of€ A change in one or more of the inputs to reasonably possible alternative assumptions would not change the value significantly.
CALCULATION OF FAIR VALUES The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used in the year ended 31 December
2017. ASSETS AND LIABILITIES CARRIED AT FAIR VALUE The fair values of quoted investments falling into Level 1 are based on current bid prices. The fair values of unquoted Derivatives are valued using valuation techniques with market observable inputs. The models incorporate various inputs including the credit quality of counter-parties, foreign exchange spot and forward rates, interest rate curves and forward rate curves of the underlying commodities. For listed securities where the market is not liquid, and for unlisted securities, valuation techniques are used. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same and discounted cash flow calculations.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED 18. FINANCIAL INSTRUMENTS FAIR VALUE RISKCONTINUED OTHER FINANCIAL ASSETS AND LIABILITIES (FAIR VALUES FOR DISCLOSURE PURPOSES ONLY) Cash and cash equivalents, trade and other current receivables, bank loans and overdrafts, trade payables and other current liabilities have fair values that approximate to their carrying amounts due to their short-term nature. The fair values of preference shares and listed bonds are based on their market value. Non-listed bonds, other loans, bank loans andnon-current receivables and payables are based on the net present value of the anticipated future cash flows associated with these instruments using rates currently available for debt on similar terms, credit risk and remaining maturities. Fair values for finance lease creditors have been assessed by reference to current market rates for comparable leasing arrangements. POLICIES AND PROCESSES USED IN RELATION TO THE CALCULATION OF LEVEL 3 FAIR VALUES Assets valued using Level 3 valuation techniques are primarily made up of long-term cash receivables and unlisted investments. Valuation techniques used are specific to the circumstances involved. Unlisted investments include€
19. PROVISIONS
Provisions are recognised where a legal or constructive obligation exists at the balance sheet date, as a result of a past event, where the amount of the obligation can be reliably estimated and where the outflow of economic benefit is probable.
Restructuring provisions primarily include people costs such as redundancy costs and cost of compensation where manufacturing, distribution, service or selling agreements are to be terminated. The group expects these provisions to be substantially utilised within the next few years. The Group is involved from time to time in legal and arbitration proceedings arising in the ordinary course of business. As previously disclosed, along with other consumer products companies and retail customers, Unilever is involved in a number of ongoing investigations by national competition authorities. These proceedings and investigations are at various stages and concern a variety of product markets. Where specific issues arise, provisions are made to the extent appropriate. Due to the nature of the legal cases, the timing of utilisation of these provisions is uncertain. In Provisions for Brazil indirect taxes are comprised of disputes with Brazilian authorities, in particular relating to tax credits that can be taken for the PIS and COFINS indirect taxes. These provisions are separate from the matters listed as contingent liabilities in note 20; Unilever does not have provisions and contingent liabilities for the same matters. Due to the nature of disputed indirect taxes the timing of utilisation of these provisions is uncertain.
20. COMMITMENTS AND CONTINGENT LIABILITIES
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership. All other leases are classified as operating leases. Assets held under finance leases are initially recognised at the lower of fair value at the date of commencement of the lease and the present value of the minimum lease payments. Subsequent to initial recognition, these assets are accounted for in accordance with the accounting policy relating to that specific asset. The corresponding liability is included in the balance sheet as a finance lease obligation. Lease payments are apportioned between finance costs in the income statement and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Lease payments under operating leases are charged to the income statement on a straight-line basis over the term of the lease. Contingent liabilities are either possible obligations that will probably not require a transfer of economic benefits, or present obligations that may, but probably will not, require a transfer of economic benefits. It is not appropriate to make provisions for contingent liabilities, but there is a chance that they will result in an obligation in the future. Assessing the amount of liabilities that are not probable is highly judgemental so contingent liabilities are disclosed on the basis of the known maximum exposure.
20. COMMITMENTS AND CONTINGENT LIABILITIESCONTINUED
The table below shows the net book value of property, plant and equipment under a number of finance lease agreements.
The Group has sublet part of the leased properties under finance leases. Future minimum sublease payments of€26 million (2017:€29 million) are expected to be received.
The Group has sublet part of the leased properties under operating leases. Future minimum sublease payments of€ Other commitments principally comprise commitments under contracts to purchase materials and services. They do not include commitments to purchase property, plant and equipment, which are reported in note 10 on
101. CONTINGENT LIABILITIES Contingent liabilities are possible obligations that are not probable. They arise in respect of litigation against group companies, investigations by competition, regulatory and fiscal authorities and obligations arising under environmental legislation. In many markets, there is a high degree of complexity involved in the local tax regimes. The majority of contingent liabilities are in respect of fiscal matters in Brazil. Assessing the amount of liabilities that are not probable is highly judgemental.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS UNILEVER GROUPCONTINUED 20. COMMITMENTS AND CONTINGENT LIABILITIESCONTINUED A summary of our contingent liabilities is shown in the table
The Group believes that the likelihood that the tax authorities will ultimately prevail is low, however there can be no guarantee of success in court. In each case we believe our position is strong so they have not been provided for and are considered to be contingent liabilities. Due to the fiscal environment in Brazil the possibility of further tax assessments related to the same matters cannot be ruled out. The contingent liabilities reported for indirect taxes relating to disputes with the Brazilian authorities are separate from the provisions listed in note 19; Unilever does not have provision and contingent liabilities for the same matters.
21. ACQUISITIONS AND DISPOSALS
Business combinations are accounted for using the acquisition accounting method as at the acquisition date, which is the date at which control is transferred to the Group. Goodwill is measured at the acquisition date as the fair value of consideration transferred, plusnon-controlling interests and the fair value of any previously-held equity interests less the net recognised amount (which is generally fair value) of the identifiable assets and liabilities assumed. Goodwill is subject to an annual review for impairment (or more frequently if necessary) in accordance with our accounting policies. Any impairment is charged to the income statement as it arises. Detailed information relating to goodwill is provided in note 9 on pages Transaction costs are expensed as incurred, withinnon-underlying items. Changes in ownership that do not result in a change of control are accounted for as equity transactions and therefore do not have any impact on goodwill. The difference between consideration and thenon-controlling share of net assets acquired is recognised within equity.
In
21. ACQUISITIONS AND DISPOSALSCONTINUED
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In addition to the completed deals in the table above:
– | On |
– | On |
– | On |
– | On 1 March 2019 the |
Information on assets and liabilities held for sale in relation to the spreads business is provided in note 22.
NOTES TO THEEFFECT ON CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUPCONTINUEDINCOME STATEMENT
21. ACQUISITIONS AND DISPOSALSCONTINUED
Carver Korea
The Group acquired 98% equity of Carver Korea for a cash consideration of€2,284 million. This acquisition adds the AHC brand to Unilever’s portfolio.
The provisional fair value of net assets for the acquisition that is recognised on the balance sheet is€1,281 million; the provisional fair valuesdeals completed in 2018 have been determined pending the completion of valuations in 2018. The intangible assets are principally brands. No contingent liabilities were acquired. Further details of the provisional fair values of net assets acquired are provided on page 135.
The provisional estimate of goodwill is€1,030 million. It represents the future value which the Group believes it will obtain through operational synergies and the market position.
Total acquisition-related costs incurred to date for Carver Korea are€1 million which have been recorded withinnon-underlying items in the income statement for the year ended 31 December 2017.
Since acquisition, Carver Korea has contributed€75253 million to Group revenue and€23 million to Group operating profit. If the acquisition had taken place at the beginning of the year, Group revenue would have been€53,984 million and Group operating profit would have been€8,982 million.
Effect on Consolidated Income Statement
The acquisition deals completed in 2017 have contributed€230 million to Group revenue and€3255 million to Group operating profit since the relevant acquisition dates.
If the acquisition deals completed in 20172018 had all taken place at the beginning of the year, Group revenue would have been€54,44051,140 million and Group operating profit would have been€9,06012,551 million.
20162017
In 2016,2017 the Group completed the following business acquisitions and disposals listed below. For the businesses acquired, the acquisition accounting has been finalised and subsequent changes to the provisional numbers published last year were immaterial.
DEAL COMPLETION DATE
|
ACQUIRED/DISPOSED BUSINESS | |
|
| |
| ||
28 March 2017 | Sold the AdeS soy beverage business in Latin America to Coca-Cola FEMSA and The Coca-Cola Company. | |
| ||
1 May 2017
| Acquired | |
| ||
|
| |
| ||
|
| |
| ||
| Acquired | |
| ||
| Acquired | |
| ||
1 November 2017 | Acquired 98% of Carver Korea, a leading skincare business in North Asia from Bain Capital Private Equity and Goldman Sachs. The brands acquired provide Unilever a presence in South Korea. Further details are provided below. | |
1 December
| Acquired | |
11 December 2017
|
Acquired TAZO, the leading brand in the speciality tea category, which enhances our presence in the Black, Green and Herbal tea segments of Refreshment. | ||||
18 December 2017 | ||||
31 December 2017 |
21. ACQUISITIONS AND DISPOSALSCONTINUED
EFFECT ON CONSOLIDATED BALANCE SHEET
ACQUISITIONS
The following table sets out the effect of the acquisitions in 2018, 2017 2016 and 20152016 on the consolidated balance sheet. The fair values currently used for opening balances of all acquisitions made in 20172018 are provisional, with the exception of Living Proof, Inc.Quala, whose opening balance sheet was finalised within 2017.2018. Balances remain provisional due to missing relevant information about facts and circumstances that existed as of the acquisition date and where valuation work is still ongoing, notably for acquisitions which completed in the second half of 2017.2018.
Annual Report on Form 20-F 2018 | Financial Statements | 123 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUPCONTINUED
21. ACQUISITIONS AND DISPOSALSCONTINUED
Detailed information relating to goodwill is provided in note 9 on pages 10897 to 110.99. The value of goodwill which is expected to be tax deductible is€5685 million.
€ million | € million | € million | ||||||||||
2017 | 2016 | 2015 | ||||||||||
Net assets acquired | 2,423 | 929 | 999 | |||||||||
Non-controlling interest | (50 | ) | - | - | ||||||||
Goodwill | 2,539 | 1,140 | 1,012 | |||||||||
Total consideration | 4,912 | 2,069 | 2,011 | |||||||||
In 2017 the net assets acquired and total consideration consist of: | ||||||||||||
Carver Korea | Other acquisitions | € million 2017 | ||||||||||
Intangible assets | 1,520 | 1,090 | 2,610 | |||||||||
Othernon-current assets | 14 | 79 | 93 | |||||||||
Trade and other receivables | 18 | 78 | 96 | |||||||||
Other current assets | 150 | 99 | 249 | |||||||||
Non-current liabilities | (369 | ) | (119 | ) | (488 | ) | ||||||
Current liabilities | (52 | ) | (85 | ) | (137 | ) | ||||||
Net assets acquired | 1,281 | 1,142 | 2,423 | |||||||||
Non-controlling interest | (27 | ) | (23 | ) | (50 | ) | ||||||
Goodwill | 1,030 | 1,509 | 2,539 | |||||||||
Cash consideration | 2,284 | 2,541 | 4,825 | |||||||||
Deferred consideration | - | 87 | 87 | |||||||||
Total consideration | 2,284 | 2,628 | 4,912 |
€ million | € million | € million | ||||||||||
2018 | 2017 | 2016 | ||||||||||
Net assets acquired | 815 | 2,423 | 929 | |||||||||
Non-controlling interest | (17 | ) | (50 | ) | – | |||||||
Goodwill | 496 | 2,539 | 1,140 | |||||||||
Total payment for acquisition | 1,294 | 4,912 | 2,069 | |||||||||
Exchange rate gain/(loss) on cash flow hedge | (100 | ) | 51 | 14 | ||||||||
Total consideration | 1,194 | 4,963 | 2,083 |
In 2018 the net assets acquired and total payment for acquisition consist of: | ||||
€ million 2018 | ||||
Intangible assets | 859 | |||
Othernon-current assets | 45 | |||
Trade and other receivables | 25 | |||
Other current assets | 45 | |||
Non-current liabilities | (134 | ) | ||
Current liabilities | (25 | ) | ||
Net assets acquired | 815 | |||
Non-controlling interest | (17 | ) | ||
Goodwill | 496 | |||
Exchange rate gain/(loss) on cash flow hedges(a) | (100 | ) | ||
Cash consideration | 1,172 | |||
Deferred consideration | 22 | |||
Total consideration | 1,194 |
(a) | Exchange rate gain/(loss) on the cash flow hedge in relation to the acquisition of Quala. |
No contingent liabilities were acquired in the other acquisitions described above. In 2018 a credit to acquisition and disposal related costs of€277 million was recognised as a result of the early settlement of the contingent consideration for Blueair. This credit more than offset an impairment charge of€208 million related to a Blueair intangible asset.
Goodwill represents the future value which the Group believes it will obtain through operational synergies and the application of acquired company ideas to existing Unilever channels and businesses.
DISPOSALS
The following table sets out the effect of the disposals in 2018, 2017 2016 and 20152016 on the consolidated balance sheet. The results of disposed businesses are included in the consolidated financial statements up to their date of disposal.
€ million | € million | € million | € million | € million | € million | |||||||||||||||||||
2017 | 2016 | 2015 | 2018 | 2017 | 2016 | |||||||||||||||||||
Goodwill and intangible assets | 71 | 85 | 47 | 2,510 | 71 | 85 | ||||||||||||||||||
Othernon-current assets | 92 | 29 | 2 | 666 | 92 | 29 | ||||||||||||||||||
Current assets | 10 | 5 | 23 | 261 | 10 | 5 | ||||||||||||||||||
Trade creditors and other payables | (8 | ) | - | (2 | ) | (107 | ) | (8 | ) | – | ||||||||||||||
Net assets sold | 165 | 119 | 70 | 3,330 | 165 | 119 | ||||||||||||||||||
(Gain)/loss on recycling of currency retranslation on disposal | 66 | - | - | (71 | ) | 66 | – | |||||||||||||||||
Profit/(loss) on sale attributable to Unilever | 332 | (95 | ) | (9 | ) | 4,331 | 332 | (95 | ) | |||||||||||||||
Consideration | 563 | 24 | 61 | 7,590 | 563 | 24 | ||||||||||||||||||
Cash | 560 | 16 | 62 | 7,135 | 560 | 16 | ||||||||||||||||||
Cash balances of businesses sold | - | 8 | (1 | ) | 321 | – | 8 | |||||||||||||||||
Non-cash items and deferred consideration | 3 | - | - | 134 | 3 | – | ||||||||||||||||||
563 | 24 | 61 | ||||||||||||||||||||||
7,590 | 563 | 24 |
On 2 July 2018 Unilever sold the global Spreads business (excluding Southern Africa) to KKR for€7,144 million cash consideration and the Southern Africa Spreads business to Remgro for anon-cash consideration of€446 million. The intangible assets sold include brands such as Becel, Flora, Country Crock, Blue Brand, I Can’t Believe It’s Not Butter, Rama, andPro-Activ. Goodwill of€2,429 million was allocated from the Foods CGUs. Manufacturing assets in 28 countries were disposed. Profit on these disposals was€4,331 million, recognised as anon-underlying item (see note 3).
Financial Statements |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUPCONTINUED
22. ASSETS AND LIABILITIES HELD FOR SALE
Non-current assets and groups of assets and liabilities which comprise disposal groups are classified as ‘held for sale’ when all of the following criteria are met: a decision has been made to sell; the assets are available for sale immediately; the assets are being actively marketed; and a sale has been agreed or is expected to be concluded within 12 months of the balance sheet date.
Immediately prior to classification as held for sale, the assets or groups of assets are remeasured in accordance with the Group’s accounting policies. Subsequently, assets and disposal groups classified as held for sale are valued at the lower of book value or fair value less disposal costs. Assets held for sale are neither depreciated nor amortised.
€ million | € million | € million | € million | € million | ||||||||||||||||
2017 Spreads(a) | 2017 Total | 2016 Total(b) | 2018 Total | 2017 Total | ||||||||||||||||
Property, plant and equipment held for sale | - | 30 | 22 | 4 | 30 | |||||||||||||||
Disposal groups held for sale | ||||||||||||||||||||
Non-current assets | ||||||||||||||||||||
Goodwill and intangibles | 2,311 | 2,311 | 98 | 82 | 2,311 | |||||||||||||||
Property, plant and equipment | 548 | 552 | 46 | 19 | 552 | |||||||||||||||
Deferred tax assets | 145 | 145 | - | – | 145 | |||||||||||||||
Othernon-current assets | 1 | 1 | - | – | 1 | |||||||||||||||
3,005 | 3,009 | 144 | ||||||||||||||||||
101 | 3,009 | |||||||||||||||||||
Current assets | ||||||||||||||||||||
Inventories | 130 | 130 | 34 | 8 | 130 | |||||||||||||||
Trade and other receivables | 17 | 18 | 1 | 2 | 18 | |||||||||||||||
Current tax assets | 13 | 13 | - | – | 13 | |||||||||||||||
Cash and cash equivalents | 19 | 19 | - | – | 19 | |||||||||||||||
Other | - | 5 | 5 | 4 | 5 | |||||||||||||||
14 | 185 | |||||||||||||||||||
179 | 185 | 40 | ||||||||||||||||||
Assets held for sale | 3,184 | 3,224 | 206 | 119 | 3,224 | |||||||||||||||
Current liabilities | ||||||||||||||||||||
Trade payables and other current liabilities | 106 | 106 | 1 | 5 | 106 | |||||||||||||||
Current tax liabilities | 11 | 11 | - | – | 11 | |||||||||||||||
Provisions | 1 | 1 | - | – | 1 | |||||||||||||||
118 | 118 | 1 | ||||||||||||||||||
5 | 118 | |||||||||||||||||||
Non-current liabilities | ||||||||||||||||||||
Pensions and post-retirement healthcare liabilities | 9 | 9 | - | 2 | 9 | |||||||||||||||
Provisions | 1 | 1 | - | – | 1 | |||||||||||||||
Financial liabilities | 1 | – | ||||||||||||||||||
Deferred tax liabilities | 42 | 42 | - | 3 | 42 | |||||||||||||||
52 | 52 | - | ||||||||||||||||||
6 | 52 | |||||||||||||||||||
Liabilities held for sale | 170 | 170 | 1 | 11 | 170 |
In 2018, disposal groups held for sale consists of assets mainly relating to |
(b) | In |
Annual Report on Form 20-F 2018 | Financial Statements | 125 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUPCONTINUED
23. RELATED PARTY TRANSACTIONS
A related party is a person or entity that is related to the Group. These include both people and entities that have, or are subject to, the influence or control of the Group.
The following related party balances existed with associate or joint venture businesses at 31 December:
Related party balances | € million 2017 |
| € million 2016 | € million 2018 | € million 2017 | |||||||||
Trading and other balances due from joint ventures | 124 | 115 | 121 | 124 | ||||||||||
Trading and other balances due from/(to) associates | - | - | – | – |
JOINT VENTURES
Sales by Unilever group companies to Unilever FIMA, LDA (formerly known as Unilever Jerónimo MartinsMartins) and Pepsi Lipton joint ventures were€117107 million and€65 million in 2017 (2016:2018 (2017:€118117 million and€6965 million) respectively. Sales from Unilever Jerónimo MartinsFIMA, LDA and from Pepsi Lipton joint ventures to Unilever group companies were€83 million and€51 million in 2018 (2017:€68 million and€65 million in 2017 (2016:million) respectively. Royalties and service fee paid by Unilever FIMA LDA to Unilever group companies were€6616 million and(2017:€5117 million) respectively.. Balances owed by/(to) Unilever Jerónimo MartinsFIMA, LDA and Pepsi Lipton joint ventures at 31 December 20172018 were€127 million and€(6) million (2017:€130 million and€(6) million (2016:€119 million and€(4) million) respectively.
23. RELATED PARTY TRANSACTIONSCONTINUED
ASSOCIATES
Langholm Capital Partners invests in private European companies with above-average longer-term growth prospects.
Langholm Capital II was launched in 2009. Unilever has invested€5862 million in Langholm Capital II, with an outstanding commitment at the end of 20172018 of€1713 million (2016:(2017:€1817 million). During 2017,2018, Unilever received€0.3 million (2017:€10 million (2016: nil)million) from its investment in Langholm Capital II.
24. SHARE BUYBACK PROGRAMME
On 6 April 2017, Unilever announced a share buyback programme of€5 billion in 2017. As at 31 December 2017,During 2018 the group has repurchased 101,942,38362,202,168 Unilever N.V. ordinary shares as part of the programme which are held by Unilever as treasury shares. Consideration paid for the repurchase of shares including transaction costs was€5,014 million which is recorded within other reserves.
25. PURCHASE OF PREFERENCE SHARES
On 11 October 2017 Unilever Corporate Holdings Nederland B.V., a wholly owned subsidiary of(2017: 50,250,099) and 63,236,433 Unilever PLC launched an unconditional and irrevocable offer for the purchase of the issued and outstanding 6% and 7% preferenceordinary shares in the capital of Unilever N.V. On 3 November 2017, the offer period ended with 99% of the preference shares having been tendered.
(2017: 51,692,284). Consideration paid for the repurchase of these shares in 2017including transaction costs was€4486,020 million and a liability of(2017:€2 million is5,014 million) which was initially recorded in other financial liabilities for the remaining 1% as statutory buy out proceedings have been initiated. As the preference shares were classified as debt in the balance sheet, the difference between consideration paid and carrying value of the shares of€382 million is recorded within finance costs in the consolidated income statement.reserves.
26.25. REMUNERATION OF AUDITORS
This note includes all amounts paid to the Group’s auditors, whether in relation to their audit of the Group or otherwise. During the year the Group (including its subsidiaries) obtained the following services from the Group auditors and its associates:
€ million 2017 | € million 2016 | € million 2015 | € million 2018 | € million 2017 | € million 2016 | |||||||||||||||||||
Fees payable to the Group’s auditors for the audit of the consolidated and parent company accounts of Unilever N.V. and Unilever PLC(a) | 4 | 4 | 5 | 6 | 4 | 4 | ||||||||||||||||||
Fees payable to the Group’s auditors for the audit of accounts of subsidiaries of Unilever N.V. and Unilever PLC pursuant to legislation(b) | 10 | 10 | 9 | 10 | 10 | 10 | ||||||||||||||||||
Total statutory audit fees(c) | 14 | 14 | 14 | 16 | 14 | 14 | ||||||||||||||||||
Audit-related assurance services | – | (d) | – | (d) | – | (d) | – | (d) | – | (d) | – | (d) | ||||||||||||
Other taxation advisory services | – | (d) | – | (d) | – | (d) | – | (d) | – | (d) | – | (d) | ||||||||||||
Services relating to corporate finance transactions | – | – | – | – | – | – | ||||||||||||||||||
Other assurance services | 5 | (e) | – | (d) | – | (d) | 5 | (e) | 5 | (e) | – | (d) | ||||||||||||
All othernon-audit services | – | (d) | – | (d) | – | (d) | – | (d) | – | (d) | – | (d) |
Of which€1 million was payable to KPMG Accountants N.V. |
Comprises fees payable to the KPMG network of independent member firms affiliated with KPMG International Cooperative for audit work on statutory financial statements and Group reporting returns of subsidiary companies. |
Amount payable to KPMG in respect of services supplied to associated pension schemes was less than€1 million individually and in aggregate |
(d) | Amounts paid in relation to each type of service are individually less than€1 million. In aggregate the fees paid were less than€1 million |
(e) | 2018 includes€4 million (2017:€5 |
126 | Financial Statements | Annual Report on Form 20-F 2018 |
27.
26. EVENTS AFTER THE BALANCE SHEET DATE
Where events occurring after the balance sheet date provide evidence of conditions that existed at the end of the reporting period, the impact of these events is adjusted within the financial statements. Otherwise, events after the balance sheet date of a material size or nature are disclosed below.
On 1 February 201831 January 2019 Unilever announced a quarterly dividend with the 20172018 fourth quarter results of€0.35850.3872 per NV ordinary share and £0.3155£0.3361 per PLC ordinary share.
On 5 February
27. SIGNIFICANT SUBSIDIARIES
The following represents the significant subsidiaries of the Group as 31 December 2018, that principally affect the turnover, profit, and net assets of the Group. The percentage of share capital is shown below represents the aggregate percentage of equity capital directly or indirectly held by NV or PLC in the company. The companies are incorporated and principally operated in the countries under which they are shown except where stated otherwise.
Country | Name of company | NV % | PLC % | |||||||
Argentina | Unilever de Argentina S.A. | 64.55 | 35.45 | |||||||
Australia | Unilever Australia Limited | – | 100 | |||||||
Brazil | Unilever Brasil Ltda. | 64.55 | 35.45 | |||||||
Canada | Unilever Canada Inc. | 64.55 | 35.45 | |||||||
China | Walls (China) Co. Ltd. | 100.00 | – | |||||||
China | Unilever Services (Hefei) Co Ltd | 100.00 | – | |||||||
England and Wales | Unilever UK & CN Holdings Limited | – | 100 | |||||||
England and Wales | Unilever U.K. Holdings Limited | – | 100 | |||||||
England and Wales | Unilever UK Limited | 5.61 | 94.39 | |||||||
France | Unilever France S.A.S | 64.54 | 35.45 | |||||||
Germany | Maizena Grundstücksverwaltung GmbH & Co. OHG | 63.61 | 36.39 | |||||||
Germany | Pfanni GmbH & Co. OHG Stavenhagen | 64.55 | 35.45 | |||||||
Germany | Unilever Deutschland GmbH | 64.55 | 35.45 | |||||||
Germany | Unilever Deutschland Holding GmbH | 64.55 | 35.45 | |||||||
Germany | Unilever Deutschland Produktions GmbH & Co. OHG | 64.55 | 35.45 | |||||||
India | Hindustan Unilever Limited | – | 67.19 | |||||||
Indonesia | PT Unilever Indonesia, Tbk. | 54.86 | 30.13 | |||||||
Italy | Unilever Italia Mkt Operations S.R.L | 100.00 | – | |||||||
Japan | Unilever Japan Customer Marketing K.K. | 100.00 | – | |||||||
Mexico | Unilever de Mexico, S. de R.I. de C.V. | 64.55 | 35.45 | |||||||
Netherlands | Mixhold B.V. | 64.55 | 35.45 | |||||||
Netherlands | Unilever Finance International B.V. | 100.00 | – | |||||||
Netherlands | Unilever Nederland B.V. | 100.00 | – | |||||||
Netherlands | UNUS Holding B.V. | 55.40 | 44.60 | |||||||
Pakistan | Unilever Pakistan Limited | – | 99.23 | |||||||
Philippines | Unilever Philippines, Inc. | 64.55 | 35.45 | |||||||
Poland | Unilever Polska Sp. z o.o. | – | 100.00 | |||||||
Russia | OOO Unilever Rus | 11.89 | 88.11 | |||||||
Singapore | Unilever Asia Private Limited | 100.00 | – | |||||||
South Africa | Unilever South Africa (Pty) Limited | 8.98 | 91.02 | |||||||
Spain | Unilever Espana S.A. | 100.00 | – | |||||||
Switzerland | Unilever ASCC AG | 100.00 | – | |||||||
Switzerland | Unilever Finance International AG | 100.00 | – | |||||||
Switzerland | Unilever Supply Chain Company AG | 100.00 | – | |||||||
Thailand | Unilever Thai Trading Limited | 64.55 | 35.45 | |||||||
Turkey | Unilever Sanayi ve Ticaret Turk A.S | 64.54 | 35.44 | |||||||
USA | Conopco, Inc. | 55.40 | 44.60 | |||||||
USA | Unilever Capital Corporation | 55.40 | 44.60 | |||||||
USA | Unilever United States, Inc. | 55.40 | 44.60 | |||||||
Vietnam | Unilever Vietnam International Company Limited | 100.00 | – |
Due to the inclusion of certain partnerships in the consolidated group financial statements of Unilever, issued a triple tranche€2.0 billion bond, comprisingpara 264(b) of fixed rate notes of€500 million at 0.5% due August 2023,€700 million at 1.125% due February 2027the German trade law grants an exemption from the duty to prepare individual statutory financial statements and€800 million at 1.625% due February 2033. management reports in accordance with the requirements for limited liability companies and to have these audited and published.
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUPCONTINUED COMPANIES
28. GROUP COMPANIES
AS AT 31 DECEMBER 20172018
In accordance with sectionArticles 2:379 and 2:414 of the Dutch Civil Code and Section 409 of the Companies Act 2006 a list of subsidiaries, partnerships, associates, and joint ventures as at 31 December 20172018 is set out below. All subsidiary undertakings are subsidiary undertakings of their immediate parent undertaking(s) pursuant to section 1162 (2) (a) of the Companies Act 2006 unless otherwise indicated – see the notes on page 145. All subsidiary undertakings not included in the consolidation are not included because they are not material for such purposes. All associated undertakings are included in the Unilever Group’s financial statements using the equity method of accounting unless otherwise indicated – see the notes on page 145. See page 127 of the Annual Report and Accounts for a list of the significant subsidiaries.
Companies are listed by country and under their registered office address. Principal group companies are identified inbold CAPS. These companies are incorporated and principally operate in the countries under which they are shown.
The aggregate percentage of capital held by the Unilever Group is shown after the subsidiary company name, except where it is 100%. If the Nominal Value field is blank, then the Share Class Note will identify the type of interest held in the entity.
SUBSIDIARY UNDERTAKINGS INCLUDED IN THE CONSOLIDATION
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||
Algeria - Zone Industrielle Hassi Ameur Oran 31000 | ||||||||
Unilever Algérie SPA (72.50) | 72.50/0 | DZD | 1,000.00 | 1 | ||||
Argentina - Tucumán 1, Piso 4°, Cdad. de Buenos Aires | ||||||||
Arisco S.A. | 64.55/35.45 | ARA | 1.00 | 1 | ||||
UNILEVER DE ARGENTINA S.A. | 64.55/35.45 | ARA | 1.00 | 1 | ||||
S.A.G.R.A. S.A. (98) | 63.26/34.74 | ARA | 1.00 | 1 | ||||
Argentina - Mendoza km 7/8 – Pocitos, San Juan | ||||||||
Helket S.A. | 64.55/35.45 | ARA | 1.00 | 1 | ||||
Australia - Level 17,2-26 Park Street, Sydney, NSW 2000 | ||||||||
Ben & Jerry’s Franchising Australia Limited | 0/100 | AUD | 1.00 | 1 | ||||
Tea Too Pty Limited | 0/100 | AUD | 1.00 | 1 | ||||
TIGI Australia Pty Limited | 0/100 | AUD | 1.00 | 2 | ||||
0/100 | AUD | 1.00 | 3 | |||||
Unilever Australia (Holdings) Pty Limited | 0/100 | AUD | 1.00 | 1 | ||||
Unilever Australia Group Partnership | 0/100 | 4 | ||||||
Unilever Australia Group Pty Limited | 0/100 | AUD | 2.00 | 1 | ||||
Unilever Australia Limited | 0/100 | AUD | 1.00 | 1 | ||||
Unilever Australia Supply Services Limited | 0/100 | AUD | 1.00 | 1 | ||||
Unilever Australia Trading Limited | 0/100 | AUD | 1.00 | 1 | ||||
Australia - 111 Chandos Street, Crows Nest, NSW 2065 | ||||||||
Dermalogica Holdings Pty Limited | 0/100 | AUD | 1.00 | 1 | ||||
Dermalogica Pty Limited | 0/100 | AUD | 2.00 | 1 | ||||
DLA Piper Australia, Level 38, 201 Elizabeth Street, Sydney, NSW 2000 | ||||||||
Dollar Shave Club Australia Pty Limited | 55.40/44.60 | AUD | 1.00 | 1 | ||||
Austria-Stella-Klein-Löw Weg 13, 1023 Wien | ||||||||
Delico Handels GmbH | 100/0 | EUR | 36,337.00 | 1 | ||||
Kuner Nahrungsmittel GmbH | 100/0 | EUR | 36,336.00 | 1 | ||||
TIGI Handels GmbH | 100/0 | EUR | 36,336.00 | 1 | ||||
ULPC Handels GmbH | 100/0 | EUR | 218,019.00 | 1 | ||||
Unilever Austria GmbH | 100/0 | EUR | 10,000,000.00 | 1 | ||||
Unilever BCS Austria GmbH | 55.40/44.60 | EUR | 35,000.00 | 1 | ||||
Bangladesh - 51 Kalurghat Heavy Industrial Area, Kalurghat, Chittagong | ||||||||
Unilever Bangladesh Limited (60.75) | 0/60.75 | BDT | 100.00 | 1 | ||||
Belgium - Rond-Point Schuman, 6 Box 5, 1040 Ettebeek | ||||||||
Intuiskin SPRL | 100/0 | EUR | 185.50 | 1 | ||||
Belgium - Humaniteitslaan 292, 1190 Brussels | ||||||||
Unilever BCS Belgium NV /SA | 55.40/44.60 | No Par Value | 1 | |||||
UNILEVER BELGIUM NV/SA | 100/0 | No Par Value | 1 | |||||
Unilever Belgium Services SA/NV | 100/0 | No Par Value | 1 | |||||
Unilever Lipton Tea NV/SA | 100/0 | No Par Value | 1 | |||||
Bolivia - Av. Blanco Galindo Km. 10.4 Cochabamba | ||||||||
Unilever Andina Bolivia S.A. | 100/0 | BOB | 10.00 | 1 | ||||
Brazil - Rua Caio Prado, 267 – Room 13, São Paulo/SP | ||||||||
Alberto-Culver do Brasil Cosmeticos Limitada | 55.40/44.60 | BRL | 1.00 | 5 | ||||
Brazil - São Paulo, Estado de São Paulo, na Rua Pedroso Alvarenga, 1046, sala 147, ItaimBibi, CEP04531-004 | ||||||||
Euphoria Ice Cream Comercio de Alimentos Limitada | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Rod. BR101-Norte, s/n, km. 43,6 – Room 4, Igarassu /PE | ||||||||
Cicanorte Industria de Conservas Alimenticas S.A. | 64.55/35.45 | BRL | 2.80 | 1 | ||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309 –13º floor – Room 19 – São Paulo/SP | ||||||||
RGG – Comércio E Representações | 64.55/35.45 | BRL | 1.00 | 5 | ||||
De Produtos De Higiene Pessoal Limitada | ||||||||
Brazil - Rua Pedroso Alvarenga, 1046, Suit 146, Itaim Bibi, Sao Paulo | ||||||||
Sorvete Escola Comercio de Alimentos Limitada | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Av. Dr. Cardoso de Melo, nº 1855, Room A, Suite 152, 15th floor, Vila Olímpia, São Paulo/SP CEP04548-005. | ||||||||
E-UB Comércio Ltda | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309 –13º floor – Room 21 – São Paulo/SP | ||||||||
UBA 2 – Comércio e Representação de Alimentos Limitada | 64.55/35.45 | BRL | 1.00 | 5 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309 –13º floor – Room 24 – São Paulo/SP | ||||||||
UBI 2 – Comercio de Alimentos Limitada | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309 –13º floor – Room 28 – São Paulo/SP | ||||||||
UBI 4 – Comércio de Alimentos Limitada | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Rod. BR 232, s/n, km. 13 – Jaboatão dos Guararapes/PE | ||||||||
Unilever Brasil Gelados do Nordeste S.A. | 64.55/35.45 | No Par Value | 2 | |||||
64.55/35.45 | No Par Value | 3 | ||||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309 – 9th floor, Zip Code04543-011, São Paulo/SP | ||||||||
Unilever Brasil Gelados Limitada | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309, 1stE 2ndFloors from 4thFloor to 8thFloor and from 10thFloor to 14thFloor, Vila Nova Conceicão, São Paulo/SP | ||||||||
UNILEVER BRASIL LIMITADA | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Av. Presidente Juscelino Kubitschek, 1.309 – 3rdFloor, São Paulo/SP | ||||||||
Unilever Brasil Industrial Limitada | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Brazil - Av. Escola Politécnica, 760, 2º Floor – Room 6 – São Paulo/SP | ||||||||
UP! Alimentos Limitada (50) | 32.28/17.72 | BRL | 1.00 | 5 | ||||
Brazil - Av. Marechal Floriano, 19 – Room 1001 Part – Rio de Janeiro/RJ | ||||||||
Veritas do Brazil Limitada (99) | 63.90/35.10 | BRL | 1.00 | 5 | ||||
Brazil – Rua Sabiá, 45, Jardim Marieta, Osasco/SP | ||||||||
SOLO ATS Participações do Brasil S.A | 64.55/35.45 | No Par Value | 1 | |||||
Mãe Terra Produtos Naturais Ltda. | 64.55/35.45 | BRL | 1.00 | 5 | ||||
Bulgaria - City of Sofia, Borough Mladost, 1, Business Park, Building 3, Floor 1 | ||||||||
Unilever BCS Bulgaria EOOD | 55.40/44.60 | BGN | 1,000.00 | 1 | ||||
Unilever Bulgaria EOOD | 100/0 | BGN | 1,000.00 | 1 | ||||
Cambodia - No. 443A Street 105, Sangkat Boeung Pralit, Khan 7 Makara Phnom Penh Capital | ||||||||
Unilever (Cambodia) Limited | 100/0 | KHR | 20,000.00 | 1 | ||||
Canada - 3081, 3rd Avenue, Whitehorse, Yukon Territory, Y1A 4Z7 | ||||||||
Dermalogica Canada Limited | 0/100 | No Par Value | 6 | |||||
Canada - P.O. Box 49130, 2900 – 595 Burrard Street, Vancouver BC V7X 1J5 | ||||||||
Dollar Shave Club Canada, Inc | 55.40/44.60 | CAD | 0.01 | 7 | ||||
Canada-195 Belfield Road, Rexdale, Toronto, Ontario M9W 1G9 | ||||||||
Rexdale Property Inc. | 55.40/44.60 | No Par Value | 7 | |||||
Unilever BCS Canada Inc. | 55.40/44.60 | No Par Value | 7 | |||||
Canada-800-885 West Georgia Street, Vancouver BC V6C 3H1 | ||||||||
Seventh Generation Family & Home ULC | 55.40/44.60 | No Par Value | 7 | |||||
Canada - 1000 rue de la Gauchetière Ouest, Bureau 2500, Montreal H3B 0A2 | ||||||||
4012208 Canada Inc. | 64.54/35.46 | No Par Value | 7 | |||||
Canada - 160 Bloor Street East, Suite 1400, Toronto ON M4W 3R2 | ||||||||
Unilever Canada Inc. | 64.54/35.46 | No Par Value | 8 | |||||
64.54/35.46 | No Par Value | 9 | ||||||
0/100 | No Par Value | 10 | ||||||
64.54/35.46 | No Par Value | 11 | ||||||
64.54/35.46 | No Par Value | 12 | ||||||
Canada - Lawson Lundell LLP, 925 W Georgia St, Vancouver, BC V6C 3L2 | ||||||||
Hourglass Cosmetics Canada Limited | 55.40/44.60 | No Par Value | 7 | |||||
Cayman Islands - Walker Nominees Limited, 190 Elgin Ave, Georgetown, GCKY1-9001 | ||||||||
Personal Care Marketing & Technology Inc | 55.40/44.60 | KYD | 1.00 | 1 | ||||
Chile- Av. Carrascal N°3351, Quinta Normal, Santiago | ||||||||
UNILEVER CHILE LIMITADA | 64.55/35.45 | 13 | ||||||
Unilever Chile SCC Limitada | 64.55/35.45 | 13 | ||||||
China – 10th floor No.398, North Cao Xi Road, Xuhui District, Shanghai | ||||||||
Blueair Shanghai Sales Co. Limited | 100/0 | RMB | 1,000,000 | 1 | ||||
China - 298, Seaside Avenue, Hangzhou Bay New Zone | ||||||||
Ningbo Qinyuan Marketing Services Co. Limited (67.71) | 67.71/0 | CNY | 1.00 | 1 | ||||
China - 358, Ci Yi Road, Hangzhou Bay New Zone | ||||||||
Ningbo Qinyuan Water Equipment Co. Limited (67.71) | 67.71/0 | CNY | 1.00 | 1 | ||||
China - Seaside Avenue, Cixi Econimce and Technical Development Zone (Hangzhou Bay New Zone) | ||||||||
Qinyuan Group Co. Limited (67.71) | 67.71/0 | CNY | 1.00 | 1 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||
China - Room 23, Hall 5, No. 38, Lane 168, Xing Fu Li Road, Fenjing Town, Jinsham District, Shanghai 201100 | ||||||||
Shanghai Qinyuan Environment Protection Technology Co. Limited (67.71) | 67.71/0 | CNY | 1.00 | 1 | ||||
China - No.33 North Fuquan Road, Shanghai, 200335 | ||||||||
Unilever (China) Investing Company Limited | 100/0 | USD | 1.00 | 1 | ||||
China-88 Jinxiu Avenue, Hefei Economic and Technology Development Zone, Hefei, 230601 | ||||||||
Unilever (China) Limited | 100/0 | USD | 1.00 | 1 | ||||
UNILEVER SERVICES (HEFEI) CO. LIMITED | 100/0 | CNY | 1.00 | 1 | ||||
China – No. 225 Jingyi Road, Tianjin Airport Economic Area, Tianjin | ||||||||
Unilever (Tianjin) Company Limited | 100/0 | USD | 1.00 | 1 | ||||
China - 1068 Ting Wei Road, Jinshanzui Industrial Region, Jinshan District, Shanghai | ||||||||
Unilever Foods (China) Co. Limited | 100/0 | USD | 1.00 | 1 | ||||
China - No. 1 Unilever Avenue, Pengshan Country, Sichuan Province 610016 | ||||||||
Unilever (Sichuan) Company Limited | 100/0 | USD | 1.00 | 1 | ||||
China - No.16 Wanyuan Road, Beijing E&T Development, Beijing 100076 | ||||||||
Walls (China) Co. Limited | 100/0 | USD | 1.00 | 1 | ||||
China - 358, Ci Yi Road, Hangzhou Bay New Zone | ||||||||
Zhejiang Qinyuan Water Treatment Technology Co. Limited (67.71) | 67.71/0 | CNY | 1.00 | 1 | ||||
China - Unit 1A, Building B5, Zhaoshangju Guangming Science and Technology Park, Guanguang Road, Guangming New District, Shenzhen City | ||||||||
Blueair Technology (Shenzen) Co. Limited | 100/0 | CNY | 1.00 | 1 | ||||
China – Room 306, Xinmao Building, No.2 South Tainana Road, Shanghai Free Trade Zone | ||||||||
Unilever Trading (Shanghai) Co. Ltd | 100/0 | RMB | 2,000,000 | 1 | ||||
Colombia - Av. El Dorado, No.69B-45. Bogota Corporate Center Piso 7, Bogotá | ||||||||
Unilever Colombia SCC S.A.S. | 100/0 | COP | 100.00 | 1 | ||||
Unilever Andina Colombia Limitada | 100/0 | COP | 100.00 | 1 | ||||
Costa Rica - La Asunción de Belén, Planta Industrial Lizano, Autopista Bernardo Soto | ||||||||
Unilever de Centroamerica S.A. | 100/0 | CRC | 1.00 | 1 | ||||
Costa Rica - Provincia de Heredia, Cantón Belén, Distrito de la Asunción, de la intersección Cariari- Belén, 400 Mts. Oeste, 800 Mts., al Norte | ||||||||
UL Costa Rica SCC S.A. | 100/0 | CRC | 1000.00 | 1 | ||||
Cote D’Ivoire-01 BP 1751 Abidjan 01, Boulevard de Vridi | ||||||||
Unilever-Cote D’Ivoire (89.98) | 0/ 89.98 | XOF | 5,000.00 | 1 | ||||
Cote D’Ivoire - Abidjan-Marcory, Boulevard Valery Giscard d’Estaing, Immeuble Plein Ciel, Business Center, 26 BP 1377, Abidjan 26 | ||||||||
Unilever Afrique de l’Ouest | 0/100 | XOF | 10,000.00 | 1 | ||||
Croatia - Strojarska cesta 20, 10000 Zagreb | ||||||||
Unilever Hrvatska d.o.o. | 100/0 | HRK | 1.00 | 1 | ||||
Cuba - Zona Especial de Desarrollo Mariel, Provincia Artemisa | ||||||||
Unilever Suchel, S.A. (60) | 60/0 | USD | 1,000.00 | 1 | ||||
Cyprus - Head Offices, 195C Old Road Nicosia Limassol,CY-2540 Idalion Industrial Zone – Nicosia | ||||||||
Unilever Tseriotis Cyprus Limited (84) | 0/ 84 | EUR | 1.00 | 1 | ||||
Czech Republic - Rohanské nábřeží 670/17, Karlín, Praha 8, 186 00 | ||||||||
Unilever BCS ČR, spol. s r.o. | 55.40/44.60 | CZK | 100,000.00 | 1 | ||||
Unilever ČR, spol. s r.o. | 0/100 | CZK | 210,000.00 | 1 | ||||
Denmark - Ørestads Boulevard 73, 2300 København S | ||||||||
Unilever BCS Danmark A/S | 55.40/44.60 | DKK | 1,000.00 | 1 | ||||
Unilever Danmark A/S | 100/0 | DKK | 1,000.00 | 1 | ||||
Denmark - Petersmindevej 30, 5000 Odense C | ||||||||
Unilever Produktion ApS | 100/0 | DKK | 100.00 | 1 | ||||
Djibouti-Haramous, BP 169 | ||||||||
Unilever Djibouti FZCO Limited | 0/100 | USD | 20.00 | 1 | ||||
Dominican Republic - Ave. Winston Churchill, Torre Acrópolis Piso 17, Santo Domingo | ||||||||
Unilever Caribe, S.A. | 100/0 | DOP | 1,000.00 | 1 | ||||
Ecuador - Km 25 Vía a Daule, Guayaquil | ||||||||
Unilever Andina Ecuador S.A. | 100/0 | USD | 1.00 | 1 | ||||
Egypt- BourgEl-Arab City, Alexandria1 | ||||||||
Fine Tea Co (SAE) | 0/100 | EGP | 2.00 | 1 | ||||
Unilever Mashreq – Foods (SAE) | 0/100 | EGP | 20.00 | 1 | ||||
Egypt - 6th of October City, 4th Industrial Zone, Piece Number 68, Giza | ||||||||
Unilever Mashreq – Home Care (SAE) | 0/100 | EGP | 2.00 | 1 | ||||
Unilever Mashreq – Personal Care (SAE) | 0/100 | EGP | 10.00 | 1 | ||||
Egypt - 14th May Bridge, Ezbet Hegazy, Alexandria | ||||||||
Unilever Mashreq International Company | 0/100 | USD | 1,000.00 | 1 | ||||
Egypt - Industrial Zone – 14th May Bridge, Smouha, Alexandria | ||||||||
Unilever Mashreq Trading LLC (60) | 0/60 | EGP | 10.00 | 1 | ||||
Egypt - BourgEl-Arab City, 1st Industrial Zone, Block 11, Piece Number 5, Alexandria | ||||||||
Unilever Mashreq – Tea (SAE) | 0/100 | EGP | 100.00 | 1 | ||||
Egypt – Flat no.4, third floor, building no. 78, Tereat Al Mariouteyya street, Faisal Al Haram, Gizah | ||||||||
Unilever Mashreq for Import and Export LLC | 0/100 | EGP | 100.00 | 1 | ||||
El Salvador - Nivel 19 Edificio Torre Futura, 87 av. Norte y calle El Mirador, Colonia Escalón, San Salvador | ||||||||
Unilever El Salvador SCC S.A. de C.V. | 100/0 | USD | 1.00 | 1 | ||||
Unilever de Centro America S.A. | 100/0 | USD | 1.00 | 1 | ||||
England and Wales - Unilever House, 100 Victoria Embankment, London, EC4Y 0DY | ||||||||
Accantia Group Holdings | 5.61/94.39 | GBP | 0.01 | 1 | ||||
(unlimited company) | ||||||||
Alberto-Culver (Europe) Limited | 55.40/44.60 | GBP | 1.00 | 1 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||
Alberto-Culver Group Limited | 55.40/44.60 | GBP | 1.00 | 1 | ||||
Alberto-Culver UK Holdings Limited | 55.40/44.60 | GBP | 1.00 | 1 | ||||
Alberto-Culver UK Products Limited | 55.40/44.60 | GBP | 1.00 | 1 | ||||
55.40/44.60 | GBP | 5.00 | 14 | |||||
Associated Enterprises Limited° | 0/100 | GBP | 1.00 | 1 | ||||
BBG Investments (France) Limited | 0/100 | GBP | 1.00 | 1 | ||||
Brooke Bond Assam Estates Limited | 0/100 | GBP | 1.00 | 1 | ||||
Brooke Bond Group Limited° | 0/100 | GBP | 0.25 | 1 | ||||
Brooke Bond South India Estates Limited° | 0/100 | GBP | 1.00 | 1 | ||||
0/100 | GBP | 1.00 | 15 | |||||
CPC (UK) Pension Trust Limited | 0/100 | 16 | ||||||
Hourglass Cosmetics UK Limited | 55.40/44.60 | GBP | 1.00 | 1 | ||||
Margarine Union (1930) Limited° | 0/100 | GBP | 1.00 | 1 | ||||
0/100 | GBP | 0.01 | 17 | |||||
0/100 | GBP | 1.00 | 18 | |||||
0/100 | GBP | 1.00 | 68 | |||||
0/100 | GBP | 1.00 | 69 | |||||
MBUK Trading Limited | 0/100 | GBP | 1.00 | 1 | ||||
Mixhold Investments Limited | 0/100 | GBP | 1.00 | 1 | ||||
Murad Europe Limited | 0/100 | GBP | 1.00 | 1 | ||||
Pukka Herbs Limited | 0/100 | GBP | 0.01 | 2 | ||||
0/100 | GBP | 0.01 | 3 | |||||
TIGI Limited | 0/100 | GBP | 1.00 | 1 | ||||
Toni & Guy Products Limited° | 0/100 | GBP | 0.001 | 1 | ||||
UAC International Limited | 0/100 | GBP | 1.00 | 1 | ||||
UML Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unidis Forty Nine Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Australia Investments Limited | 0/100 | AUD | 10.00 | 2 | ||||
0/100 | GBP | 1.00 | 1 | |||||
Unilever Australia Partnership Limited | 0/100 | AUD | 10.00 | 2 | ||||
0/100 | GBP | 1.00 | 1 | |||||
Unilever Australia Services Limited | 0/100 | AUD | 10.00 | 2 | ||||
0/100 | GBP | 1.00 | 1 | |||||
UNILEVER BCS LIMITED | 55.40/44.60 | GBP | 1.00 | 1 | ||||
Unilever BCS UK Limited° | 55.40/44.60 | GBP | 1.00 | 1 | ||||
0/100 | GBP | 1.00 | 19 | |||||
Unilever BCS UK Services Limited° | 55.40/44.60 | GBP | 1.00 | 1 | ||||
0/100 | GBP | 1.00 | 19 | |||||
Unilever Company for Industrial Development Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Company for Regional Marketing and Research Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Corporate Holdings Limited° | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Employee Benefit Trustees Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever S.K. Holdings Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Innovations Limited | 0/100 | GBP | 0.10 | 1 | ||||
0/100 | GBP | 1.00 | 20 | |||||
Unilever Overseas Holdings Limited° | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Superannuation Trustees Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever U.K. Central Resources Limited | 0/100 | GBP | 1.00 | 1 | ||||
UNILEVER U.K. HOLDINGS LIMITED° | 0/100 | GBP | 1.00 | 1 | ||||
UNILEVER UK & CN HOLDINGS LIMITED | 0/100 | GBP | 1.00 | 2 | ||||
0/100 | GBP | 1.00 | 3 | |||||
0/100 | GBP | 10.00 | 23 | |||||
0/100 | GBP | 10.00 | 24 | |||||
Unilever UK Group Limited | 49.86/50.14 | GBP | 1.00 | 2 | ||||
1.67/98.33 | GBP | 1.00 | 3 | |||||
5.61/94.39 | GBP | 1.00 | 21 | |||||
Unilever US Investments Limited° | 0/100 | GBP | 1.00 | 1 | ||||
United Holdings Limited° | 0/100 | GBP | 1.00 | 1 | ||||
99.67/0.33 | GBP | 500.00 | 22 | |||||
England and Wales - Unilever House, Springfield Drive, Leatherhead, KT22 7GR | ||||||||
Alberto-Culver Company (U.K.) Limited | 5.61/94.39 | GBP | 1.00 | 1 | ||||
TIGI International Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Pension Trust Limited | 0/100 | GBP | 1.00 | 1 | ||||
UNILEVER UK LIMITED | 5.61/94.39 | GBP | 1.00 | 1 | ||||
Unilever UK Pension Fund Trustees Limited | 0/100 | GBP | 1.00 | 1 | ||||
USF Nominees Limited | 0/100 | GBP | 1.00 | 1 | ||||
England and Wales - The Manser Building, Thorncroft Manor, Thorncroft Drive, Dorking, KT22 8JB | ||||||||
Dermalogica (UK) Limited | 0/100 | GBP | 1.00 | 1 | ||||
England and Wales - 16 Great Queen Street, Covent Garden, London, WC2B 5AH | ||||||||
Intuiskin Limited (In Liquidation) | 100/0 | GBP | 1.00 | 1 | ||||
England and Wales - 1st Floor, 16 Charles II Street, London, SW1Y 4QU | ||||||||
REN Limited | 0/100 | GBP | 1.00 | 1 | ||||
Unilever Ventures III Limited Partnership (86.25) | 57.50/28.75 | 4 | ||||||
England and Wales – The Edison,223-231 Old Marylebone Road, London, NW1 5QT | ||||||||
REN Skincare Limited | 0/100 | GBP | 1.00 | 1 | ||||
England and Wales – 1 More Place, London, SE1 2AF | ||||||||
Accantia Health and Beauty Limited (In Liquidation) | 0/100 | GBP | 0.25 | 1 | ||||
Simple Toiletries Limited (In Liquidation) | 0/100 | GBP | 1.00 | 1 | ||||
Unidis Nineteen Limited (In Liquidation) | 0/100 | GBP | 1.00 | 1 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUPCONTINUED
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share
| |||||||||
| ||||||||||||
Unilever Algérie SPA (72.50) | 1 | |||||||||||
Argentina – Tucumán 1, Piso 4°, Cdad. de Buenos Aires | ||||||||||||
Arisco S.A. | 64.55/35.45 | ARA1.00 | 1 | |||||||||
Unilever De Argentina S.A. | 64.55/35.45 | ARA1.00 | 1 | |||||||||
S.A.G.R.A. S.A. (98) | 63.26/34.74 | ARA1.00 | 1 | |||||||||
Argentina – Mendoza km 7/8 – Pocitos, San Juan | ||||||||||||
Helket S.A. | 64.55/35.45 | ARA1.00 | 1 | |||||||||
| ||||||||||||
| 0/100 | 1 | ||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| 0/100 | 1 | ||||||||||
| 0/100 | AUD1.00 | 2 | |||||||||
0/100 | AUD1.00 | 3 | ||||||||||
Unilever | 1 | |||||||||||
Unilever | 0/100 | 4 | ||||||||||
Unilever Australia Group Pty Limited | 0/100 | AUD2.00 | 1 | |||||||||
0/100 | AUD1.00 | 2 | ||||||||||
0/100 | AUD1.00 | 3 | ||||||||||
Unilever Australia Limited | 0/100 | AUD1.00 | 1 | |||||||||
Unilever Australia Supply Services Limited | 0/100 | AUD1.00 | 1 | |||||||||
Unilever Australia Trading Limited | 0/100 | AUD1.00 | 1 | |||||||||
Australia – 111 Chandos Street, Crows Nest, NSW 2065 | ||||||||||||
Dermalogica Holdings Pty Limited | 0/100 | AUD1.00 | 1 | |||||||||
Dermalogica Pty Limited | 0/100 | AUD2.00 | 1 | |||||||||
Australia – DLA Piper - Australia. Level 22, No. 1 Martin Place, Sydney NSW 2000 | ||||||||||||
Dollar Shave Club Australia Pty Limited | 55.40/44.60 | AUD1.00 | 1 | |||||||||
Austria-Stella-Klein-Löw Weg 13, 1023 Wien | ||||||||||||
Delico Handels GmbH | 100/0 | 1 | ||||||||||
| 100/0 | EUR36,336.00 | 1 | |||||||||
TIGI Handels GmbH | 100/0 | EUR36,336.00 | 1 | |||||||||
ULPC Handels GmbH | 100/0 | EUR218,019.00 | 1 | |||||||||
Unilever Austria GmbH | 100/0 | EUR10,000,000.00 | 1 | |||||||||
Bangladesh – 51 Kalurghat Heavy Industrial Area, Kalurghat, Chittagong | ||||||||||||
Unilever | 1 | |||||||||||
| ||||||||||||
| 1 | |||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| No Par Value | 1 | ||||||||||
Unilever | ||||||||||||
| No Par Value | 1 | ||||||||||
Unilever | ||||||||||||
| ||||||||||||
| No Par Value | 1 | ||||||||||
| ||||||||||||
Unilever Andina Bolivia S.A. | 100/0 | BOB10.00 | 1 | |||||||||
Brazil – Rua Caio Prado, 267 – Room 13, São Paulo/SP | ||||||||||||
Alberto-Culver do Brasil Cosmeticos Limitada | 55.40/44.60 | BRL1.00 | 5 | |||||||||
Brazil – Rua Oscar Freire, n. 957, mezanino, room 1, Cerqueira Cesar, Zip Code01426-003, São Paulo/SP | ||||||||||||
Euphoria Ice Cream Comercio de Alimentos Limitada | 64.55/35.45 | BRL1.00 | 5 | |||||||||
Brazil – Rod. BR101-Norte, s/n, km. 43,6 – Room 4, Igarassu /PE | ||||||||||||
Cicanorte Industria de Conservas Alimenticas S.A. | 64.55/35.45 | BRL2.80 | 1 | |||||||||
Brazil – Av. das Nações Unidas, n. 14.261, 8th floor, qd 10, Wing B, Vila Gertrudes, ZIP Code04794-000 – São Paulo/SP | ||||||||||||
RGG – Comércio E Representações | 64.55/35.45 | BRL1.00 | 5 | |||||||||
De Produtos De Higiene Pessoal Limitada | ||||||||||||
| ||||||||||||
Sorvete Escola Comercio de Alimentos Limitada | 64.55/35.45 | BRL1.00 | 5 | |||||||||
Brazil – Av. Dr. Cardoso de Melo, nº 1855, Room A, Suite 152, 15th floor, Vila Olímpia, SãoPaulo/SP CEP04548-005. | ||||||||||||
E-UB Comércio Ltda | 64.55/35.45 | BRL1.00 | 5 | |||||||||
Brazil – Av. das Nações Unidas, n. 14.261, 8th floor, qd 7, Wing B, Vila Gertrudes, ZIP Code04794-000 – São Paulo/SP | ||||||||||||
UBA 2 – Comércio e Representação de | ||||||||||||
Alimentos Limitada | 64.55/35.45 | BRL1.00 | 5 | |||||||||
Brazil – Av. das Nações Unidas, n. 14.261, 8th floor, qd 8, Wing B, Vila Gertrudes, ZIP Code04794-000 – São Paulo/SP |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share
| |||
UBI 2 – Comercio de Alimentos Limitada | 64.55/35.45 | BRL1.00 | 5 | |||
Brazil – Av. das Nações Unidas, n. 14.261, 8th floor, qd 9, Wing B, Vila Gertrudes, ZIP Code04794-000 – São Paulo/SP | ||||||
UBI 4 – Comércio de Alimentos Limitada | 64.55/35.45 | BRL1.00 | 5 | |||
Brazil – Rod. BR 232, s/n, km. 13 – Jaboatão dosGuararapes/PE | ||||||
Unilever Brasil Gelados do Nordeste S.A. | 64.55/35.45 | No Par Value | 2 | |||
64.55/35.45 | No Par Value | 3 | ||||
Brazil – Av. das Nações Unidas, n. 14.261, 7th floor, Wing B, Vila Gertrudes, Zip Code 04794-000, São Paulo/SP | ||||||
Unilever Brasil Gelados Limitada | 64.55/35.45 | BRL1.00 | 5 | |||
Brazil – Av. das Nações Unidas, n. 14.261, 3rd to 6th and 8th to 10th floors, Wing B VilaGertrudes, Zip Code04794-000, São Paulo/SP | ||||||
Unilever Brasil Limitada | 64.55/35.45 | BRL1.00 | 5 | |||
Brazil – Av. das Nações Unidas, n. 14.261, 3rd floor, Wing A, Vila Gertrudes, ZIP Code 04794-000, São Paulo/SP | ||||||
Unilever Brasil Industrial Limitada | 64.55/35.45 | BRL1.00 | 5 | |||
Brazil – Rua Hungria, n. 1400, 5th floor, room 5C, Jardim Europa, Zip Code03178-200 São Paulo/SP | ||||||
UP1 Alimentos Limitada (50) (In Liquidation) | 32.28/17.72 | BRL1.00 | 5 | |||
Brazil – Av. Marechal Floriano, 19 – Room 1001 Part – Rio de Janeiro/RJ | ||||||
Veritas do Brazil Limitada (99) | 63.90/35.10 | BRL1.00 | 5 | |||
Brazil – Rua Sabiá, 45, Jardim Marieta, Osasco/SP | ||||||
SOLO ATS Participações do Brasil S.A | 64.55/35.45 | No Par Value | 1 | |||
Mãe Terra Produtos Naturais Ltda. | 64.55/35.45 | BRL1.00 | 5 | |||
British Virgin Islands – Pasea Estate, Road Town, Tortola | ||||||
Aromatel Brands Inc. | 100/0 | USD1.00 | 1 | |||
Aromatel South Inc. | 100/0 | USD1.00 | 1 | |||
Ego Brands Inc. | 100/0 | USD1.00 | 1 | |||
Ego South Inc. | 100/0 | USD1.00 | 1 | |||
Savital Brands Inc. | 100/0 | USD1.00 | 1 | |||
Savital South Inc. | 100/0 | USD1.00 | 1 | |||
Fortident Brands Inc. | 100/0 | USD1.00 | 1 | |||
Fortident South Inc. | 100/0 | USD1.00 | 1 | |||
Bulgaria -City of Sofia, Borough Mladost, 1, Business Park, Building 3, Floor 1 | ||||||
Unilever Bulgaria EOOD | 100/0 | BGN1,000.00 | 1 | |||
Cambodia – No. 443A Street 105, Sangkat Boeung Pralit, Khan 7 Makara Phnom Penh Capital | ||||||
Unilever (Cambodia) Limited | 100/0 | KHR20,000.00 | 1 | |||
Canada – 3081, 3rd Avenue, Whitehorse, Yukon Territory, Y1A 4Z7 | ||||||
Dermalogica Canada Limited | 0/100 | No Par Value | 6 | |||
Canada – P.O. Box 49130, 2900 – 595 Burrard Street, Vancouver BC V7X 1J5 | ||||||
Dollar Shave Club Canada, Inc | 55.40/44.60 | CAD0.01 | 7 | |||
Canada-195 Belfield Road, Rexdale, Toronto, Ontario M9W 1G9 | ||||||
Rexdale Property Inc. | 55.40/44.60 | No Par Value | 7 | |||
Canada-800-885 West Georgia Street, Vancouver BC V6C 3H1 | ||||||
Seventh Generation Family & Home ULC | 55.40/44.60 | No Par Value | 7 | |||
Canada – 1000 rue de la Gauchetière Ouest, Bureau 2500, Montreal H3B 0A2 | ||||||
4012208 Canada Inc. | 64.55/35.45 | No Par Value | 7 | |||
Canada – 160 Bloor Street East, Suite 1400, Toronto ON M4W 3R2 | ||||||
Unilever Canada Inc. | 64.55/35.45 | No Par Value | 8 | |||
64.55/35.45 | No Par Value | 9 | ||||
0/100 | No Par Value | 10 | ||||
64.55/35.45 | No Par Value | 11 | ||||
64.55/35.45 | No Par Value | 12 | ||||
Canada – Lawson Lundell LLP, 925 W Georgia St, Vancouver, BC V6C 3L2 | ||||||
Hourglass Cosmetics Canada Limited | 55.40/44.60 | No Par Value | 7 | |||
Chile- Av. Carrascal N°3351, Quinta Normal, Santiago | ||||||
Unilever Chile Limitada | 64.55/35.45 | 13 | ||||
Unilever Chile SCC Limitada | 64.55/35.45 | 13 | ||||
China – 10th floor No.398, North Cao Xi Road, Xuhui District, Shanghai | ||||||
Blueair Shanghai Sales Co. Limited | 100/0 | CNY1.00 | 1 | |||
China – 1st Floor, No. 78 Binhai 2nd Road, Hangzhou Bay, New District, Ningbo City, Zhejiang Province | ||||||
Ningbo Hengjing Inspection Technology Co., Ltd | ||||||
(67.71) | 67.71/0 | CNY1.00 | 1 | |||
China – 358, Ci Yi Road, Hangzhou Bay New Zone |
138 | Group Companies | Annual Report on Form 20-F 2018 |
Name of Undertaking | % holding between NV /PLC | Nominal Value | Share | |||||||
Ningbo Qinyuan Water Equipment Co. Limited (67.71) | 67.71/0 | 1 | ||||||||
| ||||||||||
Qinyuan Group Co. Limited (67.71) | 67.71/0 | CNY1.00 | 1 | |||||||
China – Room 23, Hall 5, No. 38, Lane 168, Xing Fu Li Road, Fenjing Town, Jinsham District, Shanghai 201100 | ||||||||||
Shanghai Qinyuan Environment Protection Technology Co. Limited (67.71) | 67.71/0 | CNY1.00 | 1 | |||||||
China – No.33 North Fuquan Road, Shanghai, 200335 | ||||||||||
| 100/0 | 1 | ||||||||
| ||||||||||
Unilever (China) Limited | 100/0 | USD1.00 | 1 | |||||||
Unilever Services (Hefei) Co. Limited | 100/0 | CNY1.00 | 1 | |||||||
China – | ||||||||||
| ||||||||||
| ||||||||||
| 100/0 | 1 | ||||||||
| ||||||||||
| 1 | |||||||||
| ||||||||||
Unilever (Sichuan) Company Limited | 100/0 | USD1.00 | 1 | |||||||
China – No.16 Wanyuan Road, Beijing E&T Development, Beijing 100076 | ||||||||||
Walls (China) Co. Limited | 100/0 | USD1.00 | 1 | |||||||
China – 358, Ci Yi Road, Hangzhou Bay New Zone | ||||||||||
Zhejiang Qinyuan Water Treatment Technology Co. Limited (67.71) | 67.71/0 | CNY1.00 | 1 | |||||||
China – Unit 1A, Building B5, Zhaoshangju Guangming Science and Technology Park, Guanguang Road, Guangming New District, Shenzhen City | ||||||||||
Blueair Technology (Shenzen) Co. Limited | 100/0 | USD 1.00 | 1 | |||||||
China – Room 326, Xinmao Building, No.2 South Tainana Road, Shanghai Free Trade Zone | ||||||||||
Unilever Trading (Shanghai) Co. Ltd | 100/0 | RMB2,000,000 | 1 | |||||||
China – Seaside Avenue, Cixi Economic and Technological Development Zone (Hangzhou Bay New Zone) | ||||||||||
Ningbo Hengjing Inspection Technology Co. Ltd | 100/0 | CNY 1.00 | 1 | |||||||
China – Floor 1, Building 2, No.33 North Fuquan Road, Shanghai, 200335 | ||||||||||
Shanghai CarverKorea Limited | 0/100 | USD1.00 | 1 | |||||||
Colombia – Av. El Dorado, No.69B-45. Bogota Corporate Center Piso 7, Bogotá | ||||||||||
Unilever Colombia SCC S.A.S. | 100/0 | COP100.00 | 1 | |||||||
Unilever Andina Colombia Limitada | 100/0 | COP100.00 | 1 | |||||||
Costa Rica – La Asunción de Belén, Planta Industrial Lizano, Autopista Bernardo Soto | ||||||||||
Unilever de Centroamerica S.A. | 100/0 | CRC1.00 | 1 | |||||||
Costa Rica – Provincia de Heredia, Cantón Belén, Distrito de la Asunción, de la intersección Cariari- Belén, 400 Mts. Oeste, 800 Mts., al Norte | ||||||||||
UL Costa Rica SCC S.A. | 100/0 | CRC1.00 | 1 | |||||||
Cote D’Ivoire-01 BP 1751 Abidjan 01, Boulevard de Vridi | ||||||||||
Unilever-Cote D’Ivoire (89.98) | 0/89.98 | XOF5,000.00 | 1 | |||||||
Cote D’Ivoire – Abidjan-Marcory, Boulevard Valery Giscard d’Estaing, Immeuble Plein Ciel, Business Center, 26 BP 1377, Abidjan 26 | ||||||||||
Unilever Afrique de l’Ouest | 0/100 | XOF 10,000.00 | 1 | |||||||
Croatia – Strojarska cesta 20, 10000 Zagreb | ||||||||||
Unilever | 1 | |||||||||
| ||||||||||
Unilever Suchel, S.A. (60) | 60/0 | USD1,000.00 | 1 | |||||||
Cyprus – Head Offices, 195C Old Road Nicosia Limassol,CY-2540 Idalion Industrial Zone – Nicosia | ||||||||||
| 0/ 84 | EUR1.00 | 1 | |||||||
Czech Republic – Rohanské nábřeží 670/17, Karlín, Praha 8, 186 00 | ||||||||||
Unilever ČR, spol. s r.o. | 0/100 | CZK210,000.00 | 1 | |||||||
Denmark – Ørestads Boulevard 73, 2300 København S | ||||||||||
Unilever Danmark A/S | 100/0 | DKK1,000.00 | 1 | |||||||
Denmark – Petersmindevej 30, 5000 Odense C | ||||||||||
Unilever Produktion ApS | 100/0 | DKK100.00 | 1 | |||||||
Djibouti-Haramous, BP 169 | ||||||||||
Unilever | USD20.00 | 1 | ||||||||
Dominican Republic – Ave. Winston Churchill, Torre Acrópolis Piso 17, Santo Domingo | ||||||||||
| 100/0 | DOP1,000.00 | 1 | |||||||
Ecuador – Km 25 Vía a Daule, Guayaquil | ||||||||||
Unilever | USD1.00 | |||||||||
| ||||||||||
| 1 | |||||||||
| ||||||||||
1 | ||||||||||
| ||||||||||
Unilever Mashreq – Home Care (SAE) | ||||||||||
1 | ||||||||||
| EGP10.00 | 1 | ||||||||
Egypt – 14th May Bridge, Ezbet Hegazy, Alexandria | ||||||||||
Unilever Mashreq International Company | USD1,000.00 | 1 | ||||||||
| ||||||||||
Unilever Mashreq Trading LLC (60) | 0/60 | EGP10.00 | 1 | |||||||
Egypt – BourgEl-Arab City, 1st Industrial Zone, Block 11, Piece Number 5, Alexandria | ||||||||||
Unilever Mashreq – Tea (SAE) | 0/100 | EGP100.00 | 1 | |||||||
Egypt – Flat no.4, third floor, building no. 78, Tereat Al Mariouteyya street, Faisal Al Haram, Gizah | ||||||||||
Unilever Mashreq for Import and Export LLC | 0/100 | EGP100.00 | 1 |
Name of Undertaking | % holding between NV /PLC | Nominal Value | Share | |||||||||
El Salvador – Nivel 19 Edificio Torre Futura, 87 av. Norte y calle El Mirador, Colonia Escalón, San Salvador | ||||||||||||
Unilever El Salvador SCC S.A. de C.V. | 100/0 | USD1.00 | 1 | |||||||||
Unilever de Centro America S.A. de C.V | 100/0 | USD1.00 | 1 | |||||||||
England and Wales – Unilever House, 100 Victoria Embankment, London, EC4Y 0DY | ||||||||||||
Accantia Group Holdings | 5.61/94.39 | GBP0.01 | 1 | |||||||||
(unlimited company) | ||||||||||||
| 1 | |||||||||||
| 55.40/44.60 | GBP1.00 | 1 | |||||||||
Alberto-Culver UK Holdings Limited | 55.40/44.60 | GBP1.00 | 1 | |||||||||
Alberto-Culver UK Products Limited | 55.40/44.60 | GBP1.00 | 1 | |||||||||
55.40/44.60 | GBP5.00 | 14 | ||||||||||
Associated Enterprises Limited° | 0/100 | GBP1.00 | 1 | |||||||||
BBG Investments (France) Limited | 0/100 | GBP1.00 | 1 | |||||||||
Brooke Bond Assam Estates Limited | 0/100 | GBP1.00 | 1 | |||||||||
Brooke Bond Group Limited° | 0/100 | GBP0.25 | 1 | |||||||||
Brooke Bond South India Estates Limited° | 0/100 | GBP1.00 | 1 | |||||||||
0/100 | GBP1.00 | 15 | ||||||||||
CPC (UK) Pension Trust Limited | 0/100 | 16 | ||||||||||
Hourglass Cosmetics UK Limited | 55.40/44.60 | GBP1.00 | 1 | |||||||||
Margarine Union (1930) Limited° | 0/100 | GBP1.00 | 1 | |||||||||
0/100 | GBP1.00 | 18 | ||||||||||
0/100 | GBP1.00 | 68 | ||||||||||
0/100 | GBP1.00 | 69 | ||||||||||
MBUK Trading Limited | 0/100 | GBP1.00 | 1 | |||||||||
Mixhold Investments Limited | 0/100 | GBP1.00 | 1 | |||||||||
Pukka Herbs Limited | 0/100 | GBP0.01 | 2 | |||||||||
0/100 | GBP0.01 | 3 | ||||||||||
T2 Tea (UK) Limited | 0/100 | GBP1.00 | 1 | |||||||||
TIGI Limited | 0/100 | GBP1.00 | 1 | |||||||||
TIGI Holdings Limited | 0/100 | GBP1.00 | 1 | |||||||||
Toni & Guy Products Limited° | 0/100 | GBP0.001 | 1 | |||||||||
UAC International Limited | 0/100 | GBP1.00 | 1 | |||||||||
UML Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unidis Forty Nine Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unilever Australia Investments Limited | 0/100 | AUD10.00 | 2 | |||||||||
0/100 | GBP1.00 | 1 | ||||||||||
Unilever Australia Partnership Limited | 0/100 | AUD10.00 | 2 | |||||||||
0/100 | GBP1.00 | 1 | ||||||||||
Unilever Australia Services Limited | 0/100 | AUD10.00 | 2 | |||||||||
0/100 | GBP1.00 | 1 | ||||||||||
Unilever Company for Industrial Development | ||||||||||||
| 1 | |||||||||||
| 0/100 | GBP1.00 | 1 | |||||||||
Unilever Corporate Holdings Limited° | 0/100 | GBP1.00 | 1 | |||||||||
Unilever Employee Benefit Trustees Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unilever S.K. Holdings Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unilever Innovations Limited | 0/100 | GBP0.10 | 1 | |||||||||
0/100 | GBP1.00 | 20 | ||||||||||
Unilever Overseas Holdings Limited° | 0/100 | GBP1.00 | 1 | |||||||||
Unilever Superannuation Trustees Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unilever U.K. Central Resources Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unilever U.K. Holdings Limited° | 0/100 | GBP1.00 | 1 | |||||||||
Unilever UK & CN Holdings Limited | 0/100 | GBP1.00 | 2 | |||||||||
0/100 | GBP1.00 | 3 | ||||||||||
0/100 | GBP10.00 | 23 | ||||||||||
0/100 | GBP10.00 | 24 | ||||||||||
Unilever UK Group Limited | 49.86/50.14 | GBP1.00 | 2 | |||||||||
1.67/98.33 | GBP1.00 | 3 | ||||||||||
5.61/94.39 | GBP1.00 | 21 | ||||||||||
Unilever US Investments Limited° | 0/100 | GBP1.00 | 1 | |||||||||
United Holdings Limited° | 0/100 | GBP1.00 | 1 | |||||||||
99.67/0.33 | GBP500.00 | 22 | ||||||||||
England and Wales – Unilever House, Springfield Drive, Leatherhead, KT22 7GR | ||||||||||||
| 5.61/94.39 | GBP1.00 | 1 | |||||||||
TIGI International Limited | 0/100 | GBP1.00 | 1 | |||||||||
Unilever Pension Trust Limited | 0/100 | �� | GBP1.00 | 1 | ||||||||
Unilever UK Limited | 5.61/94.39 | GBP1.00 | 1 | |||||||||
Unilever UK Pension Fund Trustees Limited | 0/100 | GBP1.00 | 1 | |||||||||
USF Nominees Limited | 0/100 | GBP1.00 | 1 | |||||||||
England and Wales – The Manser Building, Thorncroft Manor, Thorncroft Drive, Dorking, KT22 8JB | ||||||||||||
Dermalogica (UK) Limited | 0/100 | GBP1.00 | 1 | |||||||||
England and Wales – 1st Floor, 16 Charles II Street, London, SW1Y 4QU | ||||||||||||
| 57.50/28.75 | 4 | ||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| ||||||||||||
| 0/100 | 1 | ||||||||||
| ||||||||||||
| 0/ | 1 | ||||||||||
| 0/ | 1 | ||||||||||
| ||||||||||||
| ||||||||||||
|
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class
| |||||
Unilever Knorr SA | 100/0 | EUR | 10.00 | 1 | ||||
UL BCS Logistics Consulting SA | 100/0 | EUR | 10.00 | 1 | ||||
Unilever Logistics SA | 100/0 | EUR | 10.00 | 1 | ||||
Guatemala - Diagonal 6.10-50 zona 10, Ciudad de Guatemala. Nivel 17 Torre Norte Ed. Interamericas World Financial Center | ||||||||
Unilever de Centroamerica S.A. Guatemala | 100/0 | GTQ | 60.00 | 1 | ||||
Guatemala - 24 Avenida, Calzada Atanacio Tzul,35-87 Zona 12 Ciudad de Guatemala | ||||||||
Unilever Guatemala SCC S.A. | 100/0 | GTQ | 100.00 | 1 | ||||
Honduras - Anillo Periférico 600 metros después de la colonia, Residencial, Las Uvas contigua acceso de residencial Roble Oeste,Tegucigalpa M.D.C. | ||||||||
Unilever de Centroamerica S.A. Honduras | 100/0 | HNL | 10.00 | 1 | ||||
Hong Kong -Suite1106-8, 11/F, Tai Yau Building, 181 Johnston Road, Wanchai | ||||||||
Blueair Asia Limited | 100/0 | HKD | 0.01 | 1 | ||||
Hong Kong - Room 1505, Wheelock House, 20 Pedder Street, Central | ||||||||
Kate Somerville Skincare, Hong Kong Limited | 100/0 | HKD | 1.00 | 1 | ||||
(In liquidation) | ||||||||
Hong Kong - 6 Dai Fu Street, Tai Po Industrial Estate, N.T. | ||||||||
Unilever Hong Kong Limited | 64.55/35.45 | HKD | 0.10 | 1 | ||||
Hong Kong - Suite 907, 9/F, Silvercord Tower 2, 30 Canton Road, Tsim Sha Tsui, Kowloon | ||||||||
Hourglass Cosmetics Hong Kong Limited | 55.40/44.60 | No Par Value | 7 | |||||
Hungary - 1138-Budapest, Váci u. 182 | ||||||||
Multifrozen Kereskedelmi Kft | 0/100 | HUF | 1.00 | 1 | ||||
Unilever BCS Hungary Kft | 55.40/44.60 | HUF | 1.00 | 1 | ||||
Unilever Magyarország Kft | 0/100 | HUF | 1.00 | 1 | ||||
India - Unilever House, B. D. Sawant Marg, Chakala, Andheri (E), Mumbai 400 099 | ||||||||
Daverashola Estates Private Limited (67.20) | 0/67.20 | INR | 10.00 | 1 | ||||
Hindlever Trust Limited (67.20) | 0/67.20 | INR | 10.00 | 1 | ||||
HINDUSTAN UNILEVER LIMITED°(67.20) | 0/67.20 | INR | 1.00 | 1 | ||||
Jamnagar Properties Private Limited (67.20) | 0/67.20 | INR | 10.00 | 1 | ||||
Levers Associated Trust Limited (67.20) | 0/67.20 | INR | 10.00 | 1 | ||||
Levindra Trust Limited | 0/67.20 | INR | 10.00 | 1 | ||||
Pond’s Exports Limited (67.20) | 0/67.20 | INR | 1.00 | 1 | ||||
Unilever India Exports Limited (67.20) | 0/67.20 | INR | 10.00 | 1 | ||||
Unilever Industries Private Limited° | 0/100 | INR | 10.00 | 1 | ||||
Unilever Ventures India Advisory Private Limited | 0/100 | INR | 1.00 | 1 | ||||
India -S-327, Greater Kailash – II, New Delhi – 110048, Delhi | ||||||||
Blueair India Pvt. Limited | 99.98/0.02 | INR | 10. 00 | 1 | ||||
India - 1st Floor, Shreeniwas House, H. Somani Marg, (behind Bombay Gymkhana) Fort, Mumbai 40001 | ||||||||
Lakme Lever Private Limited (67.20) | 0/67.20 | INR | 10.00 | 1 | ||||
Indonesia - Grha Unilever, Green Office Park Kav 3, Jalan BSD Boulevard Barat, BSD City, Tangerang, 15345 | ||||||||
PT UNILEVER INDONESIA TBK(84.99) | 54.86/30.13 | IDR | 10.00 | 1 | ||||
PT Unilever Enterprises Indonesia (99.26) | 64.07/35.19 | IDR | 1,000.00 | 1 | ||||
PT Unilever Trading Indonesia | 100/0 | IDR | 1,003,875.00 | 1 | ||||
Indonesia - KEK Sei Mangkei, Nagori Sei Mangkei, Kecamatan Bosar Maligas, Kabupaten Simalungun 21183, Sumatera Utara | ||||||||
PT Unilever Oleochemical Indonesia | 100/0 | IDR | 1,000,000.00 | 1 | ||||
Iran - 137 Shiraz Building, Corner of the 21st Street, Khaled Eslamboli Ave, Tehran | ||||||||
Unilever Iran (Private Joint Stock Company) | 99.35/0 | IRR | 1,000,000.00 | 1 | ||||
(99.35) | ||||||||
Ireland - 20 Riverwalk, National Digital Park, Citywest Business Campus Dublin 24 | ||||||||
Lipton Soft Drinks (Ireland) Limited | 0/100 | EUR | 1.26 | 1 | ||||
Unilever BCS Ireland Limited | 55.40/44.60 | EUR | 1.00 | 1 | ||||
Unilever Ireland (Holdings) Limited | 0/100 | EUR | 1.26 | 1 | ||||
Unilever Ireland Limited | 0/100 | EUR | 1.26 | 1 | ||||
Isle of Man - Bridge Chambers, West Quay, Ramsey, Isle of Man, IM8 1DL | ||||||||
Rational International Enterprises Limited | 0/100 | USD | 1.00 | 1 | ||||
Israel - 3 Gilboa St. Airport City, Ben Gurion Airport | ||||||||
Beigel & Beigel Mazon (1985) Limited | 12.80/87.20 | ILS | 1.00 | 1 | ||||
Israel - 52 Julius Simon Street, Haifa, 3296279 | ||||||||
Bestfoods TAMI Holdings Ltd | 25.11/74.89 | ILS | 0.001 | 1 | ||||
Israel Vegetable Oil Company Ltd | 25.11/74.89 | ILS | 0.0001 | 1 | ||||
Unilever Israel Foods Ltd | 25.10/74.90 | ILS | 0.10 | 8 | ||||
25.10/74.90 | ILS | 0.10 | 9 | |||||
25.10/74.90 | ILS | 0.10 | 10 | |||||
25.10/74.90 | ILS | 0.0002 | 25 | |||||
Unilever Israel Home and Personal Care Limited | 0/100 | ILS | 1.00 | 1 | ||||
Unilever Israel Marketing Ltd | 25.11/74.89 | ILS | 0.0001 | 1 | ||||
Unilever Shefa Israel Ltd | 25.11/74.89 | ILS | 1.00 | 1 | ||||
Israel - Haharoshet 1, PO Box 2288, Akko, 2451704 | ||||||||
Glidat Strauss Limited | 0/100 | ILS | 1.00 | 30 | ||||
0/100 | ILS | 1.00 | 1 | |||||
0/0 | ILS | 1.00 | 31 | |||||
Italy - Piazza Paleocapa 1/D, 10100, Torino | ||||||||
Gromart S.R.L. | 100/0 | EUR | 1,815,800.00 | 5 | ||||
Italy - Via Crea 10, 10095, Grugliasco | ||||||||
G.L.L. S.R.L. (51) | 51/0 | EUR | 40,000.00 | 5 | ||||
Italy - Via Roma 101, 35122, Padova | ||||||||
Grom-PD S.R.L. | 100/0 | EUR | 40,000.00 | 5 | ||||
Italy - Via Tortona 25, cap 20144 – Milano |
Name of Undertaking
|
% holding
| Nominal Value
| Share
| |||||
Intuiskin S.R.L. | 100/0 | EUR | 10,000.00 | 5 | ||||
Italy - Piazzale Biancamano n.8, 20121, Milano | ||||||||
Unilever Italia Administrative Services S.R.L. | 100/0 | EUR | 70,000.00 | 5 | ||||
Italy - Via Paolo di Dono 3/A 00142 Roma | ||||||||
Unilever BCS Italia S.R.L. | 55.40/44.60 | EUR | 10,000.00 | 5 | ||||
Unilever Italia Logistics S.R.L. | 100/0 | EUR | 600,000.00 | 5 | ||||
Unilever Italia Manufacturing S.R.L. | 100/0 | EUR | 10,000,000.00 | 5 | ||||
Unilever Italia Mkt Operations S.R.L. | 100/0 | EUR | 25,000,000.00 | 5 | ||||
UNILEVER ITALY HOLDINGS S.R.L. | 100/0 | EUR | 200,000.00 | 5 | ||||
Japan -2-1-1, Kamimeguro, Meguro-ku, Tokyo153-8578 | ||||||||
Unilever Japan Beverage K.K. | 100/0 | JPY | 50,000.00 | 1 | ||||
Unilever Japan Customer Marketing K.K. | 100/0 | JPY | 50,000.00 | 1 | ||||
Unilever Japan Holdings K.K. | 100/0 | JPY | 10,000.00 | 1 | ||||
UNILEVER JAPAN K.K. | 100/0 | JPY | 50,000.00 | 1 | ||||
Unilever Japan Service K.K. | 100/0 | JPY | 50,000.00 | 1 | ||||
Jersey - 13 Castle Street, St Helier, Jersey, JE4 5UT | ||||||||
Unilever Chile Investments Limited | 64.55/35.45 | GBP | 1.00 | 1 | ||||
Jordan - Amman | ||||||||
Unilever Jordan LLC | 100/0 | JOD | 10.00 | 1 | ||||
Kazakhstan - Raimbek, Avenue 160 A, Office 401, Almaty | ||||||||
Unilever Kazakhstan LLP | 100/0 | 4 | ||||||
Kenya - Head Office, Kericho-Nakuru Road, P.O. BOX 20, 20200, Kericho | ||||||||
Brooke Bond Mombasa Limited (98.19) | 0/98.19 | KES | 1.00 | 1 | ||||
Mabroukie Tea & Coffee Estates Limited (98.19 | 0/98.19 | KES | 1.00 | 1 | ||||
The Limuru Tea Company Limited (51.08) | 0/51.08 | KES | 20.00 | 1 | ||||
Unilever Tea Kenya Limited (98.20) | 0/98.20 | KES | 1.00 | 1 | ||||
Kenya - Commercial Street, Industrial Area, P.O. BOX 30062-00100, Nairobi | ||||||||
Unilever Kenya Limited° | 0/100 | KES | 20.00 | 1 | ||||
Korea - 443Taeheran-ro, Samsung-dong,Kangnam-gu, Seoul | ||||||||
Unilever Korea Chusik Hoesa | 100/0 | KRW | 10,000.00 | 1 | ||||
100/0 | KRW | 10,000.00 | 14 | |||||
Laos - Viengvang Tower, 4th Floor, Room no. 402A, Boulichan Road, Dongpalan ThongVillage, Sisattanak District, Vientiane Capital | ||||||||
Unilever Services (Lao) Sole Co Limited | 100/0 | LAK | 800,000.00 | 1 | ||||
Latvia - Kronvalda bulvāris3-10, Rīga,LV-1010 | ||||||||
Unilever Baltic LLC | 100/0 | EUR | 1.00 | 1 | ||||
Lebanon - Sin El Fil, Zakher Building, Floor 4, Beirut | ||||||||
Unilever Levant s.a.r.l. | 100/0 | LBP | 1,000,000.00 | 1 | ||||
Lithuania - Skuodo st. 28, Mazeikiai,LT-89100 | ||||||||
UAB Unilever Lietuva distribucija | 100/0 | EUR | 3,620.25 | 1 | ||||
UAB Unilever Lietuva ledu gamyba | 100/0 | EUR | 3,620.25 | 1 | ||||
Malawi - Abdul Majid Motor City, Chipembere Highway, Ginnery Corner, Blantyre | ||||||||
Unilever South East Africa (Private) Limited | 0/100 | MWK | 2.00 | 1 | ||||
Malaysia - Level 34, Menara TM, Jalan Pantai Baru, 59200 Kuala Lumpur | ||||||||
Unilever (Malaysia) Holdings Sdn. Bhd. (70) | 0/70 | RM | 1.00 | 1 | ||||
Unilever (Malaysia) Services Sdn. Bhd. (70) | 0/70 | RM | 1.00 | 1 | ||||
Unilever Foods (Malaysia) Sdn. Bhd. | 0/100 | RM | 75.00 | 1 | ||||
Unilever Malaysia Aviance Sdn. Bhd. | 0/100 | RM | 1.00 | 1 | ||||
Mexico - Av. Tepalcapa No.2, Col. Rancho Santo Domingo, C.P. 54900 Tultitlán, Estado de | ||||||||
México | ||||||||
UNILEVER DE MEXICO S.DE R.L. DE C.V. | 64.55/35.45 | 4 | ||||||
Unilever Holding Mexico S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||
Unilever Manufacturera S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||
Servicios Professionales Unilever S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||
Unilever Mexicana S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||
Unilever Real Estate Mexico S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||
Unilever Servicios de Promotoria, S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||
Morocco - Km 10, Route Cotiere, Ain Sebaa, Casablanca | ||||||||
Unilever Maghreb S.A. (99.98) | 99.98/0 | MAD | 100.00 | 1 | ||||
Mozambique - Avenida 24 de Julho, Edifício 24, nº 1097, 4º andar, Maputo | ||||||||
Unilever Mocambique Limitada | 100/0 | USD | 0.01 | 1 | ||||
Myanmar – No (40,41,47), Min Thate Di Kyaw Swar Street, Shwe Pyi Thar Industrial Zone (2), Shwe Pyi Thar Township, Yangon | ||||||||
Unilever (Myanmar) Limited | 100/0 | MMK | 8,200.00 | 1 | ||||
Myanmar – No (196), West Shwe Gone Dine 5thStreet, Bahan Township, Yangon | ||||||||
Unilever (Myanmar) Services Limited | 100/0 | USD | 10.00 | 1 | ||||
Myanmar - Lot No.28,30,31, Hlaing Thar Yar Industrial Zone (3), Hlaing Thar Yar Township, | ||||||||
Yangon | ||||||||
Unilever EAC Myanmar Company Limited (60) | 60/0 | MAMK | 1,000,000.00 | 1 | ||||
Nepal - Basamadi V.D.C. – 5, P.O.Box-11, Hetauda, Dist. Makwanpur | ||||||||
Unilever Nepal Limited (53.76) | 0/53.76 | NPR | 100.00 | 1 | ||||
Netherlands- Weena 455, 3013 AL Rotterdam | ||||||||
Alberto-Culver Netherlands B.V.* | 55.40/44.60 | EUR | 1.00 | 2 | ||||
55.40/44.60 | EUR | 1.00 | 3 | |||||
Argentina Investments B.V.* | 64.55/35.45 | EUR | 454.00 | 1 | ||||
BFO Holdings B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
BFO TWO B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
BrazH1 B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
BrazH2 B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Brazinvest B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Brazinvestee B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Chico-invest B.V.* | 64.55/35.45 | EUR | 455.00 | 1 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||
Dollar Shave Club B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Doma B.V.* | 100/0 | NLG | 1,000.00 | 1 | ||||
Handelmaatschappij Noorda B.V.°* | 100/0 | NLG | 1,000.00 | 1 | ||||
Unilever Foods & Refreshment Global B.V.* | 100/0 | NLG | 1,000.00 | 1 | ||||
Itaho B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Lipoma B.V.°* | 100/0 | NLG | 1,000.00 | 1 | ||||
Marga B.V.°* | 100/0 | EUR | 1.00 | 1 | ||||
Mavibel (Maatschappij voor Internationale | 100/0 | EUR | 1.00 | 1 | ||||
Beleggingen) B.V.°* | ||||||||
Mexinvest B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
MIXHOLD B.V.* | 100/0 | EUR | 1.00 | 2 | ||||
0/100 | EUR | 1.00 | 1 | |||||
55.40/44.60 | EUR | 1.00 | 26 | |||||
Naamlooze Vennootschap Elma°*† | 100/0 | NLG | 1,000.00 | 1 | ||||
0.25/99.75 | NLG | 1,000.00 | 27 | |||||
New Asia B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Nommexar B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Ortiz Finance B.V.* | 64.55/35.45 | NLG | 100.00 | 1 | ||||
Pabulum B.V.* | 100/0 | NLG | 1,000.00 | 1 | ||||
Rizofoor B.V.* | 0/100 | NLG | 1,000.00 | 1 | ||||
Rolf von den Baumen’s Vetsmelterij B.V.* | 100/0 | EUR | 454.00 | 1 | ||||
Rolon B.V.* | 64.55/35.45 | NLG | 1,000.00 | 1 | ||||
Saponia B.V.°* | 100/0 | NLG | 1,000.00 | 1 | ||||
ThaiB1 B.V.* | 64.55/35.45 | NLG | 1,000.00 | 1 | ||||
ThaiB2 B.V.* | 64.55/35.45 | NLG | 1,000.00 | 1 | ||||
Unilever Administration Centre B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Alser B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever BCS Europe B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
Unilever BCS Holdings B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
Unilever BCS NL Holdings Two B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
Unilever Berran B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Canada Investments B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Unilever Caribbean Holdings B.V.* | 100/0 | EUR | 1,800.00 | 1 | ||||
Unilever Corporate Holdings B.V. | 100/0 | EUR | 0.01 | 1 | ||||
Unilever Employee Benefits Management B.V.* | 0/100 | NLG | 1,000.00 | 1 | ||||
Unilever Employment Services B.V.* | 100/0 | NLG | 1,000.00 | 1 | ||||
Unilever Europe B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Europe Business Center B.V.* | 100/0 | EUR | 454.00 | 1 | ||||
UNILEVER FINANCE INTERNATIONAL B.V.°* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Foodsolutions B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Global Services B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Holdings B.V.* | 100/0 | EUR | 454.00 | 1 | ||||
Unilever Home & Personal Care Nederland | 100/0 | EUR | 100.00 | 1 | ||||
B.V.* | ||||||||
Unilever Indonesia Holding B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Unilever Insurances N.V. | 100/0 | EUR | 454.00 | 1 | ||||
Unilever Netherlands Retail Operations B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Nederland Holdings B.V.°* | 100/0 | EUR | 454.00 | 1 | ||||
Unilever Turkey Holdings B.V.* | 64.55/35.45 | EUR | 1.00 | 1 | ||||
Unilever US Investments B.V.°* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever Ventures Holdings B.V. | 100/0 | EUR | 453.79 | 1 | ||||
Univest Company B.V. | 100/0 | EUR | 1.00 | 1 | ||||
UNUS HOLDING B.V.* | 100/0 | EUR | 0.10 | 2 | ||||
0/100 | EUR | 0.10 | 3 | |||||
† | 0/0 | EUR | 0.10 | 28 | ||||
Non-voting† | ||||||||
Verenigde Zeepfabrieken B.V.* | 100/0 | NLG | 1,000.00 | 1 | ||||
Wemado B.V.°* | 100/0 | NLG | 1,000.00 | 1 | ||||
Netherlands - Nassaukade 5, 3071 JL Rotterdam | ||||||||
Tessa B.V.* | 100/0 | EUR | 1.00 | 1 | ||||
Unilever BCS Nederland B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
UNILEVER NEDERLAND B.V.* | 100/0 | EUR | 454.00 | 1 | ||||
Unilever Nederland Foods Factories B.V.* | 100/0 | EUR | 46.00 | 1 | ||||
Netherlands - Reggeweg 15, 7447 AN Hellendoorn | ||||||||
Ben en Jerry’s Hellendoorn B.V.* | 100/0 | EUR | 453.78 | 1 | ||||
Netherlands - Deltaweg 150, 3133 KM Vlaardingen | ||||||||
Lever Faberge Europe-Sourcing Unit | 100/0 | NLG | 1,000.00 | 1 | ||||
Vlaardingen B.V.* | ||||||||
Netherlands - Olivier van Noortlaan 120, 3133 AT Vlaardingen | ||||||||
Unilever BCS Research and Development B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
Unilever Research and Development | 100/0 | EUR | 460.00 | 1 | ||||
Vlaardingen B.V.* | ||||||||
Netherlands - Nassaukade 3, 3071 JL Rotterdam | ||||||||
Unilever BCS Sourcing Nederland B.V.* | 55.40/44.60 | EUR | 1.00 | 1 | ||||
Unilever Nederland Services B.V.* | 100/0 | EUR | 460.00 | 1 | ||||
Netherlands - Unilever House, 100 Victoria Embankment, London, EC4Y 0DY (Registered | ||||||||
Seat: Rotterdam) | ||||||||
Unilever Overseas Holdings B.V.* | 0/100 | NLG | 1,000.00 | 1 | ||||
New Zealand - Level 4, 103 Carlton Gore Rd, Newmarket, Auckland 1023 | ||||||||
T2 NZ Limited | 0/100 | NZD | 1.00 | 1 | ||||
Unilever New Zealand Limited | 0/100 | NZD | 2.00 | 1 | ||||
Unilever New Zealand Superannuation Trustee | 0/100 | NZD | 1.00 | 1 |
Annual Report on Form 20-F | Group Companies | 139 |
GROUP COMPANIESCONTINUED
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
Accantia Health and Beauty Limited (In Liquidation) | 0/100 | GBP0.25 | 1 | |||||||
Simple Toiletries Limited (In Liquidation) | 0/100 | GBP1.00 | 1 | |||||||
Unidis Nineteen Limited (In Liquidation) | 0/100 | GBP1.00 | 1 | |||||||
Unilever Bestfoods UK Limited (In Liquidation) | 5.61/94.39 | GBP1.00 | 1 | |||||||
England and Wales – 5th floor, 6 St Andrew Street, London, EC4A 3AE, | ||||||||||
Unilever Ventures Limited | 0/100 | GBP1.00 | 1 | |||||||
Estonia – Kalmistu tee 28a, Tallinna linn, Harju maakond, 11216 | ||||||||||
Unilever Eesti AS | 100/0 | EUR6.30 | 1 | |||||||
Ethiopia – Bole Sub City, Kebele 03/05, Lidiya Building, Addis Ababa | ||||||||||
Unilever Manufacturing PLC | 0/100 | ETB1,000.00 | 1 | |||||||
Finland – Post Box 254, 00101 Helsinki | ||||||||||
Unilever Finland Oy | 100/0 | EUR16.82 | 1 | |||||||
Unilever Ingman Production Oy | 100/0 | EUR1.00 | 1 | |||||||
France – 20, rue des Deux Gares, 92500, Rueil-Malmaison | ||||||||||
Alsa France S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Bestfoods France Industries S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Cogesal-Miko S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Fralib Sourcing Unit S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Saphir S.A.S. (99.99) | 64.54/35.45 | EUR1.00 | 1 | |||||||
Sfejer S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Tigi Services France S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Unilever France S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Unilever France Holdings S.A.S. (99.99) | 64.54/35.45 | EUR1.00 | 1 | |||||||
Unilever France HPC Industries S.A.S. (99.99) | 64.54/35.45 | EUR1.00 | 1 | |||||||
Unilever Retail Operations France (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
France – 81 Rue De Seine, 75006 Paris | ||||||||||
Grom France S.a.r.l | 100/0 | EUR10.00 | 1 | |||||||
France – Parc Activillage des Fontaines – Bernin 38926 Crolles Cedex | ||||||||||
Intuiskin S.A.S. | 100/0 | EUR1.00 | 1 | |||||||
France – ZI de la Norge – Chevigny Saint-Sauveur, 21800 Quetigny | ||||||||||
Amora Maille Societe Industrielle S.A.S. (99.99) | 64.54/35.45 | No Par Value | 1 | |||||||
Germany – Wiesenstraße 21. 40549 Düsseldorf | ||||||||||
Dermalogica GmbH | 100/0 | EUR25,000.00 | 1 | |||||||
Germany – Am Strandkai 1, 20457 Hamburg | ||||||||||
DU Gesellschaft für Arbeitnehmerüberlassung mbH (99.99) | 64.54/35.45 | DEM50,000.00 | 1 | |||||||
Unilever Deutschland Gmbh | 64.55/35.45 | EUR90,000,000.00 | 1 | |||||||
64.55/35.45 | EUR2,000,000.00 | 1 | ||||||||
64.55/35.45 | EUR1,000,000.00 | 1 | ||||||||
Unilever Deutschland Holding Gmbh | 64.55/35.45 | EUR39,000.00 | 1 | |||||||
64.55/35.45 | EUR18,000.00 | 1 | ||||||||
64.55/35.45 | EUR14,300.00 | 1 | ||||||||
64.55/35.45 | EUR5.200.00 | 1 | ||||||||
64.55/35.45 | EUR6,500.00 | 1 | ||||||||
Unilever Deutschland Produktions Gmbh & Co. Ohg¥ | 64.55/35.45 | 4 | ||||||||
Unilever Deutschland Produktions Verwaltungs GmbH | 64.55/35.45 | EUR179,000.00 | 1 | |||||||
Unilever Deutschland Supply Chain Services GmbH | 64.55/35.45 | EUR51,150.00 | 1 | |||||||
Unilever BCS IP Deutschland GmbH & Co. OHG¥ | 64.45/35.55 | 4 | ||||||||
Unilever BCS Deutschland Immobilien Leasing GmbH & Co. OHG¥ | 66.22/33.78 | 4 | ||||||||
Dollar Shave Club GmbH | 100/0 | EUR25,000.00 | 1 | |||||||
T2 Germany GmbH | 100/0 | EUR1.00 | 1 | |||||||
Germany – Schultetusstraße 37, 17153 Stavenhagen | ||||||||||
Maizena Grundstücksverwaltung Gmbh & Co. | 63.61/36.39 | 4 | ||||||||
Ohg¥ | ||||||||||
Pfanni Gmbh & Co. Ohg Stavenhagen¥ | 64.55/35.45 | 4 | ||||||||
Rizofoor Gesellschaft mit beschränkter Haftung | 96.45/3.55 | EUR15,350.00 | 1 | |||||||
100/0 | EUR138,150.00 | 1 | ||||||||
Schafft GmbH | 64.55/35.45 | EUR63,920.00 | 1 | |||||||
64.55/35.45 | EUR100,000.00 | 1 | ||||||||
UBG Vermietungs GmbH | 64.74/35.26 | EUR8,090,190.00 | 1 | |||||||
Unilever Deutschland Immobilien Leasing GmbH & Co. OHG¥ | 66.33/33.67 | 4 | ||||||||
Unilever Deutschland IPR GmbH & Co. OHG¥ | 64.55/35.45 | 4 | ||||||||
Germany – Hertzstraße 6, 71083 Herrenberg- Gülstein | ||||||||||
TIGI Eurologistic GmbH | 0/100 | EUR100.00 | 1 | |||||||
TIGI Haircare GmbH | 0/100 | EUR25,600.00 | 1 | |||||||
Ghana -Swanmill, Kwame Nkrumah Avenue, Accra | ||||||||||
Millers Swanzy (Ghana) Limited | 0/100 | GHC1.00 | 1 | |||||||
Ghana – Plot No.Ind/A/3A-4, Heavy Industrial Area, Tema | ||||||||||
Unilever Ghana Limited (66.56) | 0/66.56 | GHC0.0192 | 1 | |||||||
Ghana - Plot No.Ind/A/3A-4, P O Box 721, Tema | ||||||||||
Unilever Oleo Ghana Limited | 0/100 | No Par Value | ||||||||
Greece – Kymis ave & 10, Seneka str.GR-145 64 Kifissia | ||||||||||
Elais Unilever Hellas SA | 100/0 | EUR10.00 | 1 | |||||||
Unilever Knorr SA | 100/0 | EUR10.00 | 1 | |||||||
Unilever Logistics SA | 100/0 | EUR10.00 | 1 |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
Guatemala – Diagonal 6.10-50 zona 10, Ciudad de Guatemala. Nivel 17 Torre Norte Ed. Interamericas World Financial | ||||||||||
Unilever de Centroamerica S.A. | 100/0 | GTQ60.00 | 1 | |||||||
Guatemala – 24 Avenida, Calzada Atanacio Tzul,35-87 Zona 12 Ciudad de Guatemala | ||||||||||
Unilever Guatemala SCC S.A. | 100/0 | GTQ100.00 | 1 | |||||||
Honduras – Anillo Periférico 600 metros después de la colonia, Residencial, Las Uvas contigua acceso de residencial Roble Oeste, Tegucigalpa M.D.C. | ||||||||||
Unilever de Centroamerica S.A. | 100/0 | HNL10.00 | 1 | |||||||
Hong Kong -Suite1106-8, 11/F, Tai Yau Building, 181 Johnston Road, Wanchai | ||||||||||
Blueair Asia Limited | 100/0 | HKD0.01 | 1 | |||||||
Hong Kong – 6/F Alexandra House, 18 Charter Road, Central | ||||||||||
T2 Hong Kong | 100/0 | HKD1.00 | 1 | |||||||
Hong Kong – 6 Dai Fu Street, Tai Po Industrial Estate, N.T. | ||||||||||
Unilever Hong Kong Limited | 64.55/35.45 | HKD0.10 | 1 | |||||||
Hong Kong – Suite 907, 9/F, Silvercord Tower 2, 30 Canton Road, Tsim Sha Tsui, Kowloon | ||||||||||
Hourglass Cosmetics Hong Kong Limited | 55.40/44.60 | No Par Value | 7 | |||||||
Hong Kong – Room 1808, 18/F, Tower II Admiralty Centre, 18 Harcourt Road, Admiralty | ||||||||||
Hong Kong CarverKorea Limited | 0/100 | HKD1.00 | 7 | |||||||
Hungary – 1138-Budapest, Váci u. 182 út121-127. | ||||||||||
Unilever Magyarország Kft | 0/100 | HUF1.00 | 1 | |||||||
India – Unilever House, B. D. Sawant Marg, Chakala, Andheri (E), Mumbai 400 099 | ||||||||||
Daverashola Estates Private Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Hindlever Trust Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Hindustan Unilever Limited° (67.19) | 0/67.19 | INR1.00 | 1 | |||||||
Jamnagar Properties Private Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Levers Associated Trust Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Levindra Trust Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Pond’s Exports Limited (67.19) | 0/67.19 | INR1.00 | 1 | |||||||
Unilever India Exports Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Unilever Industries Private Limited° | 0/100 | INR10.00 | 1 | |||||||
Unilever Ventures India Advisory Private Limited | 0/100 | INR1.00 | 1 | |||||||
India –S-327, Greater Kailash – II, New Delhi – 110048, Delhi | ||||||||||
Blueair India Pvt. Limited | 99.99/0.01 | INR10. 00 | 1 | |||||||
India – 1st Floor, Shreeniwas House, H. Somani Marg, (behind Bombay Gymkhana) Fort, Mumbai 40001 | ||||||||||
Lakme Lever Private Limited (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Indonesia – Grha Unilever, Green Office Park Kav 3, Jalan BSD Boulevard Barat, BSD City, Tangerang, 15345 | ||||||||||
PT Unilever Indonesia Tbk (84.99) | 54.86/30.13 | IDR10.00 | 1 | |||||||
PT Unilever Enterprises Indonesia (99.26) | 64.07/35.19 | IDR1,000.00 | 1 | |||||||
PT Unilever Trading Indonesia | 100/0 | IDR1,003,875.00 | 1 | |||||||
Indonesia – KEK Sei Mangkei, Nagori Sei Mangkei, Kecamatan Bosar Maligas, Kabupaten | ||||||||||
Simalungun 21183, Sumatera Utara | ||||||||||
PT Unilever Oleochemical Indonesia | 100/0 | IDR1,000,000.00 | 1 | |||||||
Iran – No. 23, Corner of 3rd Street, Zagros Street, Argentina Square, Tehran | ||||||||||
Unilever Iran (Private Joint Stock Company) (99.35) | 99.35/0 | IRR1,000,000.00 | 1 | |||||||
Ireland – 20 Riverwalk, National Digital Park, Citywest Business Campus Dublin 24 | ||||||||||
Lipton Soft Drinks (Ireland) Limited | 0/100 | EUR1.26 | 1 | |||||||
Unilever Ireland (Holdings) Limited | 0/100 | EUR1.26 | 1 | |||||||
Unilever Ireland Limited | 0/100 | EUR1.26 | 1 | |||||||
Isle of Man – Bridge Chambers, West Quay, Ramsey, Isle of Man, IM8 1DL | ||||||||||
Rational International Enterprises Limited | 0/100 | USD100 | 1 | |||||||
Israel – 3 Gilboa St. Airport City, Ben Gurion Airport | ||||||||||
Beigel & Beigel Mazon (1985) Limited | 12.80/87.20 | ILS1.00 | 1 | |||||||
Israel – 52 Julius Simon Street, Haifa, 3296279 | ||||||||||
Bestfoods TAMI Holdings Ltd | 25.11/74.89 | ILS0.001 | 1 | |||||||
Israel Vegetable Oil Company Ltd | 25.11/74.89 | ILS0.0001 | 1 | |||||||
Unilever Israel Foods Ltd | 25.11/74.89 | ILS0.10 | 35 | |||||||
25.11/74.89 | ILS0.10 | 79 | ||||||||
25.11/74.89 | ILS0.10 | 17 | ||||||||
25.11/74.89 | ILS0.0002 | 25 | ||||||||
Unilever Israel Home and Personal Care Limited | 0/100 | ILS1.00 | 1 | |||||||
Unilever Israel Marketing Ltd | 25.11/74.89 | ILS0.0001 | 1 | |||||||
Unilever Shefa Israel Ltd | 25.11/74.89 | ILS1.00 | 1 | |||||||
Israel – Haharoshet 1, PO Box 2288, Akko, 2451704 | ||||||||||
Glidat Strauss Limited | 0/100 | ILS1.00 | 30 | |||||||
0/100 | ILS1.00 | 1 | ||||||||
0/0 | ILS1.00 | 31 | ||||||||
Italy – Piazza Paleocapa 1/D, 10100, Torino | ||||||||||
Gromart S.R.L. | 100/0 | EUR1,815,800.00 | 5 | |||||||
Italy – Via Crea 10, 10095, Grugliasco | ||||||||||
G.L.L. S.R.L. (51) | 51/0 | EUR40,000.00 | 5 | |||||||
Italy – Via Roma 101, 35122, Padova | ||||||||||
Grom-PD S.R.L. | 100/0 | EUR40,000.00 | 5 | |||||||
Italy - Via Tortona 25, cap 20144 – Milano | ||||||||||
Intuiskin S.R.L. | 100/0 | EUR10,000.00 | 1 | |||||||
Italy – Piazzale Biancamano n.8, 20121, Milano | ||||||||||
Unilever Italia Administrative Services S.R.L. | 100/0 | EUR70,000.00 | 5 | |||||||
Italy – Via Paolo di Dono 3/A 00142 Roma | ||||||||||
Unilever Italia Logistics S.R.L. | 100/0 | EUR600,000.00 | 5 |
140 | Group Companies | Annual Report on Form 20-F 2018 |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
Unilever Italia Manufacturing S.R.L. | 100/0 | EUR10,000,000.00 | 5 | |||||||
Unilever Italia Mkt Operations S.R.L. | 100/0 | EUR25,000,000.00 | 5 | |||||||
Unilever Italy Holdings S.R.L. | 100/0 | EUR200,000.00 | 5 | |||||||
Italy – Business Center Monte Napoleone, Via Monte Napoleone 8, 20121 – Milano | ||||||||||
UPD Italia | 100/0 | EUR 10,000.00 | 5 | |||||||
Japan –2-1-1, Kamimeguro,Meguro-ku, Tokyo153-8578 | ||||||||||
Unilever Japan Beverage K.K. | 100/0 | JPY50,000.00 | 1 | |||||||
Unilever Japan Customer Marketing K.K. | 100/0 | JPY50,000.00 | 1 | |||||||
Unilever Japan Holdings K.K. | 100/0 | JPY10,000.00 | 1 | |||||||
Unilever Japan K.K. | 100/0 | JPY50,000.00 | 1 | |||||||
Unilever Japan Service K.K. | 100/0 | JPY50,000.00 | 1 | |||||||
Jersey – 13 Castle Street, St Helier, Jersey, JE4 5UT | ||||||||||
Unilever Chile Investments Limited | 64.55/35.45 | GBP1.00 | 1 | |||||||
Jordan – Amman | ||||||||||
Unilever Jordan LLC | 100/0 | JOD10.00 | 1 | |||||||
Kazakhstan – Raimbek, Avenue 160 A, Office 401, Almaty | ||||||||||
Unilever Kazakhstan LLP | 100/0 | 4 | ||||||||
Kenya – Head Office, Kericho-Nakuru Road, P.O. BOX 20, 20200, Kericho | ||||||||||
Brooke Bond Mombasa Limited (98.20) | 0/98.20 | KES1.00 | 1 | |||||||
Mabroukie Tea & Coffee Estates Limited (98.20) | 0/98.20 | KES1.00 | 1 | |||||||
The Limuru Tea Company Limited (51.08) | 0/51.08 | KES20.00 | 1 | |||||||
Unilever Tea Kenya Limited (98.20) | 0/98.20 | KES1.00 | 1 | |||||||
Kenya – Commercial Street, Industrial Area, P.O. BOX 30062-00100, Nairobi | ||||||||||
Unilever Kenya Limited° | 0/100 | KES20.00 | 1 | |||||||
Korea – 443Taeheran-ro, Samsung-dong,Kangnam-gu, Seoul | ||||||||||
Unilever Korea Chusik Hoesa | 100/0 | KRW10,000.00 | 1 | |||||||
100/0 | KRW10,000.00 | 14 | ||||||||
Korea – 81, Tojeong31-gil,Mapo-gu, Seoul | ||||||||||
Carver Korea Co., Ltd | 0/100 | KRW500.00 | 7 | |||||||
Laos – Viengvang Tower, 4th Floor, Room no. 402A, Boulichan Road, Dongpalan Thong Village, Sisattanak District, Vientiane Capital | ||||||||||
Unilever Services (Lao) Sole Co Limited | 100/0 | LAK800,000.00 | 1 | |||||||
Latvia – Kronvalda bulvāris3-10, Rīga,LV-1010 | ||||||||||
Unilever Baltic LLC | 100/0 | EUR1.00 | 1 | |||||||
Lebanon – Sin El Fil, Zakher Building, Floor 4, Beirut | ||||||||||
Unilever Levant s.a.r.l. | 100/0 | LBP1,000,000.00 | 1 | |||||||
Lithuania – Skuodo st. 28, Mazeikiai,LT-89100 | ||||||||||
UAB Unilever Lietuva distribucija | 100/0 | EUR3,620.25 | 1 | |||||||
UAB Unilever Lietuva ledu gamyba | 100/0 | EUR3,620.25 | 1 | |||||||
Malawi – Room 33, Gateway Mall, Area 47, Lilongwe Malawi | ||||||||||
Unilever South East Africa (Private) Limited | 0/100 | MWK2.00 | 1 | |||||||
Malaysia – Level 34, Menara TM, Jalan Pantai Baru, 59200 Kuala Lumpur | ||||||||||
Unilever (Malaysia) Holdings Sdn. Bhd. (70) | 0/70 | No Par Value | 1 | |||||||
Unilever (Malaysia) Services Sdn. Bhd. (70) | 0/70 | No Par Value | 1 | |||||||
Unilever Foods (Malaysia) Sdn. Bhd. | 0/100 | No Par Value | 1 | |||||||
Unilever Malaysia Aviance Sdn. Bhd. | 0/100 | No Par ValueB | 1 | |||||||
Mexico – Av. Tepalcapa No.2, Col. Rancho Santo Domingo, C.P. 54900 Tultitlán, Estado de México | ||||||||||
Unilever de Mexico S.de R.l. de C.V. | 64.55/35.45 | 4 | ||||||||
Unilever Holding Mexico S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||||
Unilever Manufacturera S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||||
Servicios Professionales Unilever S.de R.L. de C.V. 64.55/35.45 | 4 | |||||||||
Unilever Mexicana S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||||
Unilever Real Estate Mexico S.de R.L. de C.V. | 64.55/35.45 | 4 | ||||||||
Unilever Servicios de Promotoria, S.de R.L. de C.V. 64.55/35.45 | 4 | |||||||||
Morocco – Km 10, Route Cotiere, Ain Sebaa, Casablanca | ||||||||||
Unilever Maghreb S.A. (99.98) | 99.98/0 | MAD100.00 | 1 | |||||||
Mozambique – Avenida 24 de Julho, Edifício 24, nº 1097, 4º andar, Maputo | ||||||||||
Unilever Mocambique Limitada | 100/0 | USD0.01 | 1 | |||||||
Myanmar – No (40,41,47), Min Thate Hti Kyaw Swar Street, 39 Ward, Shwe Pyi Thar Industrial Zone (2), Shwe Pyi Thar Township, Yangon | ||||||||||
Unilever (Myanmar) Limited | 100/0 | MMK8,200.00 | 1 | |||||||
Myanmar – No (196), West Shwe Gone Dine 5th Street, Bahan Township, Yangon | ||||||||||
Unilever (Myanmar) Services Limited | 100/0 | USD10.00 | 1 | |||||||
Myanmar – Lot No.28,30,31, Hlaing Thar Yar Industrial Zone (3), Hlaing Thar Yar Township, Yangon | ||||||||||
Unilever EAC Myanmar Company Limited (60) | 60/0 | MAMK1,000,000.00 | 1 | |||||||
Nepal – Basamadi, Hetanda – 3, Makwanpur | ||||||||||
Unilever Nepal Limited (53.75) | 0/53.75 | NPR100.00 | 1 | |||||||
Netherlands- Weena 455, 3013 AL Rotterdam | ||||||||||
Alberto-Culver Netherlands B.V.* | 55.40/44.60 | EUR1.00 | 2 | |||||||
55.40/44.60 | EUR1.00 | 3 | ||||||||
Argentina Investments B.V.* | 64.55/35.45 | EUR454.00 | 1 | |||||||
BFO Holdings B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
BFO TWO B.V.* | 55.40/44.60 | EUR1.00 | 1 | |||||||
BrazH1 B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
BrazH2 B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Brazinvest B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Brazinvestee B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Chico-invest B.V.* | 64.55/35.45 | EUR455.00 | 1 | |||||||
Dollar Shave Club B.V.* | 100/0 | EUR1.00 | 1 |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
Doma B.V.* | 100/0 | NLG1,000.00 | 1 | |||||||
Handelmaatschappij Noorda B.V.°* | 100/0 | NLG1,000.00 | 1 | |||||||
Unilever Foods & Refreshments Global B.V.* | 100/0 | EUR453.78 | 1 | |||||||
Itaho B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Lipoma B.V.°* | 100/0 | NLG1,000.00 | 1 | |||||||
Marga B.V.°* | 100/0 | EUR1.00 | 1 | |||||||
Mavibel (Maatschappij voor Internationale Beleggingen) B.V.°* | 100/0 | EUR1.00 | 1 | |||||||
Mexinvest B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Mixhold B.V.* | 100/0 | EUR1.00 | 2 | |||||||
0/100 | EUR1.00 | 3 | ||||||||
55.40/44.60 | EUR1.00 | 26 | ||||||||
Naamlooze Vennootschap Elma°*† | 100/0 | NLG1,000.00 | 1 | |||||||
0.25/99.75 | NLG1,000.00 | 27 | ||||||||
New Asia B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Nommexar B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Ortiz Finance B.V.* | 64.55/35.45 | NLG100.00 | 1 | |||||||
Pabulum B.V.* | 100/0 | NLG1,000.00 | 1 | |||||||
Rizofoor B.V.* | 0/100 | NLG1,000.00 | 1 | |||||||
Rolf von den Baumen’s Vetsmelterij B.V.* | 100/0 | EUR454.00 | 1 | |||||||
Rolon B.V.* | 64.55/35.45 | NLG1,000.00 | 1 | |||||||
Saponia B.V.°* | 100/0 | NLG1,000.00 | 1 | |||||||
ThaiB1 B.V.* | 64.55/35.45 | NLG1,000.00 | 1 | |||||||
ThaiB2 B.V.* | 64.55/35.45 | NLG1,000.00 | 1 | |||||||
Unilever Administration Centre B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Alser B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Berran B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Canada Investments B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Unilever Caribbean Holdings B.V.* | 100/0 | EUR1,800.00 | 1 | |||||||
Unilever Corporate Holdings Nederland B.V. | 100/0 | EUR0.01 | 1 | |||||||
Unilever Employee Benefits Management B.V.* | 0/100 | NLG1,000.00 | 1 | |||||||
Unilever Employment Services B.V.* | 100/0 | NLG1,000.00 | 1 | |||||||
Unilever Europe B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Europe Business Center B.V.* | 100/0 | EUR454.00 | 1 | |||||||
100/0 | EUR454.00 | 14 | ||||||||
Unilever Finance International B.V.°* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Foodsolutions B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Global Services B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Holdings B.V.* | 100/0 | EUR454.00 | 1 | |||||||
Unilever Home & Personal Care Nederland B.V.* | 100/0 | EUR100.00 | 1 | |||||||
Unilever Indonesia Holding B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Unilever Netherlands Retail Operations B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Nederland Holdings B.V.°* | 100/0 | EUR454.00 | 1 | |||||||
Unilever Pilot B.V. | 100/0 | EUR1.00 | 1 | |||||||
Unilever Turkey Holdings B.V.* | 64.55/35.45 | EUR1.00 | 1 | |||||||
Unilever US Investments B.V.°* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Ventures Holdings B.V. | 100/0 | EUR453.79 | 1 | |||||||
Unilever UK Holdings B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever International Holdings B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever UK Holdings N.V.°* | 100/0 | EUR1.00 | 1 | |||||||
Unilever International Holdings N.V.°* | 100/0 | EUR1.00 | 1 | |||||||
Univest Company B.V. | 100/0 | EUR1.00 | 1 | |||||||
UNUS Holding B.V.* | 100/0 | EUR0.10 | 2 | |||||||
0/100 | EUR0.10 | 3 | ||||||||
0/0 | EUR0.10 | 28 | ||||||||
Non-voting† | ||||||||||
Verenigde Zeepfabrieken B.V.* | 100/0 | NLG1,000.00 | 1 | |||||||
Wemado B.V.°* | 100/0 | NLG1,000.00 | 1 | |||||||
Netherlands – Nassaukade 5, 3071 JL Rotterdam | ||||||||||
Tessa B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Nederland B.V.* | 100/0 | EUR454.00 | 1 | |||||||
Unilever Nederland Foods Factories B.V.* | 100/0 | EUR46.00 | 1 | |||||||
Netherlands – Reggeweg 15, 7447 AN Hellendoorn | ||||||||||
Ben en Jerry’s Hellendoorn B.V.* | 100/0 | EUR453.78 | 1 | |||||||
Netherlands – Deltaweg 150, 3133 KM Vlaardingen | ||||||||||
Lever Faberge Europe-Sourcing Unit Vlaardingen B.V.* | 100/0 | NLG1,000.00 | 1 | |||||||
Netherlands – Olivier van Noortlaan 120, 3133 AT Vlaardingen | ||||||||||
Unilever Research and Development Vlaardingen | 100/0 | EUR460.00 | 1 | |||||||
B.V.* | ||||||||||
Netherlands – Nassaukade 3, 3071 JL Rotterdam | ||||||||||
Unilever Nederland Services B.V.* | 100/0 | EUR460.00 | 1 | |||||||
Netherlands – Unilever House, 100 Victoria Embankment, London, EC4Y 0DY (Registered Seat: Rotterdam) | ||||||||||
Unilever Overseas Holdings B.V.* | 0/100 | NLG1,000.00 | 1 | |||||||
New Zealand – Level 4, 103 Carlton Gore Rd, Newmarket, Auckland 1023 | ||||||||||
T2 NZ Limited | 0/100 | NZD1.00 | 1 | |||||||
Unilever New Zealand Limited | 0/100 | NZD2.00 | 1 | |||||||
Unilever New Zealand Superannuation Trustee | ||||||||||
Limited | 0/100 | NZD1.00 | 1 | |||||||
Unilever New Zealand Trading Limited | 0/100 | NZD1.00 | 1 |
Annual Report on Form 20-F 2018 | Group Companies | 141 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUP COMPANIESCONTINUED
Name of Undertaking
| % holding NV /PLC
| Nominal Value
| Share Class Note
| |||||||
Limited | ||||||||||
Unilever New Zealand Trading Limited | 0/100 | NZD | 1.00 | 1 | ||||||
Ben & Jerry’s Franchising New Zealand Limited | 0/100 | NZD | 1.00 | 1 | ||||||
Nicaragua - Km 11.5, Carretera Vieja a León, 800 Mts Norte, 100 Mts Este, 300 Mts Norte, Managua | ||||||||||
Unilever de Centroamerica S.A. Nicaragua | 100/0 | NIC | 50.00 | 1 | ||||||
Niger - BP 10272 Niamey | ||||||||||
Unilever Niger S.A. (56.27) | 0/56.27 | XOF | 10,000.00 | 1 | ||||||
Nigeria - 1 Billings Way, Oregun, Ikeja, Lagos | ||||||||||
Unilever Nigeria Plc (67.70) | 0/67.70 | NGN | 0.50 | 1 | ||||||
West Africa Popular Foods Nigeria Limited (51) | 0/51 | NGN | 1.00 | 1 | ||||||
Norway - Martin Linges vei 25, Postbox 1, 1331 Fornebu | ||||||||||
Unilever Norge AS | 100/0 | NOK | 100.00 | 1 | ||||||
Pakistan - Avari Plaza, Fatima Jinnah Road, Karachi – 75530 | ||||||||||
Lever Associated Pakistan Trust (Private) Limited | 0/100 | PKR | 10.00 | 1 | ||||||
Lever Chemicals (Private) Limited | 0/100 | PKR | 10.00 | 1 | ||||||
Sadiq (Private) Limited | 0/100 | PKR | 10.00 | 1 | ||||||
Unilever Birds Eye Foods Pakistan (Private) Limited | 0/100 | PKR | 10.00 | 1 | ||||||
Unilever Pakistan Foods Limited (75.85) | 42.02/33.83 | PKR | 10.00 | 1 | ||||||
Unilever Pakistan Limited (99.19) | 0/ 99.19 | PKR | 50.00 | 1 | ||||||
(71.78) | 0/ 71.78 | PKR | 100.00 | 14 | ||||||
Palestine - Ersal St. Awad Center P.O.B 3801 Al-Beireh, Ramallah | ||||||||||
Unilever Market Development Company | 0/100 | ILS | 1.00 | 1 | ||||||
Panama - Punta Pacífica, Calle Isaac Hanono Missri, P.H. Torre de las Américas, Torre C, Oficina 32, corregimiento de San Francisco, Distrito y Provincia de Panamá | ||||||||||
Unilever Regional Services Panama S.A. | 100/0 | USD | 1.00 | 1 | ||||||
Panama - Calle Isaac Honoro, Torre de las Americas, torre C, piso 32, corregimiento de San Francisco, distrito y provincia de Panamá | ||||||||||
Unilever de Centroamerica S.A. Panama | 100/0 | No Nominal Value | ||||||||
Paraguay - 4544 Roque Centurión Miranda N° 1635 casi San Martin. Edificio Aymac II, Asunción | ||||||||||
Unilever de Paraguay S.A. | 100/0 | PYG | 1,000,000.00 | 1 | ||||||
Peru - Av. Paseo de la Republica 5895 OF. 401, Miraflores, Lima 18 | ||||||||||
Unilever Andina Perú S.A. | 100/0 | PEN | 1.00 | 1 | ||||||
Philippines - Linares Road, Gateway Business Park, Gen. Trias, Cavite | ||||||||||
Metrolab Industries, Inc. | 64.55/35.45 | PHP | 1.00 | 7 | ||||||
64.55/35.45 | PHP | 10.00 | 14 | |||||||
Philippines - 7th Floor, Bonifacio Stopover Corporate Center, 31st Street corner 2nd Avenue, Bonifacio Global City, Taguig City | ||||||||||
Unilever Philippines, Inc. | 64.55/35.45 | PHP | 50.00 | 7 | ||||||
Philippines - 11th Avenue corner 39th Street, Bonifacio Triangle, Bonifacio Global City, Taguig City | ||||||||||
Unilever Philippines Body Care, Inc. | 64.55/35.45 | PHP | 100.00 | 7 | ||||||
Philippines - Manggahan Light Industrial Compound, A. Rodriguez Avenue, Bo. Manggahan, Pasig City | ||||||||||
Unilever RFM Ice Cream, Inc. (50) | 32.28/17.72 | PHP | 1.00 | 29 | ||||||
Poland - Jerozolimskie 134,02-305, Warszawa | ||||||||||
Unilever Polska Sp. z o.o. | 0/100 | PLN | 50.00 | 1 | ||||||
Unilever Poland Services Sp. z o.o. | 0/100 | PLN | 50.00 | 1 | ||||||
UNILEVER POLSKA S.A. | 0/100 | PLN | 10.00 | 1 | ||||||
Unilever BCS Polska Sp. z o.o. | 55.40/44.60 | PLN | 50.00 | 1 | ||||||
Unilever BCS Polska Holding Sp. z o.o. | 0/100 | PLN | 50.00 | 1 | ||||||
Puerto Rico - Professional Services Park 997, San Roberto St., Suite 7, San Juan | ||||||||||
Unilever de Puerto Rico, Inc° | 100/0 | USD | 100.00 | 1 | ||||||
Rwanda - Nyarugenge, Nyarungenge, Umujyi wa Kigali, Rwanda, P.O. BOX 6428 Kigali | ||||||||||
Unilever Tea Rwanda Limited | 0/100 | RWF | 4270.00 | 1 | ||||||
Romania - Ploiesti, 291 Republicii Avenue, Prahova County | ||||||||||
Unilever Romania S.A. (99) | 99/0 | ROL | 0.10 | 1 | ||||||
Unilever Distribution SRL | 100/0 | ROL | 20.00 | 1 | ||||||
Unilever BCS SCE SRL | 55.40/44.60 | ROL | 10.00 | 1 | ||||||
Unilever South Central Europe S.A. | 100/0 | ROL | 260.50 | 1 | ||||||
Russia - 644031, 205, 10 let Oktyabrya, Omsk | ||||||||||
Inmarko Trade LLC | 7.12/92.88 | 13 | ||||||||
Russia - 300016, 78, Ostrovskogo Street, Tula | ||||||||||
JLLC Tulskiy Khladokombinat (98.29) | 6.99/91.29 | RUR | 1.00 | 1 | ||||||
Russia - 123022, 13, Sergeya Makeeva Street, Moscow | ||||||||||
OOO UNILEVER RUS | 7.12/92.88 | 13 | ||||||||
Saudi Arabia - P.O. Box 5694, Jeddah 21432 | ||||||||||
Binzagr Unilever Limitedx (49) | 0/49 | SAR | 1,000.00 | 1 | ||||||
Serbia - Belgrade, Serbia, Omladinskih brigada 90b – Novi Beograd | ||||||||||
Unilever Beograd d.o.o. | 100/0 | 13 | ||||||||
Singapore - 20E Pasir Panjang Road,#06-22 Mapletree Business City, 117439 | ||||||||||
T2 Singapore PTE Limited | 0/100 | SGD | 1.00 | 1 | ||||||
Singapore - 20 Pasir Panjang Road,#06-22 Mapletree Business City, 117439 | ||||||||||
UNILEVER ASIA PRIVATE LIMITED | 100/0 | SGD | 1.00 | 1 | ||||||
Unilever Singapore Pte. Limited | 0/100 | SGD | 1.00 | 1 | ||||||
Slovakia - Karadzicova 10, 821 08 Bratislava | ||||||||||
Unilever BCS Slovensko, spol. s r.o. | 55.40/44.60 | EUR | 1.00 | 1 | ||||||
Unilever Slovensko spol. s r.o. | 100/0 | EUR | 1.00 | 1 | ||||||
South Africa-15 Nollsworth Crescent, Nollsworth Park, La Lucia Ridge Office Estate, La Lucia, 4051 | ||||||||||
Nollsworth Park Properties (Pty) Limited (74.25) | 11.21/63.04 | ZAR | 2.00 | 1 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||||
Ben & Jerry’s Franchising New Zealand Limited | 0/100 | No Par Value | 1 | |||||||
Nicaragua – Km 11.5, Carretera Vieja a León, 800 Mts Norte, 100 Mts Este, 300 Mts Norte, Managua | ||||||||||
Unilever de Centroamerica S.A. | 100/0 | NIC50.00 | 1 | |||||||
Niger – BP 10272 Niamey | ||||||||||
Unilever Niger S.A. (56.27) | 0/56.27 | XOF10,000.00 | 1 | |||||||
Nigeria – 1 Billings Way, Oregun, Ikeja, Lagos | ||||||||||
Unilever Nigeria Plc (67.90) | 0/67.90 | NGN0.50 | 1 | |||||||
West Africa Popular Foods Nigeria Limited (51) | 0/51 | NGN1.00 | 1 | |||||||
Norway – Martin Linges vei 25, Postbox 1, 1331 Fornebu | ||||||||||
Unilever Norge AS | 100/0 | NOK100.00 | 1 | |||||||
Pakistan – Avari Plaza, Fatima Jinnah Road, Karachi – 75530 | ||||||||||
Lever Associated Pakistan Trust (Private) Limited | 0/100 | PKR10.00 | 1 | |||||||
Lever Chemicals (Private) Limited | 0/100 | PKR10.00 | 1 | |||||||
Sadiq (Private) Limited | 0/100 | PKR10.00 | 1 | |||||||
Unilever Birds Eye Foods Pakistan (Private) Limited | 0/100 | PKR10.00 | 1 | |||||||
Unilever Pakistan Foods Limited (76.50) | 42.38/34.12 | PKR10.00 | 1 | |||||||
Unilever Pakistan Limited (99.23) | 0/99.23 | PKR50.00 | 1 | |||||||
(71.78) | 0/71.78 | PKR100.00 | 14 | |||||||
Palestine – Ersal St. Awad Center P.O.B 3801Al-Beireh, Ramallah | ||||||||||
Unilever Market Development Company | 0/100 | ILS1.00 | 1 | |||||||
Panama – Punta Pacífica, Calle Isaac Hanoro Missri, P.H. Torre de las Américas, Torre C, Oficina 32, corregimiento de San Francisco, Distrito y Provincia de Panamá | ||||||||||
Unilever Regional Services Panama S.A. | 100/0 | USD1.00 | 1 | |||||||
Panama – Calle Isaac Honoro, Torre de las Americas, torre C, piso 32, corregimiento de San Francisco, distrito y provincia de Panamá | ||||||||||
Unilever de Centroamerica S.A. | 100/0 | No Par Value | 1 | |||||||
Paraguay – 4544 Roque Centurión Miranda N° 1635 casi San Martin. Edificio Aymac II, Asunción | ||||||||||
Unilever de Paraguay S.A. | 100/0 | PYG1,000,000.00 | 1 | |||||||
Peru – Av. Paseo de la Republica 5895 OF. 401, Miraflores, Lima 18 | ||||||||||
Unilever Andina Perú S.A. | 100/0 | PEN1.00 | 1 | |||||||
Philippines – Linares Road, Gateway Business Park, Gen. Trias, Cavite | ||||||||||
Metrolab Industries, Inc. | 64.55/35.45 | PHP1.00 | 7 | |||||||
64.55/35.45 | PHP10.00 | 14 | ||||||||
Philippines – 7th Floor, Bonifacio Stopover Corporate Center, 31st Street corner 2nd Avenue, Bonifacio Global City, Taguig City | ||||||||||
Unilever Philippines, Inc. | 64.55/35.45 | PHP50.00 | 7 | |||||||
Philippines – 11th Avenue corner 39th Street, Bonifacio Triangle, Bonifacio Global City, Taguig City | ||||||||||
Unilever Philippines Body Care, Inc. | 64.55/35.45 | PHP100.00 | 7 | |||||||
Philippines – Manggahan Light Industrial Compound, A. Rodriguez Avenue, Bo. Manggahan, Pasig City | ||||||||||
Unilever RFM Ice Cream, Inc. (50) | 32.28/17.72 | PHP1.00 | 29 | |||||||
Poland – Jerozolimskie 134,02-305, Warszawa | ||||||||||
Unilever Polska Sp. z o.o. | 0/100 | PLN50.00 | 1 | |||||||
Unilever Poland Services Sp. z o.o. | 0/100 | PLN50.00 | 1 | |||||||
Unilever Polska S.A. | 0/100 | PLN10.00 | 1 | |||||||
Puerto Rico – Professional Services Park 997, San Roberto St., Suite 7, San Juan | ||||||||||
Unilever de Puerto Rico, Inc° | 100/0 | USD100.00 | 1 | |||||||
Rwanda – Nyarugenge, Nyarungenge, Umujyi wa Kigali, Rwanda, P.O. BOX 6428 Kigali | ||||||||||
Unilever Tea Rwanda Limited | 0/100 | RWF4270.00 | 1 | |||||||
Romania – Ploiesti, 291 Republicii Avenue, Prahova County | ||||||||||
Unilever Romania S.A. (99) | 99/0 | ROL0.10 | 1 | |||||||
Unilever Distribution SRL | 100/0 | ROL20.00 | 1 | |||||||
Unilever South Central Europe S.A. | 100/0 | ROL260.50 | 1 | |||||||
Betty Ice SRL | 100/0 | RON10.00 | 1 | |||||||
Russia – 644031, 205, 10 let Oktyabrya, Omsk | ||||||||||
Inmarko Trade LLC | 11.89/88.11 | 13 | ||||||||
Russia – 123022, 13, Sergeya Makeeva Street, Moscow | ||||||||||
OOO Unilever Rus | 11.89/88.11 | 13 | ||||||||
Saudi Arabia – P.O. Box 5694, Jeddah 21432 | ||||||||||
Binzagr Unilever LimitedX(49) | 0/49 | SAR1,000.00 | 1 | |||||||
Saudi Arabia – 8770 King Abudlaziz Branch Road, Ash Shati, Jeddah 23514-3261 | ||||||||||
Binzagr Unilever Distribution (73.50) | 24.50/49 | SAR1,000.00 | 1 | |||||||
Serbia – Belgrade, Serbia, Omladinskih brigada 90b – Novi Beograd | ||||||||||
Unilever Beograd d.o.o. | 100/0 | 13 | ||||||||
Singapore – 20E Pasir Panjang Road,#06-22 Mapletree Business City, 117439 | ||||||||||
T2 Singapore PTE Limited | 0/100 | SGD1.00 | 1 | |||||||
Singapore – 20 Pasir Panjang Road,#06-22 Mapletree Business City, 117439 | ||||||||||
Unilever Asia Private Limited | 100/0 | SGD1.00 | 1 | |||||||
Unilever Singapore Pte. Limited | 0/100 | SGD1.00 | 1 | |||||||
UPD Singapore Private Limited | 100/0 | SGD1.00 | 1 | |||||||
Slovakia – Karadzicova 10, 821 08 Bratislava | ||||||||||
Unilever Slovensko spol. s r.o. | 100/0 | EUR1.00 | 1 | |||||||
South Africa-15 Nollsworth Crescent, Nollsworth Park, La Lucia Ridge Office Estate, La Lucia, 4051 | ||||||||||
Nollsworth Park Properties (Pty) Limited | 8.98/91.02 | ZAR2.00 | 1 | |||||||
Unilever Market Development (Pty) Limited | 0/100 | ZAR1.00 | 1 | |||||||
Unilever South Africa (Pty) Limited | 8.98/91.02 | ZAR2.00 | 1 | |||||||
Unilever South Africa Holdings (Pty) Limited | 13.53/86.47 | ZAR1.00 | 1 |
Name of Undertaking
| % holding NV /PLC
| Nominal Value
| Share Class Note
| |||||||
Unilever Market Development (Pty) Limited | 0/100 | ZAR | 1.00 | 1 | ||||||
UNILEVER SOUTH AFRICA (PTY) LIMITED | 11.21/63.04 | ZAR | 2.00 | 1 | ||||||
(74.25) | ||||||||||
Unilever South Africa Holdings (Pty) Limitedr | 11.21/63.04 | ZAR | 1.00 | 1 | ||||||
(74.25) | ||||||||||
(0.02) | 0.005/0.015 | ZAR | 1.00 | 2 | ||||||
(0.009) | 0.002/0.007 | ZAR | 1.00 | 3 | ||||||
South Africa – 4 Merchant Place, CNR Fredman Drive and Rivonia Road Sandton, 2196 | ||||||||||
Aconcagua 14 Investments (RF) (Pty) Limited (74.25) | 11.21/63.04 | ZAR | 1.00 | 1 | ||||||
Spain - PA / Reding, 43, Izda 1, 29016 Malaga | ||||||||||
Intuiskin S.L.U. | 100/0 | EUR | 1.00 | 1 | ||||||
Spain - C/ Tecnología 19, 08840 Viladecans | ||||||||||
Unilever BCS Spain, S.L.U. | 55.40/44.60 | EUR | 1.00 | 1 | ||||||
UNILEVER ESPANA S.A. | 100/0 | EUR | 48.00 | 1 | ||||||
Unilever Services Espana S.A. | 100/0 | EUR | 60.00 | 1 | ||||||
Spain - C/ Felipe del Río, 14 – 48940 Leioa | ||||||||||
Unilever Foods Industrial Espana, S.L.U. | 100/0 | EUR | 600.00 | 1 | ||||||
Spain - C/Condesa de Venadito 1, planta 4, 28028 Madrid | ||||||||||
Unilever HPC Industrial Espana S.L.U. | 100/0 | EUR | 600.00 | 1 | ||||||
Sri Lanka - 258 M Vincent Perera Mawatha, Colombo 14 | ||||||||||
Brooke Bond Ceylon Limited | 0/100 | LKR | 100.00 | 1 | ||||||
Ceytea Limited | 0/100 | LKR | 10.00 | 1 | ||||||
Lever Brothers (Exports and Marketing) Limited° | 0/100 | LKR | 2.00 | 1 | ||||||
Maddema Trading Co. Limited | 0/100 | LKR | 10.00 | 1 | ||||||
Premium Exports Ceylon (Pvt) Limited | 0/100 | LKR | 10.00 | 1 | ||||||
R.O. Mennell & Co. (Ceylon) Limited | 0/100 | LKR | 10.00 | 1 | ||||||
Tea Estates Ceylon Limited | 0/100 | LKR | 100.00 | 1 | ||||||
Unilever Ceylon Services Limited | 0/100 | LKR | 10.00 | 1 | ||||||
Unilever Ceylon Marketing Limited | 0/100 | LKR | 10.00 | 1 | ||||||
Unilever Lipton Ceylon Limited | 0/100 | LKR | 10.00 | 1 | ||||||
Unilever Sri Lanka Limited° | 0/100 | LKR | 10.00 | 1 | ||||||
Sweden - Box 1056, Svetsarevaegen15, 17122, Solna | ||||||||||
Alberto Culver AB | 55.40/44.60 | SEK | 100.00 | 1 | ||||||
Unilever BCS Sourcing Sweden AB | 55.40/44.60 | SEK | 1.00 | 1 | ||||||
Unilever BCS Sweden AB | 55.40/44.60 | SEK | 1.00 | 1 | ||||||
Unilever Holding AB | 100/0 | SEK | 100.00 | 1 | ||||||
Unilever Produktion AB | 100/0 | SEK | 50.00 | 1 | ||||||
UNILEVER SVERIGE AB | 100/0 | SEK | 100.00 | 1 | ||||||
Sweden -Karlavagen 108, 115 26 Stockholm | ||||||||||
Blueair AB | 100/0 | SEK | 100.00 | 1 | ||||||
Sweden - Box 24275, 10451, Stockholm | ||||||||||
Blueair Cabin Air AB | 100/0 | SEK | 100.00 | 1 | ||||||
Sweden - Karlavagen 108, 115 26, Stockholm | ||||||||||
Jonborsten AB | 100/0 | SEK | 1.00 | 1 | ||||||
Switzerland - Chemin Frank-Thomas 34, 1208 Genève | ||||||||||
Intuiskin SARL (In Liquidation) | 100/0 | CHF | 100.00 | 1 | ||||||
Switzerland - Bahnhofstrasse 19, CH 8240 Thayngen | ||||||||||
Knorr-Nährmittel Aktiengesellschaft | 100/0 | CHF | 1,000.00 | 1 | ||||||
UNILEVER SCHWEIZ GMBH | 100/0 | CHF | 100,000.00 | 1 | ||||||
Unilever BCS Schweiz GmbH | 55.40/44.60 | CHF | 100.00 | 1 | ||||||
Switzerland - Spitalstrasse 5, 8201, Schaffhausen | ||||||||||
UNILEVER SUPPLY CHAIN COMPANY AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
Switzerland - Spitalstrasse 5, 8200, Schaffhausen | ||||||||||
UNILEVER ASCC AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
UNILEVER FINANCE INTERNATIONAL AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
Unilever Business and Marketing Support AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
Unilever Overseas Holdings AG | 0/100 | CHF | 1,000.00 | 1 | ||||||
Unilever Schaffhausen Service AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
Unilever Swiss Holdings AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
Switzerland - Hinterbergstr. 30,CH-6312 Steinhausen | ||||||||||
Oswald Nahrungsmittel GmbH | 100/0 | CHF | 800,000.00 | 1 | ||||||
Switzerland - Schochenmühlestrasse 2, 6340 Baar | ||||||||||
Unilever Reinsurance AG | 100/0 | CHF | 1,000.00 | 1 | ||||||
Taiwan - 3F., No. 550, Sec. 4, Zhongxiao East Rd., Xinyi District, Taipei City | ||||||||||
Unilever Taiwan Limited (99.92) | 64.50/35.42 | TWD | 10.00 | 1 | ||||||
Tanzania - Plot No.4A Pugu Road, Dar Es Salaam | ||||||||||
Distan Limited | 0/100 | TZS | 20.00 | 1 | ||||||
UAC of Tanzania Limited | 0/100 | TZS | 20.00 | 1 | ||||||
Uniafric Trust Tanzania Limited | 0/100 | TZS | 20.00 | 1 | ||||||
Unilever Tanzania Limited | 0/100 | TZS | 20.00 | 1 | ||||||
Tanzania - P.O. Box 40, Mufindi | ||||||||||
Unilever Tea Tanzania Limited | 0/100 | TZS | 20.00 | 1 | ||||||
Thailand - 161 Rama 9 Road, Huay Kwang, Bangkok 10310 | ||||||||||
Unilever Thai Holdings Limited | 64.55/35.45 | THB | 100.00 | 1 | ||||||
Unilever Thai Services Limited | 64.55/35.45 | THB | 100.00 | 1 | ||||||
UNILEVER THAI TRADING LIMITED | 64.55/35.45 | THB | 100.00 | 1 | ||||||
Trinidad & Tobago - Eastern Main Road, Champs Fleurs | ||||||||||
Unilever Caribbean Limited (50.01) | 0/50.01 | TTD | 1.00 | 1 | ||||||
Tunisia - Z.I. VoieZ4-2014 Mégrine Erriadh – Tunis | ||||||||||
Unilever Tunisia S.A. (97.61) | 97.61/0 | TND | 6.00 | 1 |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
25.10/74.90 | ZAR1.00 | 2 | ||||||||
0/100 | ZAR1.00 | 3 | ||||||||
South Africa – 4 Merchant Place, CNR Fredman Drive and Rivonia Road Sandton, 2196 | ||||||||||
Aconcagua 14 Investments (RF) (Pty) Limited (74.25) | 8.98/91.02 | ZAR1.00 | 1 | |||||||
Spain – PA / Reding, 43, Izda 1, 29016 Malaga | ||||||||||
Intuiskin S.L.U. | 100/0 | EUR1.00 | 1 | |||||||
Spain – C/ Tecnología 19, 08840 Viladecans | ||||||||||
Unilever Espana S.A. | 100/0 | EUR48.00 | 1 | |||||||
Unilever Services Espana S.A. | 100/0 | EUR60.00 | 1 | |||||||
Spain – C/ Felipe del Río, 14 – 48940 Leioa | ||||||||||
Unilever Foods Industrial Espana, S.L.U. | 100/0 | EUR600.00 | 1 | |||||||
Spain – C/Condesa de Venadito 1, planta 4, 28028 Madrid | ||||||||||
Unilever HPC Industrial Espana S.L.U. | 100/0 | EUR600.00 | 1 | |||||||
Sri Lanka – 258 M Vincent Perera Mawatha, Colombo 14 | ||||||||||
Brooke Bond Ceylon Limited | 0/100 | LKR100.00 | 1 | |||||||
Ceytea Limited | 0/100 | LKR10.00 | 1 | |||||||
Lever Brothers (Exports and Marketing) Limited° | 0/100 | LKR2.00 | 1 | |||||||
Maddema Trading Co. Limited | 0/100 | LKR10.00 | 1 | |||||||
Premium Exports Ceylon (Pvt) Limited | 0/100 | LKR10.00 | 1 | |||||||
R.O. Mennell & Co. (Ceylon) Limited | 0/100 | LKR10.00 | 1 | |||||||
Unilever Ceylon Services Limited | 0/100 | LKR10.00 | 1 | |||||||
Unilever Lipton Ceylon Limited | 0/100 | LKR10.00 | 1 | |||||||
Unilever Sri Lanka Limited° | 0/100 | LKR10.00 | 1 | |||||||
Sweden – Box 1056, Svetsarevägen 15, 171 22, Solna Stockholm | ||||||||||
Alberto Culver AB | 55.40/44.60 | SEK100.00 | 1 | |||||||
Unilever Holding AB | 100/0 | SEK100.00 | 1 | |||||||
Unilever Produktion AB | 100/0 | SEK50.00 | 1 | |||||||
Unilever Sverige AB | 100/0 | SEK100.00 | 1 | |||||||
Sweden -Karlavagen 108, 115 26 Stockholm | ||||||||||
Blueair AB | 100/0 | SEK100.00 | 1 | |||||||
Blueair Cabin Air AB | 100/0 | SEK100.00 | 1 | |||||||
Sweden – Karlavagen 108, 115 26, Stockholm | ||||||||||
Jonborsten AB | 100/0 | SEK1.00 | 1 | |||||||
Switzerland – Chemin Frank-Thomas 34, 1208 Genève | ||||||||||
Intuiskin SARL (In Liquidation) | 100/0 | CHF100.00 | 1 | |||||||
Switzerland – Bahnhofstrasse 19, CH 8240 Thayngen | ||||||||||
Knorr-Nährmittel Aktiengesellschaft | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever Schweiz Gmbh | 100/0 | CHF100,000.00 | 1 | |||||||
Switzerland – Spitalstrasse 5, 8200, Schaffhausen | ||||||||||
Helmsman Capital AG | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever Supply Chain Company AG | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever ASCC AG | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever Finance International AG | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever Business and Marketing Support AG | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever Overseas Holdings AG | 0/100 | CHF1,000.00 | 1 | |||||||
Unilever Schaffhausen Service AG | 100/0 | CHF1,000.00 | 1 | |||||||
Unilever Swiss Holdings AG | 100/0 | CHF1,000.00 | 1 | |||||||
Switzerland – Hinterbergstr. 30,CH-6312 Steinhausen | ||||||||||
Oswald Nahrungsmittel GmbH | 100/0 | CHF800,000.00 | 1 | |||||||
Switzerland – Schochenmühlestrasse 2, 6340 Baar | ||||||||||
Unilever Reinsurance AG | 100/0 | CHF1,000.00 | 1 | |||||||
Taiwan – 3F., No. 550, Sec. 4, Zhongxiao East Rd., Xinyi District, Taipei City | ||||||||||
Unilever Taiwan Limited (99.92) | 64.50/35.42 | TWD10.00 | 1 | |||||||
Tanzania – Plot No.4A Pugu Road, Dar Es Salaam | ||||||||||
Distan Limited | 0/100 | TZS20.00 | 1 | |||||||
UAC of Tanzania Limited | 0/100 | TZS20.00 | 1 | |||||||
Uniafric Trust Tanzania Limited | 0/100 | TZS20.00 | 1 | |||||||
Unilever Tanzania Limited | 0/100 | TZS20.00 | 1 | |||||||
Tanzania – P.O. Box 40, Mufindi | ||||||||||
Unilever Tea Tanzania Limited | 0/100 | TZS20.00 | 1 | |||||||
Thailand – 161 Rama 9 Road, Huay Kwang, Bangkok 10310 | ||||||||||
Unilever Thai Holdings Limited | 64.55/35.45 | THB100.00 | 1 | |||||||
Unilever Thai Services Limited | 64.55/35.45 | THB100.00 | 1 | |||||||
Unilever Thai Trading Limited | 64.55/35.45 | THB100.00 | 1 | |||||||
UPD (Thailand) Co., Ltd | 100/0 | USD1.00 | 1 | |||||||
Trinidad & Tobago – Eastern Main Road, Champs Fleurs | ||||||||||
Unilever Caribbean Limited (50.01) | 0/50.01 | TTD1.00 | 1 | |||||||
Tunisia – Z.I. VoieZ4-2014 Mégrine Erriadh – Tunis | ||||||||||
Unilever Tunisia S.A. (97.61) | 97.61/0 | TND6.00 | 1 | |||||||
Unilever Maghreb Export S.A. (97.59) | 97.59/0 | TND5.00 | 1 | |||||||
Tunisia – Z.I. Voie Z4, Megrine Riadh, Tunis, 2014 | ||||||||||
UTIC Distribution S.A.X(47.82) | 47.82/0 | TND10.00 | 1 | |||||||
Turkey – Saray Mahallesi Dr. Adnan Büyükdeniz Cad. No.13 34768 Ümraniye – İstanbul | ||||||||||
Unilever Gida Sanayi ve Ticaret AŞ° (99.98) | 0.05/99.93 | TRY0.01 | 1 | |||||||
Unilever Sanayi Ve Ticaret Türk AŞ° (99.98) | 64.54/35.44 | TRY0.01 | 1 | |||||||
Besan Besin Sanayi ve Ticaret AŞ (99.99) | 64.55/35.44 | TRY0.01 | 1 | |||||||
Dosan Konserve Sanayi ve Ticaret AŞ (99.64) | 64.32/35.32 | TRY0.01 | 1 | |||||||
Uganda – Plot 10/12 Nyondo Close, Industrial Area, P.O. Box 3515 Kampala | ||||||||||
Unilever Uganda Limited | 0/100 | UGX20.00 | 1 | |||||||
Ukraine – 04119,27-T, Dehtyarivska Str., Kyiv |
142 | Annual Report on Form 20-F |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
Unilever Maghreb Export S.A. (97.59) | 97.59/0 | TND | 5.00 | 1 | ||||||
Tunisia - Z.I. Voie Z4, Megrine Riadh, Tunis, 2014 | ||||||||||
UTIC Distribution S.A.x (47.82) | 47.82/0 | TND | 10.00 | 1 | ||||||
Turkey - Saray Mahallesi Dr. Adnan Büyükdeniz Cad. No.13 34768 Ümraniye – İstanbul | ||||||||||
Unilever Gida Sanayi ve Ticaret AŞ° (99.98) | 0.05/99.93 | TRY | 0.01 | 1 | ||||||
UNILEVER SANAYI VE TICARET TÜRK AŞ° | 64.54/35.44 | TRY | 0.01 | 1 | ||||||
(99.98) | ||||||||||
Besan Besin Sanayi ve Ticaret AŞ (99.99) | 64.55/35.44 | TRY | 0.01 | 1 | ||||||
Dosan Konserve Sanayi ve Ticaret AŞ (99.64) | 64.32/35.32 | TRY | 0.01 | 1 | ||||||
Uganda - Plot 10/12 Nyondo Close, Industrial Area, P.O. Box 3515 Kampala | ||||||||||
Unilever Uganda Limited | 0/100 | UGX | 20.00 | 1 | ||||||
Ukraine - 04119,27-T, Dehtyarivska Str., Kyiv | ||||||||||
Pallada Ukraine LLC | 100/0 | 13 | ||||||||
Unilever Ukraine LLC | 100/0 | 13 | ||||||||
United Arab Emirates - PO Box 17053, Jebel Ali, Dubai | ||||||||||
Severn Gulf FZCOx (50) | 50/0 | AED | 100,000.00 | 1 | ||||||
Unilever Gulf FZE | 0/100 | AED | 1,000.00 | 1 | ||||||
United Arab Emirates - Parcel ID 598633, German Emarati Business Centre, Dubai | ||||||||||
Unilever General Trading LLCx (49) | 0/49 | AED | 1,000.00 | 1 | ||||||
United Araba Emirates - P.O. Box 18221 European Business Center Dubai Investments Park | 1 | |||||||||
Unilever Home & Personal Care Products | 0/49 | AED | 1,000.00 | 1 | ||||||
Manufacturing LLCx(49) | ||||||||||
United States - 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201 | ||||||||||
ACI Brazil Holdings, LLC | 55.40/44.60 | 13 | ||||||||
ACUSA Brazil Holdings, LLC | 55.40/44.60 | 13 | ||||||||
Alberto Share Holdings, LLC | 55.40/44.60 | 13 | ||||||||
Alberto-Culver Company | 55.40/44.60 | No Par Value | 1 | |||||||
Alberto-Culver International, Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
Alberto-Culver (P.R.), Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
ALBERTO-CULVER USA, INC | 55.40/44.60 | No Par Value | 1 | |||||||
Ben & Jerry’s Franchising, Inc | 55.40/44.60 | USD | 1.00 | 7 | ||||||
Ben & Jerry’s Gift Card, LLC | 55.40/44.60 | 13 | ||||||||
Ben & Jerry’s Homemade, Inc | 55.40/44.60 | USD | 0.01 | 7 | ||||||
Bestfoods International (Holdings) Inc | 55.40/44.60 | USD | 100.00 | 7 | ||||||
Chesebrough-Pond’s Manufacturing Company | 55.40/44.60 | No Par Value | 1 | |||||||
CONOPCO, INC | 55.40/44.60 | USD | 1.00 | 7 | ||||||
Dermalogica, LLC | 55.40/44.60 | 13 | ||||||||
DTJJS, LLC | 55.40/44.60 | 13 | ||||||||
Kate Somerville Holdings, LLC | 55.40/44.60 | 13 | ||||||||
Kate Somerville Skincare LLC | 55.40/44.60 | 13 | ||||||||
Lipton Industries, Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
Murad LLC | 55.40/44.60 | 13 | ||||||||
Pantresse, Inc | 55.40/44.60 | USD | 120.00 | 1 | ||||||
REN USA Inc | 0/100 | No Par Value | 7 | |||||||
Skin Health Experts, LLC | 55.40/44.60 | 13 | ||||||||
Kensington & Sons, LLC | 55.40/44.60 | 13 | ||||||||
St. Ives Laboratories, Inc | 55.40/44.60 | USD | 0.01 | 1 | ||||||
T2 US LLC | 55.40/44.60 | 13 | ||||||||
Talenti Gelato, LLC | 55.40/44.60 | 13 | ||||||||
Talenti Holdings, LLC | 55.40/44.60 | 13 | ||||||||
TIGI Linea Corp | 55.40/44.60 | No Par Value | 1 | |||||||
Unilever AC Canada Holding, Inc | 55.40/44.60 | USD | 10.00 | 1 | ||||||
Unilever BCS Sourcing US Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
Unilever BCS US Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
Unilever Bestfoods (Holdings) LLC | 25.10/74.90 | 13 | ||||||||
UNILEVER CAPITAL CORPORATION | 55.40/44.60 | USD | 1.00 | 1 | ||||||
Unilever Illinois Manufacturing, LLC | 55.40/44.60 | 13 | ||||||||
Unilever Manufacturing (US), Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
Unilever Trumbull Holdings, Inc | 42.54/57.46 | USD | 1.00 | 7 | ||||||
Unilever Trumbull Research Services, Inc | 55.40/44.60 | USD | 1.00 | 1 | ||||||
55.40/44.60 | USD | 1.00 | 34 | |||||||
Unilever United States Foundation, Inc | 55.40/44.60 | 13 | ||||||||
UNILEVER UNITED STATES, INC | 55.40/44.60 | USD | 0.3333 | 7 | ||||||
Unilever Ventures Advisory LLC | 55.40/44.60 | 13 | ||||||||
United States – 100 N LaSalle, Ste 1900, Chicago IL, 60602 | ||||||||||
Blueair Inc. | 100/0 | No Par Value | 1 | |||||||
United States - 233 Bleecker Street, New York, 10014 | ||||||||||
Carapina LLC | 100/0 | 13 | ||||||||
Grom Columbus LLC | 100/0 | 13 | ||||||||
Grom Malibu LLC | 100/0 | 13 | ||||||||
Grom USA LLC | 100/0 | 13 | ||||||||
Hollywood LLC | 100/0 | 13 | ||||||||
Spatula LLC | 100/0 | 13 | ||||||||
United States - 60 Lake Street, Suite 3N, Burlington, VT 05401 | ||||||||||
Seventh Generation Canada, Inc. | 55.40/44.60 | No Par Value | 7 | |||||||
Seventh Generation, Inc. | 55.40/44.60 | USD | .001 | 7 | ||||||
Seventh Generation Ventures, Inc. | 55.40/44.60 | USD | .001 | 7 | ||||||
United States - 13335 Maxella Ave. Marina del Rey, CA 90292 | ||||||||||
Dollar Shave Club, Inc. | 55.40/44.60 | 13 | ||||||||
United States - 2711 Centerville Road, Suite 400, Wilmington, Delaware | ||||||||||
Grom Franchising LLC | 100/0 | 13 |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
Pallada Ukraine LLC | 100/0 | 13 | ||||||||
Unilever Ukraine LLC | 100/0 | 13 | ||||||||
United Arab Emirates – PO Box 17053, Jebel Ali, Dubai | ||||||||||
Severn Gulf FZCOX(50) | 50/0 | AED100,000.00 | 1 | |||||||
Unilever Gulf FZE | 0/100 | AED1,000.00 | 1 | |||||||
United Arab Emirates – Easa Saleh Al Gurg Building, Karama, Office M01, P.O. Box 17055, Dubai | ||||||||||
Unilever General Trading LLCX(49) | 0/49 | AED1,000.00 | 1 | |||||||
United Araba Emirates – Warehouse No. 1.2, Dubai Industrial Park – Seeh Shwaib 2 | ||||||||||
Unilever Home & Personal Care Products | 0/49 | AED1,000.00 | 1 | |||||||
Manufacturing LLCX(49) | ||||||||||
United States – 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201 | ||||||||||
Alberto-Culver Company | 55.40/44.60 | No Par Value | 1 | |||||||
Alberto-Culver International, Inc | 55.40/44.60 | USD1.00 | 1 | |||||||
Alberto-Culver (P.R.), Inc | 55.40/44.60 | No Par Value | 1 | |||||||
Alberto-Culver Usa, Inc | 55.40/44.60 | No Par Value | 1 | |||||||
Ben & Jerry’s Franchising, Inc | 55.40/44.60 | USD1.00 | 7 | |||||||
Ben & Jerry’s Gift Card, LLC | 55.40/44.60 | 13 | ||||||||
Ben & Jerry’s Homemade, Inc | 55.40/44.60 | USD0.01 | 7 | |||||||
Bestfoods International (Holdings) Inc | 55.40/44.60 | USD100.00 | 7 | |||||||
Chesebrough-Pond’s Manufacturing Company | 55.40/44.60 | No Par Value | 1 | |||||||
Conopco, Inc | 55.40/44.60 | USD1.00 | 7 | |||||||
Dermalogica, LLC | 55.40/44.60 | 13 | ||||||||
Food Service Direct Logistics, LLC | 55.40/44.60 | 13 | ||||||||
Kate Somerville Holdings, LLC | 55.40/44.60 | 13 | ||||||||
Kate Somerville Skincare LLC | 55.40/44.60 | 13 | ||||||||
Lipton Industries, Inc | 55.40/44.60 | USD1.00 | 1 | |||||||
Murad LLC | 55.40/44.60 | 13 | ||||||||
Pantresse, Inc | 55.40/44.60 | USD120.00 | 1 | |||||||
REN USA Inc | 0/100 | No Par Value | 7 | |||||||
Skin Health Experts, LLC | 55.40/44.60 | 13 | ||||||||
Kensington & Sons, LLC | 55.40/44.60 | 13 | ||||||||
St. Ives Laboratories, Inc | 55.40/44.60 | USD0.01 | 1 | |||||||
T2 US LLC | 55.40/44.60 | 13 | ||||||||
TIGI Linea Corp | 55.40/44.60 | No Par Value | 1 | |||||||
Unilever AC Canada Holding, Inc | 55.40/44.60 | USD10.00 | 1 | |||||||
Unilever Bestfoods (Holdings) LLC | 25.10/74.90 | 13 | ||||||||
Unilever Capital Corporation | 55.40/44.60 | USD1.00 | 1 | |||||||
Unilever Illinois Manufacturing, LLC | 55.40/44.60 | 13 | ||||||||
Unilever Manufacturing (US), Inc | 55.40/44.60 | USD1.00 | 1 | |||||||
Unilever Trumbull Holdings, Inc | 42.54/57.46 | USD1.00 | 7 | |||||||
Unilever Trumbull Research Services, Inc | 55.40/44.60 | USD1.00 | 1 | |||||||
55.40/44.60 | USD1.00 | 34 | ||||||||
Unilever United States Foundation, Inc | 55.40/44.60 | 13 | ||||||||
Unilever United States, Inc | 55.40/44.60 | USD0.3333 | 7 | |||||||
Unilever Ventures Advisory LLC | 55.40/44.60 | 13 | ||||||||
United States – 125 S Clark, Suite 2000, Chicago, IL 60603 | ||||||||||
Blueair Inc. | 100/0 | No Par Value | 1 | |||||||
United States – 233 Bleecker Street, New York, 10014 | ||||||||||
Carapina LLC | 100/0 | 13 | ||||||||
Grom Columbus LLC | 100/0 | 13 | ||||||||
Grom Malibu LLC | 100/0 | 13 | ||||||||
Grom USA LLC | 100/0 | 13 | ||||||||
Hollywood LLC | 100/0 | 13 | ||||||||
Spatula LLC | 100/0 | 13 | ||||||||
United States – 60 Lake Street, Suite 3N, Burlington, VT 05401 | ||||||||||
Seventh Generation Canada, Inc. | 55.40/44.60 | No Par Value | 7 | |||||||
Seventh Generation, Inc. | 55.40/44.60 | USD.001 | 7 | |||||||
Seventh Generation Ventures, Inc. | 55.40/44.60 | USD.001 | 7 | |||||||
United States – 13335 Maxella Ave. Marina del Rey, CA 90292 | ||||||||||
Dollar Shave Club, Inc. | 55.40/44.60 | USD.001 | 13 | |||||||
Personal Care Marketing & Research Inc | 55.40/44.60 | USD 1.00 | 7 | |||||||
United States – 2711 Centerville Road, Suite 400, Wilmington, Delaware | ||||||||||
Grom Franchising LLC | 100/0 | 13 | ||||||||
United States – 55 East 59th Street, New York, 10022 | ||||||||||
Intuiskin Inc | 100/0 | No Par Value | 1 | |||||||
United States – CTC 1209 Orange Street Wilmington, DE19801 | ||||||||||
Living Proof, Inc. | 55.40/44.60 | USD0.01 | 1 | |||||||
United States – 1241 Electric Avenue, Venice CA 90291 | ||||||||||
Kingdom Animalia, LLC | 55.40/44.60 | 13 | ||||||||
United States – 2711 Centreville Road, Suite 400, Wilmington, New Castle County, Delaware 19808 | ||||||||||
Pukka Herbs Inc | 0/100 | USD0.001 | 7 | |||||||
United States – 251 Little Falls Drive, Wilmington, DE, New Castle 19808 | ||||||||||
Cocotier, Inc | 100/0 | USD 0.001 | 7 | |||||||
United States – 11 Ranick Drive South, Amityville, NY 11701 | ||||||||||
BC Cadence Holdings, Inc | 55.40/44.60 | USD0.01 | 7 | |||||||
Sundial Brands LLC | 55.40/44.60 | No Par Value | 66 | |||||||
Madam C.J. Walker Enterprises, LLC | 55.40/44.60 | 13 | ||||||||
Nyakio LLC | 55.40/44.60 | 13 | ||||||||
Uruguay – Camino Carrasco 5975, Montevideu | ||||||||||
Unilever Uruguay SCC S.A. | 100/0 | UYU1.00 | 1 |
Name of Undertaking | % holding as between NV /PLC | Nominal Value | Share Class Note | |||||||
United States - 55 East 59th Street, New York, 10022 | ||||||||||
Intuiskin Inc | 100/0 | No Par Value | 1 | |||||||
United States - 420 South Robertson Dr., #260, Beverly Hills, CA 90212 | ||||||||||
Personal Care Marketing & Research Inc | 55.40/44.60 | USD | 1.00 | 7 | ||||||
United States – CTC 1209 Orange Street Wilmington, DE19801 | ||||||||||
Living Proof, Inc. | 55.40/44.60 | USD | 0.01 | 1 | ||||||
United States – CSC Lawyers Incorporating Service, 2710 Getaway Oaks Drive, 150N Sacramento, CA 95833 | ||||||||||
Kingdom Animalia, LLC | 55.40/44.60 | 13 | ||||||||
United States - 2711 Centreville Road, Suite 400, Wilmington, New Castle County, Delaware 19808 | ||||||||||
Pukka Herbs Inc | 0/100 | USD | 0.001 | 7 | ||||||
Uruguay - Camino Carrasco 5975, Montevideu | ||||||||||
Unilever Uruguay SCC S.A. | 100/0 | UYU | 1.00 | 1 | ||||||
Lever S.A. | 100/0 | UYP | 0.10 | 1 | ||||||
Arisco Productos Alimenticios Uruguay S.A. | 64.55/35.45 | UYP | 1.00 | 1 | ||||||
Unilever del Uruguay S.R.L. | 100 /0 | UYU | 1.00 | 1 | ||||||
Venezuela -Edificio Torre Corp Banca, Piso 15, entre Avenidas Blandín y Los Chaguaramos, Urbanización La Castellana, Caracas | ||||||||||
Unilever Andina Venezuela S.A. | 100/0 | VEB | 1,000.00 | 1 | ||||||
Vietnam - LotA2-3, Tay Bac Cu Chi Industry Zone, Tan An Hoi Ward, Cu Chi District, Ho Chi Minh City | ||||||||||
Unilever Vietnam International Company Limited | 100/0 | 13 | ||||||||
Zambia - Stand No. 7136, Mwembeshi Road, P.O. Box 31953 Lusaka | ||||||||||
Unilever South East Africa Zambia Limited | 0/100 | ZMK | 2.00 | 34 | ||||||
0/100 | ZMK | 2.00 | 1 | |||||||
Zimbabwe - Box 950 Harare | ||||||||||
Unilever – Zimbabwe (Pvt) Limitedr | 0/100 | ZWD | 2.00 | 1 | ||||||
SUBSIDIARY UNDERTAKINGS NOT INCLUDED IN THE CONSOLIDATION | ||||||||||
Brazil- Pouso Alegre, Minas Gerais, Brazil Av, Prefeito Olavo Gomes, 3701, Suite Repensar, Jardim Mariosa,37550-000 | ||||||||||
UBI 3 Participacoes Ltda | 64.55/35.45 | BRL | 1.00 | 5 | ||||||
China - Room 01, 24/F, Office Building, No. 93 Middle Huaihai Road, Shanghai | ||||||||||
Shanghai CarverKorea Limited | 0/100 | USD | 1.00 | 7 | ||||||
Ecuador - Km 25 Vía a Daule, Guayaquil | ||||||||||
Visanuasa S.A. | 100/0 | USD | 1.00 | 1 | ||||||
England and Wales - 5th Floor, 6 St Andrew Street, London, EC4A 3AE | ||||||||||
Big Sync Music Limitedr◇ (67.39) | 67.39/0 | GBP | 0.001 | 35 | ||||||
100/0 | GBP | 1.00 | 36 | |||||||
Catexel Limitedr◇ (97.67) | 0/97.67 | GBP | 0.01 | 2 | ||||||
(45.25) | 0/45.25 | GBP | 0.01 | 36 | ||||||
(96.67) | 0/96.67 | GBP | 0.01 | 14 | ||||||
Catexel Technologies Limitedr◇ (79.52) | 0/79.52 | GBP | 0.001 | 35 | ||||||
Catexel Cellulosics Limitedr◇ (80.27) | 0/80.27 | GBP | 0.001 | 35 | ||||||
Unilever Ventures General Partner Limited◇ | 0/100 | GBP | 1.00 | 1 | ||||||
England and Wales – 100 Victoria Embankment, Blackfriars, London, EC4Y 0DY | ||||||||||
Dollar Shave Club Limited | 0/100 | GBP | 1.00 | 1 | ||||||
England and Wales – 1 More London Place, London, SE1 2AF | ||||||||||
Brooke Bond Foods Limited (In Liquidation) | 0/100 | GBP | 1.00 | 1 | ||||||
Unidis Twenty Six Limited (In Liquidation) | 0/100 | GBP | 1.00 | 1 | ||||||
Ghana - Plot No. Ind/A/3A–4, Heavy Industrial Area, Tema | ||||||||||
United Africa Trust Limited | 0/100 | GHC | 10.00 | 1 | ||||||
Greece - Kymis ave & 10, Seneka str.GR-145 64 Kifissia | ||||||||||
Lipoma Management Consulting SA | 100/0 | EUR | 10.00 | 1 | ||||||
Haiti –Port-au-Prince | ||||||||||
Unilever Haiti S.A. | 100/0 | HTG | 500,000 | 56 | ||||||
Hong Kong – 6th Floor, Alexandra House, 18 Chater Road, Central | ||||||||||
T2 Hong Kong Limited | 100/0 | HK | 1 | 1 | ||||||
Hong Kong - Room 1808, 18/F, Tower II Admiralty Centre, 18 Harcourt Road, Admiralty | ||||||||||
Hong Kong CarverKorea Limited | 0/100 | HKD | 1.00 | 7 | ||||||
India - Unilever House, B. D. Sawant Marg, Chakala, Andheri (E), Mumbai 400 099 | ||||||||||
Bhavishya Alliance Child Nutrition Initiatives | 0/67.20 | INR | 10.00 | 1 | ||||||
(67.20) | ||||||||||
Hindustan Unilever Foundation (67.21) | 0/67.21 | INR | 10.00 | 1 | ||||||
Israel - 3 Daniel Fisch St., Tel Aviv, 6473104 | ||||||||||
PCMR International Limited | 55.40/44.60 | NIS | 0.10 | 1 | ||||||
Iran – No.32, Mokhberb Blvd, Ashrafi Esfashani Exo,.Tehran, Iran Postal Code: 1476785475 | ||||||||||
Golestan Co. | 50.66/0 | 1 | ||||||||
Jamaica - White Marl Street, Spanish Town, PO Box 809, Parish Saint Catherine | ||||||||||
Unilever Jamaica Limited | 0/100 | JMD | 1.00 | 1 | ||||||
Kenya - Commercial Street, P.O. BOX 40592-00100, Nairobi | ||||||||||
Union East African Trust Limited* | 0/100 | KES | 20.00 | 1 | ||||||
Korea – 81, Tojeong31-gil,Mapo-gu, Seoul | ||||||||||
Carver Korea Co., Ltd | 0/100 | KRW | 500.00 | 7 | ||||||
Morocco - Km 10, Route Cotiere, Ain Sebaa, Casablanca | ||||||||||
Societe Commerciale du Rif | 0/100 | MAD | 50.00 | 1 | ||||||
Societe Tangeroise de Parfumerie et d’Hygiene S.A.R.L. | 0/100 | MAD | 50.00 | 1 | ||||||
Netherlands - Wassenaarseweg 72, 2333 AL Leiden | ||||||||||
Chemsenti B.V. (79.52) | 0/79.52 | EUR | 1.00 | 1 | ||||||
Weena 455, 3013 AL Rotterdam | ||||||||||
Unilever UK Holdings B.V. | 100/0 | EUR | 1.00 | 1 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||||
Lever S.A. | 100/0 | UYP0.10 | 1 | |||||||
Arisco Productos Alimenticios Uruguay S.A. | 64.55/35.45 | UYP1.00 | 1 | |||||||
Unilever del Uruguay S.R.L. | 100 /0 | UYU1.00 | 1 | |||||||
Venezuela-Edificio Torre Corp Banca, Piso 15, entre Avenidas Blandín y Los Chaguaramos, Urbanización La Castellana, Caracas |
| |||||||||
Unilever Andina Venezuela S.A. | 100/0 | VEB1,000.00 | 1 | |||||||
Vietnam – LotA2-3, Tay Bac Cu Chi Industry Zone, Tan An Hoi Ward, Cu Chi District, Ho Chi Minh City |
| |||||||||
Unilever Vietnam International Company Limited | 100/0 | 13 | ||||||||
Zambia – Stand 2375, Corner Addis Ababa Drive & Great East Road, Show Grounds, Lusaka |
| |||||||||
Unilever South East Africa Zambia Limited | 0/100 | ZMK2.00 | 34 | |||||||
0/100 | ZMK2.00 | 1 | ||||||||
Zimbabwe – 2 Stirling Road, Workington, Harare |
| |||||||||
Unilever – Zimbabwe (Pvt) LimitedD | 0/100 | ZWD2.00 | 1 | |||||||
SUBSIDIARY UNDERTAKINGS NOT INCLUDED IN THE CONSOLIDATION |
| |||||||||
Brazil- Pouso Alegre, Minas Gerais, Brazil Av, Prefeito Olavo Gomes, 3701, Suite Repensar, Jardim Mariosa,37550-000 |
| |||||||||
UBI 3 Participacoes Ltda | 64.55/35.45 | BRL1.00 | 5 | |||||||
Bulgaria – 3 Ulitsa Na Uslugite ST, 5000 Veliko Tarnovo |
| |||||||||
Sladoledena Fabrika EOOD | 100/0 | BGN 50.00 | 1 | |||||||
Bulgaria – Ilyu Voyvoda No. 10, Veliko Tarnovo district, 5000 Veliko Tarnovo |
| |||||||||
Slimfood EOOD | 100/0 | BGN 100.00 | 1 | |||||||
Ecuador – Km 25 Vía a Daule, Guayaquil |
| |||||||||
Visanuasa S.A. | 100/0 | USD1.00 | 1 | |||||||
England and Wales – 5th Floor, 6 St Andrew Street, London, EC4A 3AE |
| |||||||||
Big Sync Music LimitedDà (67.39) | 67.39/0 | GBP0.001 | 35 | |||||||
(99.47) | 99.47/0 | GBP1.00 | 36 | |||||||
Catexel LimitedDà (97.67) | 0/97.67 | GBP0.01 | 2 | |||||||
(45.25) | 0/45.25 | GBP0.01 | 37 | |||||||
(96.67) | 0/96.67 | GBP0.01 | 14 | |||||||
Unilever Ventures General Partner Limitedà | 0/100 | GBP1.00 | 1 | |||||||
England and Wales – 100 Victoria Embankment, Blackfriars, London, EC4Y 0DY |
| |||||||||
Dollar Shave Club Limited | 0/100 | GBP1.00 | 1 | |||||||
England and Wales – 1 More London Place, London, SE1 2AF |
| |||||||||
Unidis Twenty Six Limited (In Liquidation) | 0/100 | GBP1.00 | 1 | |||||||
Lever Brothers Port Sunlight Limited | 0/100 | GBP1.00 | 1 | |||||||
(in liquidation) |
| |||||||||
Greece – Kymis ave & 10, Seneka str.GR-145 64 Kifissia |
| |||||||||
Lipoma Management Consulting SA | 100/0 | EUR10.00 | 1 | |||||||
Haiti –Port-au-Prince |
| |||||||||
Unilever Haiti S.A. | 100/0 | HTG500,000 | 56 | |||||||
India – Unilever House, B. D. Sawant Marg, Chakala, Andheri (E), Mumbai 400 099 |
| |||||||||
Bhavishya Alliance Child Nutrition Initiatives (67.19) | 0/67.19 | INR10.00 | 1 | |||||||
Hindustan Unilever Foundation (67.21) | 0/67.21 | INR10.00 | 1 | |||||||
Israel – Park Zvaim Industrial Area, Beit Shean / Correspondance: P.O.B. 787, Beit Shean, 1090000 |
| |||||||||
PCMR International Limited | 55.40/44.60 | NIS0.10 | 1 | |||||||
Iran – No.32, Mokhberb Blvd, Ashrafi Esfashani Exo,.Tehran, Iran Postal Code: 1476785475 |
| |||||||||
Golestan Co. (50.66) | 50.66/0 | 1 | ||||||||
Italy – Via Plava, 74 10135 Torino |
| |||||||||
Equilibra S.R.L. | 100/0 | EUR 7.80 | 5 | |||||||
Jamaica – White Marl Street, Spanish Town, PO Box 809, Parish Saint Catherine |
| |||||||||
Unilever Jamaica Limited | 0/100 | JMD1.00 | 1 | |||||||
Kenya – Commercial Street, P.O. BOX 40592-00100, Nairobi |
| |||||||||
Union East African Trust Limited* | 0/100 | KES20.00 | 1 | |||||||
Moldova – 6A Uzinelor Street, Kishinev, MD -2023 |
| |||||||||
Betty Ice Moldova | 100/0 | MDL 7,809,036.00 | 1 | |||||||
Morocco – Km 10, Route Cotiere, Ain Sebaa, Casablanca |
| |||||||||
Societe Commerciale du Rif | 0/100 | MAD50.00 | 1 | |||||||
Societe Tangeroise de Parfumerie et d’Hygiene S.A.R.L. | 0/100 | MAD50.00 | 1 | |||||||
Netherlands – Weena 455, 3013 AL Rotterdam |
| |||||||||
Unilever International Holding B.V.* | 100/0 | EUR1.00 | 1 | |||||||
Unilever Insurances N.V. | 100/0 | EUR454.00 | 1 | |||||||
Netherlands – Jagerskade 17,3552 TL Utrecht |
| |||||||||
De Korte Weg B.V. | 100/0 | EUR1.00 | 1 | |||||||
100/0 | EUR1.00 | 26 | ||||||||
Scotland – 15 Atholl Crescent, Edinburgh, EH3 8HA |
| |||||||||
Unilever Ventures (SLP) General Partner Limited | 0/100 | GBP1.00 | 1 | |||||||
Singapore – 50 Raffles Place#06-00 Singapore Land Tower, Singapore 048623 |
| |||||||||
Big Sync Music Pte. Limitedà (67.39) | 67.39/0 | USD1.00 | 1 | |||||||
Sudan – Kafoury, Area (4), Industrial Zone, Khartoum |
| |||||||||
Unilever Sudanese Investment Company | 0/100 | SDF10.00 | 1 | |||||||
United States – 13335 Maxella Ave. Marina del Rey, CA 90292 |
| |||||||||
DSC Distribution, Inc. | 55.40/44.60 | 13 | ||||||||
United States – 233 Bleecker Street, New York, 10014 |
| |||||||||
Grom WTC LLC | 100/0 | 13 | ||||||||
Grom Century City LLC | 100/0 | 13 | ||||||||
United States – Harvard Business Services, Inc. 16192 Coastal Highway, Lewes DE, USA |
| |||||||||
Big Sync Music Inc.à (67.39) | 67.39/0 | USD0.01 | 1 |
Annual Report on Form 20-F | 143 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
UNILEVER GROUP COMPANIESCONTINUED
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share
| |||||
Unilever International Holdings B.V. | 100/0 | EUR | 1.00 | 1 | ||||
Unilever UK Holdings N.V.° | 100/0 | EUR | 1.00 | 1 | ||||
Unilever International Holdings N.V.° | 100/0 | EUR | 1.00 | 1 | ||||
Scotland - 15 Atholl Crescent, Edinburgh, EH3 8HA | ||||||||
Unilever Ventures (SLP) General Partner Limited | 0/100 | GBP | 1.00 | 1 | ||||
United States - 13335 Maxella Ave. Marina del Rey, CA 90292 | ||||||||
DSC Distribution, Inc. | 55.40/44.60 | 13 | ||||||
United States - 233 Bleecker Street, New York, 10014 | ||||||||
Grom WTC LLC | 100/0 | 13 | ||||||
Grom Century City LLC | 100/0 | 13 | ||||||
United States - 200 Clarendon Street, Boston, MA 02116 | ||||||||
BC Cadence Holdings, Inc | 55.40/44.60 | USD | 0.01 | 7 | ||||
United States - 11 Ranick Drive South, Amityville, NY 11701 | ||||||||
Sundial Group LLC | 55.40/44.60 | 22 | ||||||
55.40/44.60 | 64 | |||||||
55.40/44.60 | 65 | |||||||
Sundial Group Holdings LLC | 55.40/44.60 | 13 | ||||||
BTWalls LLC | 55.40/44.60 | 13 | ||||||
Sundial Brands LLC | 55.40/44.60 | 66 | ||||||
Sundial Creations LLC | 55.40/44.60 | 13 | ||||||
Madam C.J. Walker Enterprises, LLC | 55.40/44.60 | 13 | ||||||
Nyakio LLC | 55.40/44.60 | 13 | ||||||
Sundial Digital LLC | 55.40/44.60 | 13 | ||||||
ASSOCIATED UNDERTAKINGS | ||||||||
Australia –1-3 Newton Street, Cremorne, VIC 3121 | ||||||||
SNDR PTY LTDr◇ | 100/0 | No Par Value | 58 | |||||
Bahrain - 161, Road 328, Block 358, Zinj, Manama | ||||||||
Unilever Bahrain Co. W.L.L. (49) | 0/49 | BHD | 50.00 | 1 | ||||
Brazil - Rod. Dom Gabriel Paulino Bueno Couto, km. 66 – Part | ||||||||
ITB Ice Tea do Brazil Limitada (50) | 32.28/17.72 | BRL | 1.00 | 5 | ||||
Brazil - Avenue Engenheiro Luiz Carlos Berrini, 105, 16º andar, Ed. Berrini One, Itaim Bibi, | ||||||||
CEP0471/001-00, City of São Paulo, State of São Paulo | ||||||||
Gallo Brasil Distribuição e comércio Limitada (55) | 0/55 | BRL | 1.00 | 5 | ||||
Canada - Suite300-171 West Esplanade, North Vancouver, British Columbia Canada V7M 3K9 | ||||||||
A&W Root Beer Beverages Canada Inc. (40) | 25.82/14.18 | No Par Value | 38 | |||||
Cyprus - 2 Marcou Dracou str., Engomi Industrial Estate, 2409 Nicosia | ||||||||
Unilever PMT Limitedr (49) | 0/49 | EUR | 1.71 | 3 | ||||
England and Wales - Chesterford Research Park, Little Chesterford, Saffron, Waldon CB10 1XL | ||||||||
Arecor Limitedr◇ (24.22) | 0/24.22 | GBP | 0.01 | 1 | ||||
(35.72) | 0/35.72 | GBP | 0.01 | 35 | ||||
England and Wales - 3rd Floor, 101 New Cavendish Street, London W1W 6XH | ||||||||
Blis Media Limitedr◇ (30.11) | 30.11/0 | GBP | 0.00001 | 39 | ||||
England and Wales - Cambridge House, 16 High Street, Saffron Walden, Essex CB10 1AX | ||||||||
Blow Limited◇ (6.97) | 6.97/0 | GBP | 0.001 | 1 | ||||
(49.77) | 49.77/0 | GBP | 0.001 | 57 | ||||
England and Wales - First Floor,59-61 High Street West, Glossop SK13 8AZ | ||||||||
CDDM Technology Limitedr◇ (49.53) | 0/49.53 | GBP | 0.01 | 36 | ||||
England and Wales - 1st Floor, Charles House,5-11 Regent Street, London SW1Y 4LR | ||||||||
Langholm Capital II L.P. | 46.30/0 | 4 | ||||||
England and Wales - Unit 3 Morris House, Swainson Road, London W3 7UP | ||||||||
SCA Investments Limitedr◇ (5.98) | 5.98/0 | GBP | 0.001 | 35 | ||||
(74.60) | 74.60/0 | GBP | 0.001 | 40 | ||||
(25.19) | 25.19/0 | GBP | 0.001 | 41 | ||||
(9.52) | 9.52/0 | GBP | 0.001 | 42 | ||||
England and Wales – 167 Wimbledon Park Road, London SW18 5RH | ||||||||
THENUDECO LIMITEDr◇ (38.95) | 38.95/0 | GBP | 0.001 | 35 | ||||
England and Wales - Cambridge House, 16 High Street, Saffron Walden, Essex CB10 1AX | ||||||||
Trinny London Limitedr◇ (64.22) | 64.22/0 | GBP | 0.01 | 43 | ||||
England and Wales - 5th Floor, 6 St Andrew Street, London EC4A 3AE | ||||||||
Voltea Limitedr◇ (35.58) | 0/35.58 | EUR | 0.10 | 35 | ||||
(66.83) | 0/66.83 | EUR | 0.10 | 44 | ||||
(12.44) | 0/12.44 | EUR | 0.10 | 46 | ||||
(18.14) | 0/18.14 | EUR | 0.10 | 52 | ||||
(3.56) | 0/3.56 | EUR | 0.10 | 50 | ||||
France - 7 rue Armand Peugeot, 92500 Rueil-Malmaison | ||||||||
Relais D’or Centrale S.A.S. (49.99) | 32.27/17.72 | No Par Value | 1 | |||||
Germany - Beerbachstraße 19, 91183 Abenberg | ||||||||
Hans Henglein & Sohn GmbH (50) | 32.78/17.22 | EUR | 100,000.00 | 1 | ||||
Henglein & Co. Handels-und Beteiligungs | 32/18 | 4 | ||||||
GmbH & Co. KG◇ (50) | ||||||||
Henglein Geschäftsführungs GmbH◇ (50) | 32/18 | DEM | 50,000.00 | 1 | ||||
Nürnberger Kloßteig NK GmbH & Co. KG◇ (50) | 32/18 | 4 | ||||||
Germany - Bad Bribaer Straße, 06647 Klosterhäseler | ||||||||
Henglein GmbH◇ (50) | 32/18 | DEM | 50,000.00 | 1 | ||||
Beerbachstruße 37, 17153 Stavenhagen |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||||
ASSOCIATED UNDERTAKINGS | ||||||||||
Australia –1-3 Newton Street, Cremorne, VIC 3121 |
| |||||||||
SNDR PTY LTDDà | 100/0 | No Par Value | 58 | |||||||
Australia – 3 Moss Place, North Melbourne, Victoria 3051 |
| |||||||||
Group 14 Holdings Limited | 100/0 | No Par Value | 71 | |||||||
Bahrain – 161, Road 328, Block 358, Zinj, Manama |
| |||||||||
Unilever Bahrain Co. W.L.L. (49) | 0/49 | BHD50.00 | 1 | |||||||
Brazil – Rod. Dom Gabriel Paulino Bueno Couto, km. 66 – Part |
| |||||||||
ITB Ice Tea do Brazil Limitada (50) | 32.28/17.72 | BRL1.00 | 5 | |||||||
Brazil – Avenue Engenheiro Luiz Carlos Berrini, 105, 16º andar, Ed. Berrini One, Itaim Bibi, CEP0471/001-00, City of São Paulo, State of São Paulo |
| |||||||||
Gallo Brasil Distribuição e comércio Limitada (55) | 0/55 | BRL 1.00 | 5 | |||||||
Canada – Suite300-171 West Esplanade, North Vancouver, British Columbia Canada V7M 3K9 |
| |||||||||
A&W Root Beer Beverages Canada Inc. (40) | 25.82/14.18 | No Par Value | 38 | |||||||
Cyprus – 2 Marcou Dracou str., Engomi Industrial Estate, 2409 Nicosia |
| |||||||||
Unilever PMT LimitedD (49) | 0/49 | EUR1.71 | 3 | |||||||
England and Wales – Chesterford Research Park, Little Chesterford, Saffron, Waldon CB10 1XL |
| |||||||||
Arecor LimitedDà (24.22) | 0/24.22 | GBP0.01 | 1 | |||||||
(36.23) | 0/36.23 | GBP0.01 | 35 | |||||||
England and Wales – 10 Bloomsbury Way, London, WC1A 2SL |
| |||||||||
Blis Media LimitedDà (30.67) | 30.67/0 | GBP0.00001 | 39 | |||||||
(0.20) | 0.20/0 | GBP0.00001 | 1 | |||||||
England and Wales – 81 Farringdon Street, London, EC4A 4BL |
| |||||||||
Blow LimitedD (6.97) | 6.97/0 | GBP0.001 | 1 | |||||||
(49.77) | 49.77/0 | GBP0.001 | 57 | |||||||
England and Wales – First Floor,59-61 High Street West, Glossop SK13 8AZ |
| |||||||||
CDDM Technology LimitedDà (49.53) | 0/49.53 | GBP0.01 | 36 | |||||||
England and Wales – 2nd Floor, 17 Waterloo Place, London, SW1Y 4AR |
| |||||||||
Langholm Capital II L.P. | 46.30/0 | 4 | ||||||||
England and Wales – Unit 1.8 & 1.9 The Shepherds Building, Charecroft Way, London, England, W14 0EE |
| |||||||||
SCA Investments LimitedDà (5.98) | 5.98/0 | GBP0.001 | 35 | |||||||
(74.60) | 74.60/0 | GBP0.001 | 40 | |||||||
(25.19) | 25.19/0 | GBP0.001 | 41 | |||||||
(5.78) | 5.78/0 | GBP0.001 | 42 | |||||||
England and Wales – 167 Wimbledon Park Road, London SW18 5RH |
| |||||||||
THENUDECO LIMITEDDà (38.95) | 38.95/0 | GBP0.001 | 35 | |||||||
England and Wales – Cambridge House, 16 High Street, Saffron Walden, Essex CB10 1AX |
| |||||||||
Trinny London LimitedDà (59.43) | 59.43/0 | GBP0.01 | 43 | |||||||
(35.82) | 35.82/0 | GBP0.01 | 77 | |||||||
England and Wales – 5th Floor, 6 St Andrew Street, London EC4A 3AE |
| |||||||||
Voltea LimitedDà (35.58) | 0/35.58 | EUR0.10 | 35 | |||||||
(66.83) | 0/66.83 | EUR0.10 | 44 | |||||||
(12.44) | 0/12.44 | EUR0.10 | 46 | |||||||
(18.14) | 0/18.14 | EUR0.10 | 52 | |||||||
(3.56) | 0/3.56 | EUR0.10 | 50 | |||||||
England and Wales – Chiswick Green, 610 Chiswick High Road, London W4 5RU |
| |||||||||
Brand Evanglist for Beauty LimitedDà | 100/0 | GBP1.00 | 43 | |||||||
England and Wales – 127 North Milton Park, Abingdon, Oxfordshire OX14 4SA |
| |||||||||
P2i LimitedDà (12.89) | 12.89/0 | GBP0.0001 | 1 | |||||||
(5.47) | 5.47/0 | GBP0.0001 | 44 | |||||||
(5.47) | 5.47/0 | GBP0.0001 | 46 | |||||||
(50) | 50/0 | GBP1.00 | 80 | |||||||
England and Wales –1-2 Hatfields, London, England, SE1 9PG |
| |||||||||
Limitless Technology LimitedDà (9.69) | 9.69/0 | GBP0.001 | 1 | |||||||
(28.88) | 28.88/0 | GBP0.001 | 35 | |||||||
England and Wales – Studio 311, Record Hall,16-16a Baldwin’s Gardens, London, EC1N 7RJ |
| |||||||||
Clean Beauty Co LtdDà (38.75) | 38.75/0 | GBP0.0001 | 22 | |||||||
England and Wales – 170 Finchley Road, London, NW3 6BP |
| |||||||||
GALLINEE LTDDà (85.11) | 85.11/0 | GBP0.01 | 44 | |||||||
France – 7 rue Armand Peugeot, 92500 Rueil-Malmaison |
| |||||||||
Relais D’or Centrale S.A.S. (49.99) | 32.27/17.72 | No Par Value | 1 | |||||||
Germany – Beerbachstraße 19, 91183 Abenberg |
| |||||||||
Hans Henglein & Sohn GmbH (50) | 32.78/17.22 | EUR100,000.00 | 1 | |||||||
Henglein & Co.Handels-und Beteiligungs GmbH | 32/18 | 4 | ||||||||
& Co. KGà (50) |
| |||||||||
Henglein Geschäftsführungs GmbHà (50) | 32/18 | DEM 50,000.00 | 1 | |||||||
Nürnberger Kloßteig NK GmbH & Co. KGà (50) | 32/18 | 4 | ||||||||
Germany – Bad Bribaer Straße, 06647 Klosterhäseler |
| |||||||||
Henglein GmbHà (50) | 32/18 | DEM 50,000.00 | 1 | |||||||
Germany – Beerbachstruße 37, 17153 Stavenhagen |
| |||||||||
Hochreiter Frischteigwaren GmbH (50) | 32.78/17.22 | DEM250,000.00 | 1 | |||||||
Indonesia - Wisma Bango Lt.05, Jl.Sulaiman No.32 Sukabumi Utara Kec. Kebon Jeruk, Jakarta Barat 11540 |
| |||||||||
PT Anugrah Mutu Bersama (40) | 26.22/13.78 | IDR1,000,000.00 | 1 | |||||||
India – Plot NoB-9-10 - Near Huda Market, Sector 32, Gurugram, Gurgaon HR 122001 |
| |||||||||
AAIDEA Solutions Private LimitedDà (1.08) | 1.08/0 | INR100.00 | 75 | |||||||
100/0 | INR100.00 | 72 | ||||||||
(5.72) | 5.72/0 | INR100.00 | 73 | |||||||
(8.19) | 8.19/0 | INR100.00 | 74 | |||||||
India – 7th Floor, 703/704, Marathon Icon, Off Ganpatrao Kadam Marg, Vir Santaji Marg, Lower Parel, Mumbai-400013 |
|
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share
| |||||
Hochreiter Frischteigwaren GmbH (50) | 32.78/17.22 | DEM | 250,000.00 | 1 | ||||
Indonesia - Wisma Bango Lt.05, Jl.Sulaiman No.32, Jakarta Barat 11540 | ||||||||
PT Anugrah Mutu Bersama (40) | 26.22/13.78 | IDR | 1,000,000.00 | 1 | ||||
Ireland - 70 Sir John Rogersons Quay, Dublin 2 | ||||||||
Pepsi Lipton International Limitedr | 100/0 | EUR | 1.00 | 52 | ||||
100/0 | EUR | 1.00 | 53 | |||||
100/0 | EUR | 1.00 | 54 | |||||
100/0 | EUR | 1.00 | 55 | |||||
India – 101, Tower 5, Orchid Petals, Sector 49, Gurgaon | ||||||||
AAIDEA Solutions Private Limitedr◇ | 100/0 | INR | 100.00 | 67 | ||||
India - 7th Floor, 703/704, Marathon Icon, Off Ganpatrao Kadam Marg, Vir Santaji Marg, | ||||||||
Lower Parel, Mumbai-400013 | ||||||||
Peel-Works Private Limitedr◇ (48.15) | 48.15/0 | INR | 30.00 | 63 | ||||
Israel - Kochav Yokneam Building, 4th Floor, P.O. Box 14, Yokneam Illit 20692 | ||||||||
Iluminage Beauty Limitedr (99.74) | 99.74/0 | ILS | 1.00 | 14 | ||||
Japan - #308, 5–4–1, Minami Azabu, Tokyo | ||||||||
Grom Japan K.K◇ (34) | 34/0 | JPY | 50,000.00 | 1 | ||||
Luxembourg - 5 Heienhaff,L-1736 Senningerberg | ||||||||
Helpling Group Holding S.à r.l.r◇ | 98.57/0 | EUR | 1.00 | 60 | ||||
Mauritius – c/o Equinoxe Alternative Investment services (Mauritius Limited); 12thFloor, | ||||||||
Standard Chartered Tower. Ebene 72201 | ||||||||
Capvent Asia Consumer Fund Limitedr (41.00) | 41.00/0 | USD | 0.01 | 8 | ||||
Oman - Po Box 1711, Ruwi, Postal code 112 | ||||||||
Towell Unilever LLC | 0/49 | OMR | 10.00 | 1 | ||||
Philippines - 11th Avenue corner 39th Street, Bonifacio Triangle, Bonifacio Global City, | ||||||||
Taguig City, M.M | ||||||||
Sto Tomas Paco Land Corpr◇ | 64.55/35.45 | PHP | 1.00 | 7 | ||||
Paco Platform 7.5 Inc.r◇ | 64.55/35.45 | PHP | 1.00 | 7 | ||||
Cavite Horizons Land, Inc.◇ | 22.66/12.44 | PHP | 1.00 | 7 | ||||
64.55/35.45 | PHP | 10,000.00 | 14 | |||||
Industrial Realties, Inc.◇ | 29.30/16.1 | PHP | 1.00 | 7 | ||||
Philippines - Manggahan Light Industrial Compound, A. Rodriguez Avenue, Bo. Manggahan, | ||||||||
Pasig City | ||||||||
WS Holdings Inc.r◇ | 64.55/35.45 | PHP | 1.00 | 29 | ||||
Selecta Walls Land Corpr◇ | 64.55/35.45 | PHP | 10.00 | 29 | ||||
Portugal - Largo Monterroio Mascarenhas, 1,1099–081 Lisboa | ||||||||
Fima Ola – Produtos Alimentares, S.A. (55) | 0/55 | EUR | 500.00 | 1 | ||||
Gallo Worldwide, Limitada (55) | 0/55 | EUR | 1,000,000.00 | 5 | ||||
Transportadora Central do Infante, Limitada (54) | 0/54 | EUR | 1.00 | 1 | ||||
Unilever Fima, Limitada (55) | 0/55 | EUR | 26,295,157.00 | 5 | ||||
Victor Guedes – Industria e Comercio, S.A. (55) | 0/55 | EUR | 5.00 | 1 | ||||
Sweden - No 18 Office & Lounge, Briger Jarlsgatan 18,114 34 Stockholm | ||||||||
SachaJuan Haircare ABr◇ (99.50) | 99.50/0 | SEK | 1.00 | 9 | ||||
United Arab Emirates - P.O. Box 49, Dubai | ||||||||
Al Gurg Unilever LLC (49) | 0/49 | AED | 1,000.00 | 1 | ||||
United Arab Emirates - Po Box 49, Abu Dhabi | ||||||||
Thani Murshid Unilever LLC (49) | 49/ 0 | AED | 1,000.00 | 1 | ||||
United States -1679 South Dupont Highway, Suite 100, Dover, Kent County, Delaware 19901 | ||||||||
Beauty Bakerie Cosmetics Brand Incr◇ (50.05) | 50.05/0 | USD | 0.001 | 58 | ||||
United States - 2600 Tenth St #101, Berkeley CA 94710 | ||||||||
Machine Vantage◇ (9.86) | 9.86/0 | 7 | ||||||
(55.19) | 55.19/0 | 58 | ||||||
United States - c/o Law Traders Inc., 300 Delaware Ave., Suite 210, in the City of Wilmington, County of New Castle | ||||||||
Quantbiome Inc. (dba Thryve)r◇ (23.26) | 23.26/0 | USD | 0.00001 | 59 | ||||
United States - C/O National Registered Agents, Inc.160 Green Tree Drive, Suite 101, Dover, Delaware 19904 | ||||||||
Discuss.io Incr◇ (8.30) | 8.30/0 | USD | 0.0001 | 7 | ||||
(15.36) | 15.36/0 | USD | 0.0001 | 55 | ||||
(53.91) | 53.91/0 | USD | 0.0001 | 43 | ||||
United States - 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201 | ||||||||
Pepsi Lipton Tea Partnership (50) | 27.70/22.30 | 4 | ||||||
United States – 548 Market St #70998, San Francisco, CA 94104-5401 | ||||||||
Physic Ventures L.P.◇ (57.27) | 57.27/0 | 4 | ||||||
United States - 1170 Olinder Court, San Jose, CA 95122 | ||||||||
Sunbasket Incr◇ (2.51) | 2.51/0 | USD | 0.0001 | 7 | ||||
(89.03) | 89.03/0 | USD | 0.0001 | 60 | ||||
(1.92) | 1.92/0 | USD | 0.0001 | 61 | ||||
United States - 2711 Centerville Road, 400 Wilmington, 19808 New Castle | ||||||||
Nutraceutical Wellness Inc (dba Nutrafol)r◇ | 41.70/0 | USD | 0.0001 | 62 | ||||
(41.70) | ||||||||
(56.82) | 56.82/0 | USD | 0.0001 | 51 |
Name of Undertaking
|
% holding as between NV /PLC
| Nominal Value
| Share Class Note
| |||||||
Peel-Works Private LimitedDà (48.15) | 48.15/0 | INR30.00 | 63 | |||||||
(16.67) | 16.67/0 | INR30.00 | 70 | |||||||
India – 403 Valentina, Hiranandani Estate Thane, Thane West, 400607, Maharashtra |
| |||||||||
Pureplay Skin Sciences (India) Private Limited | 0.10/0 | INR100.00 | 75 | |||||||
(0.10) |
| |||||||||
(100) | 100/0 | INR100.00 | 73 | |||||||
India – 135 Hubtown Solaris, N.S. Phadke Marg, Andheri East-West Flyover Junction, Andheri (East) Mumbai 400069 |
| |||||||||
O(1) India Private Limited (dba Shop101) (0.001) | 0.001/0 | INR10.00 | 75 | |||||||
(29.15) | 29.15/0 | INR100.00 | 76 | |||||||
Ireland – 70 Sir John Rogersons Quay, Dublin 2 |
| |||||||||
Pepsi Lipton International LimitedD | 100/0 | EUR1.00 | 52 | |||||||
100/0 | EUR1.00 | 53 | ||||||||
100/0 | EUR1.00 | 54 | ||||||||
100/0 | EUR1.00 | 55 | ||||||||
Israel – Kochav Yokneam Building, 4th Floor, P.O. Box 14, Yokneam Illit 20692 |
| |||||||||
IB Ventures LimitedD (99.74) | 99.74/0 | ILS1.00 | 14 | |||||||
Japan – #308, 5–4–1, Minami Azabu, Tokyo |
| |||||||||
Grom Japan K.KD (34) | 34/0 | JPY50,000.00 | 1 | |||||||
Luxembourg – 5 Heienhaff,L-1736 Senningerberg |
| |||||||||
Helpling Group Holding S.à r.l.Dà (98.57) | 98.57/0 | EUR1.00 | 60 | |||||||
Mauritius – c/o Apex Fund Services (Mauritius) Ltd, 4th Floor, 19 Bank Street, Cyber City, Ebene 72201 |
| |||||||||
Capvent Asia Consumer Fund LimitedD (40.47) | 40.47/0 | USD0.01 | 78 | |||||||
Oman – Po Box 1711, Ruwi, Postal code 112 |
| |||||||||
Towell Unilever LLC (49) | 0/49 | OMR10.00 | 1 | |||||||
Philippines – 11th Avenue corner 39th Street, Bonifacio Triangle, Bonifacio Global City, Taguig City, M.M |
| |||||||||
Sto Tomas Paco Land CorpDà | 64.55/35.45 | PHP1.00 | 7 | |||||||
Paco Platform 7.5 Inc.Dà | 64.55/35.45 | PHP1.00 | 7 | |||||||
Cavite Horizons Land, Inc.à (35.10) | 22.66/12.44 | PHP1.00 | 7 | |||||||
64.55/35.45 | PHP10,000.00 | 14 | ||||||||
Industrial Realties, Inc.à (45.40) | 29.30/16.1 | PHP1.00 | 7 | |||||||
Philippines – Manggahan Light Industrial Compound, A. Rodriguez Avenue, Bo. Manggahan, Pasig City |
| |||||||||
WS Holdings Inc.Dà | 64.55/35.45 | PHP1.00 | 29 | |||||||
Selecta Walls Land CorpDà | 64.55/35.45 | PHP10.00 | 29 | |||||||
Portugal – Largo Monterroio Mascarenhas, 1,1099–081 Lisboa |
| |||||||||
Fima Ola – Produtos Alimentares, S.A. (55) | 0/55 | EUR4,125,000 | 1 | |||||||
Gallo Worldwide, Limitada(55) | 0/55 | EUR550,000 | 5 | |||||||
Grop – Gelado Retail Operation Portugal, | ||||||||||
Unipessoal, LDA (55) | 0/55 | EUR27,500 | 5 | |||||||
Transportadora Central do Infante, Limitada (54) | 0/54 | EUR27,000 | 1 | |||||||
Unilever Fima, Limitada (55) | 0/55 | EUR14,462,336.00 | 5 | |||||||
Victor Guedes – Industria e Comercio, S.A. (55) | 0/55 | EUR275.00 | 1 | |||||||
Sweden – No 18 Office & Lounge, Briger Jarlsgatan 18,114 34 Stockholm |
| |||||||||
SachaJuan Haircare ABDà (76.51) | 76.51/0 | SEK1.00 | 9 | |||||||
United Arab Emirates – P.O. Box 49, Dubai |
| |||||||||
Al Gurg Unilever LLC (49) | 0/49 | AED1,000.00 | 1 | |||||||
United Arab Emirates – Po Box 49, Abu Dhabi |
| |||||||||
Thani Murshid Unilever LLC (49) | 0/49 | AED1,000.00 | 1 | |||||||
United States -1679 South Dupont Highway, Suite 100, Dover, Kent County, Delaware 19901 |
| |||||||||
Beauty Bakerie Cosmetics Brand IncDà (64.69) | 64.69/0 | USD0.001 | 58 | |||||||
United States – 2600 Tenth St #101, Berkeley CA 94710 |
| |||||||||
Machine Vantageà (9.86) | 9.86/0 | 7 | ||||||||
(49.93) | 49.93/0 | 58 | ||||||||
United States – c/o Law Traders Inc., 300 Delaware Ave., Suite 210, in the City of Wilmington, County of New Castle |
| |||||||||
Quantbiome Inc. (dba Thryve)Dà (23.26) | 23.26/0 | USD0.00001 | 59 | |||||||
United States – C/O National Registered Agents, Inc.160 Green Tree Drive, Suite 101, Dover, Delaware 19904 |
| |||||||||
Discuss.io IncDà (8.76) | 8.76/0 | USD0.0001 | 7 | |||||||
(15.36) | 15.36/0 | USD0.0001 | 55 | |||||||
(56.59) | 43.64/12.95 | USD0.0001 | 58 | |||||||
United States – 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201 |
| |||||||||
Pepsi Lipton Tea Partnership (50) | 27.70/22.30 | 4 | ||||||||
United States – 548 Market St #70998, San Francisco, CA 94104-5401 |
| |||||||||
Physic Ventures L.P.à (57.27) | 57.27/0 | 4 | ||||||||
United States – 1170 Olinder Court, San Jose, CA 95122 |
| |||||||||
Sunbasket IncDà (2.93) | 2.93/0 | USD0.0001 | 7 | |||||||
(89.03) | 89.03/0 | USD0.0001 | 60 | |||||||
(1.92) | 1.92/0 | USD0.0001 | 61 | |||||||
United States – 251 Little Falls Drive, Wilmington, Delaware, New Castle 19808 |
| |||||||||
Nutraceutical Wellness Inc (dba Nutrafol)Dà | 41.70/0 | USD0.0001 | �� | 62 | ||||||
(41.70) |
| |||||||||
(56.82) | 56.82/0 | USD0.0001 | 51 | |||||||
True Botanicals, IncDà (37.17) | 37.17/0 | USD0.0001 | 81 | |||||||
(12.27) | 12.27/0 | USD0.0001 | 82 | |||||||
(25.59) | 0/25.59 | USD0.0001 | 83 | |||||||
United – States 850 New Burton Road, in the City of Dover, County of Kent, Delovare, USA |
| |||||||||
Volition Beauty IncDà (66.44) | 66.44/0 | USD0.0001 | 44 |
144 | Annual Report on Form 20-F |
Notes:
1: Ordinary, 2:Ordinary-A, 3:Ordinary-B, 4: Partnership, 5: Quotas, 6: Class- A Common, 7: Common, 8: Class A, 9: Class B, 10: Class C, 11: Class II Common, 12: Class III Common, 13: Membership Interest, 14: Preference, 15: Redeemable Preference, 16: Limited by Guarantee, 17: Estate,C Ordinary Shares, 18: Viscountcy, 19: Redeemable Golden Share, 20: Deferred, 21:Ordinary-C, 22: Preferred, 23: Redeemable Preference Class A, 24: Redeemable Preference Class B, 25: Special, 26: Cumulative Preference, 27: 5% Cumulative Preference, 28:Non-Voting Ordinary B, 29: Common B, 30:Management, 31: Dormant, 32: A, 33: B, 34: Cumulative Redeemable Preference, 35:A-Ordinary, 36: Preferred Ordinary, 37:Ordinary-G, 38:Class Common-B, 39: Series A Participating Preference, 40:H-Ordinary, 41:I-Ordinary, 42:J-Ordinary, 43: Series A Preferred Convertible, 44: A Preferred, 45: A1 Preferred, 46: B Preferred, 47: Series 2 Preferred, 48: Series 3 Preferred, 49:Series A2 Convertible Redeemable Preference, 50: D Preferred, 51: SeriesA-3 Preferred, 52: C Preferred, 53:E Ordinary, 54: G Preferred, 55: Series Seed, 56: Nominal, 57: Preferred A, 58: Series A Preferred, 59: SeriesSeed-2 Preferred, 60: SeriesC-2, 61: Series D, 62: Series A1 Preferred, 63: SeriesB-2 Preference, 64: Class A Interests, 65: Class B Interests, 66. Ownership Units, 67. Seed B CCPS, 68. Office Holders, 69. Security, 70. SeriesB-3 Preference, 71. Series B Preferred, 72. Series Seed B CPPS, 73. Series A CPPS, 74. Series A2 CPPS, 75. Equity, 76. Series B CPPS, 77. Series B Preferred Convertible, 78. Class A Ordinary Redeemable Non Voting Ordinary, 79. B Ordinary Shares, 80. N Preferred, 81.A-1 Com, 82.A-2 Com, 83.A-3 Com.
* | Indicates an undertaking for which Unilever N.V. has issued a declaration of assumption of liability in accordance with |
o | Indicates an undertaking directly held by N.V. or PLC. All other undertakings are indirectly held. In the case of Hindustan Unilever Limited |
† | Shares the undertaking holds in itself. |
D | Denotes an undertaking where other classes of shares are held by a third party. |
X | Unilever Trading LLC, Binzagr Unilever Limited, Unilever Home and Personal Care Products Manufacturing LLC and UTIC Distribution S.A. are subsidiary undertakings pursuant to section 1162(2)(b) Companies Act 2006. Servern Gulf FZCO is a subsidiary undertaking pursuant to section 1162(4)(a) Companies Act 2006. The Unilever Group is entitled to 50% of the profits made by Binzagr Unilever Limited. The Unilever Group is entitled to 80% of the profits made by Unilever Trading LLC, Unilever Home and Personal Care Products Manufacturing LLC and Unilever General Trading LLC. |
◇ | Accounted for asnon-current investments withinnon-current financial assets. |
Exemption pursuant to Section 264b German Commercial Code. |
Further to the above disclosures (1) due to the unified board of Unilever N.V. and Unilever PLC, Unilever N.V. and Unilever PLC are each considered to be a subsidiary undertaking of the other in accordance with section 1162 (4) (b) of the Companies Act 2006 and (2) details of holdings of subsidiary undertakings in the share capitals of Unilever N.V. and Unilever PLC are given under the heading Our Shares on pages 3638 to 38.40.
In addition, we have revenues either from our own operations or otherwise in the following locations: Afghanistan, Albania, Andorra, Angola, Antigua, Armenia, Azerbaijan, Bahamas, Barbados, Belarus, Belize, Benin, Bhutan, Bosnia and Herzegovina, Botswana, Brunei Darussalam, Burkina Faso, Burundi, Cameroon, Cape Verde, Central African Republic, Chad, Comoros, Congo, Democratic Republic of Congo, Dominica, Equatorial Guinea, Eritrea, Fiji, French Guiana, Gabon, Gambia, Georgia, Grenada, Guadeloupe, Guinea, Guinea-Bissau, Guyana, Haiti, Iceland, Iraq, Kiribati, Kuwait, Kyrgyzstan, Lesotho, Liberia, Libya, Liechtenstein, Luxembourg, Macao, Macedonia, Madagascar, Maldives, Mali, Malta, Marshall Islands, Martinique, Mauritania, Mauritius, Micronesia (Federated States of), Moldova (Republic of), Monaco, Mongolia, Montenegro, Namibia, Nauru, Palau, Papua New Guinea, Qatar, Saint Kitts and Nevis, Saint Lucia, Saint Vincent and the Grenadines, Samoa, San Marino, Senegal, Seychelles, Sierra Leone, Slovenia, Solomon Islands, Somalia, South Sudan, Sudan, Suriname, Swaziland, Syrian Arab Republic, Tajikistan, Timor Leste, Togo, Tonga, Turkmenistan, Tuvalu, Uzbekistan, Vanuatu and Yemen.
The Group has established branches in Argentina, Azerbaijan, Belarus,Bosnia-Herzegovina,Cote d’Ivoire, Cuba, the Dominican Republic, Kazakhstan, Moldova, the Netherlands, the Philippines, Rwanda, Saudi Arabia, Slovenia, Turkey and United Kingdom.
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Annual Report on Form 20-F |
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FINANCIAL CALENDAR
ANNUAL GENERAL MEETINGS
Date | Voting Record date | Voting and Registration date | ||||
NV | 1 May 2019 | 3 April 2019 | 24 April 2019 | |||
PLC | 2 May | – | 30 April | |||
|
QUARTERLY DIVIDENDS
Dates listed below are applicable to all four Unilever listings (NV ordinary shares, PLC ordinary shares, NV New York shares, and PLC ADRs).
Record date | Payment date | |||||||||||
Quarterly dividend announced | 14 February | 15 February | ||||||||||
2019 | ||||||||||||
Quarterly dividend announced | 2 May 2019 | 3 May | ||||||||||
2019 | ||||||||||||
Quarterly dividend announced | | |||||||||||
2019 | ||||||||||||
Quarterly dividend announced | | 31 October 2019 | 1 November |
CONTACT DETAILS
Unilever N.V. and Unilever PLC
100 Victoria Embankment
London EC4Y 0DY
United Kingdom
Institutional Investors telephone +44 (0)20 7822 6830
Any queries can also be sent to us electronically via
Contact Us
Private Shareholders telephone +44 (0)20 7822 5500
Private Shareholders can email us at
shareholder.services@unilever.com
SHARE REGISTRATION
THE NETHERLANDS
SGG Financial Services B.V. | ||
Hoogoorddreef 15 | ||
1101 BA Amsterdam | ||
Telephone | +31 (0)20 522 25 10 | |
Telefax | +31 (0)20 522 25 | |
Website | www.sgggroup.com | |
registerunilever@sgggroup.com | ||
UK | ||
Computershare Investor Services PLC | ||
The Pavilions | ||
Bridgwater Road | ||
Bristol BS99 6ZZ | ||
Telephone | +44 (0)370 600 3977 | |
Telefax | +44 (0)370 703 6101 | |
Website | www.investorcentre.co.uk | |
FAQ and Contact Form | computershare.co.uk/contactus | |
US | ||
American Stock Transfer & Trust Company | ||
Operations Center | ||
6201 15th Avenue | ||
Brooklyn, NY 11219 | ||
Toll-free number | +1 866 249 2593 | |
Direct dial | +1 718 921 8124 | |
db@astfinancial.com |
WEBSITE
Shareholders are encouraged to visit our website which has a wealth of information about Unilever.
There is a section on our website designed specifically for investors. It includes detailed coverage of the Unilever share price, our quarterly and annual results, performance charts, financial news and investor relations speeches and presentations. It also includes details of the 20172018 Share Buy BackBuyback programme and conference and investor/analyst presentations.
You can also view the Unilever Annual Report and Accounts 20172018 (and the Additional Information for US Listing Purposes) on our website, and those for prior years.
www.unilever.com | ||
www.unilever.com/investorrelations | ||
www.unilever.com/investor-relations/annual-report-and-accounts/ |
PUBLICATIONS
Copies of the Unilever Annual Report and Accounts 20172018 (and the Additional Information for US Listing Purposes) and the Annual Report on Form20-F 20172018 can be accessed directly or ordered via the website.
www.unilever.com/investorrelations |
UNILEVER ANNUAL REPORT AND ACCOUNTS 20172018
The Unilever Annual Report and Accounts 20172018 (and the Additional Information for US Listing Purposes) forms the basis for the Annual Report on Form20-F that is filed with the United States Securities and Exchange Commission, which is also available free of charge from their website.
www.sec.gov |
QUARTERLY RESULTS ANNOUNCEMENTS
Are in English with figures in euros.
Shareholder | Annual Report on Form 20-F |
Accounting policies |
Acquisitions |
Americas, The |
Annual General Meetings |
Asia/AMET/RUB |
Associates |
Audit Committee |
Auditors |
Balance sheet |
Beauty & Personal Care | 6, 11, 21, 24, 26, 82-83, 164-165 | |||
Biographies |
Board committees |
Boards |
Bonds and other loans | 109 | |||
Brands |
Capital expenditure |
Cash |
Cash flow statement |
|
Cautionary statement /safe harbour | Inside back cover |
Chairman |
Chief Executive Officer |
Commitments |
Company accounts |
Compensation Committee |
Comprehensive income | 75, 128, |
Connected 4 Growth |
Constant underlying earnings per share |
Contingent liabilities |
Corporate governance |
Corporate responsibility |
Corporate Responsibility Committee |
Deferred tax |
Depreciation |
Directors’ responsibilities |
Directors’ remuneration |
Disposals |
Diversity |
Dividends |
Divisions | 11-12, 21, 24, 83, 99 | |||
Earnings per share |
Employees |
Equalisation Agreement |
Equity |
Europe |
Exchange rates |
Executive Directors |
Finance and liquidity |
Finance costs and finance income |
Financial assets |
Financial calendar |
Financial instruments | 80, |
Financial liabilities |
Financial review |
Foods & Refreshment |
Free cash flow |
Geographies |
Goodwill |
Gross profit |
Group companies | 138-145 |
Home Care | 6, 12, 21, 24, 26, 82-83, 164 |
Impairment |
97-99, 116 | ||||
Income statement |
20, 75, 128, 157 | ||||
Innovation |
10 | ||||
Intangible assets |
97-99 | ||||
International Financial Reporting Standards | 66, 79, 130, 135 |
Inventories |
102 | ||||
Joint ventures | 83-84, 101-102, 126 |
Key management |
86, 92 | ||||
Key Performance Indicators |
6-7 | ||||
Leases |
120-122 | ||||
Market capitalisation |
22 | ||||
Net debt | 26, 113-114, 166 | |||
Nominating and Corporate Governance Committee |
48-49 | ||||
Non-underlying items |
24, 85 | ||||
Non-Executive Directors | 3, 37, |
86 | ||||
Non-GAAP measures |
23-26,165-166 | ||||
Operating costs | 85-86 |
Operating profit |
20-22, 75, 128, 159 | ||||
Organisational Structure |
36 | ||||
Outlook |
166 | ||||
Payables |
103-104 | ||||
Pensions and similar obligations |
|
|
87-92 | ||||
Property, plant and equipment |
100-101, 167 | ||||
Provisions |
120 | ||||
Receivables |
|
132, 136 | ||||
Related party transactions |
126, 151 | ||||
Research and development | 85 |
Reserves |
76, 104, 106, 128, 133, 136 | ||||
Restructuring | 85, 120 | |||
Return on assets | 26 |
Return on invested capital | 26 | |||
Revenue |
43,81-82 | ||||
Risk management and control |
27, 44 | ||||
Risks |
27-35 | ||||
Segment information |
82-84 | ||||
Share-based payments |
92-93 | ||||
Share buyback programme |
38-39, 105, 126, 133, 137, 156 | ||||
Share capital |
38-39,76-77, 105, 132, 136 | ||||
Shareholders |
18,38-39, 151 | ||||
Share registration | 146 | |||
Significant subsidiaries | 127 |
Simplification | 18 | |||
Staff costs |
86 | ||||
Strategy | 10 |
Taxation |
94-96 | ||||
Total shareholder return |
62 | ||||
Treasury |
32,110-115 | ||||
Turnover |
20-21, 75,82-84, 128, 157, 160 | ||||
Underlying earnings per share |
24, 96, 163 | ||||
Underlying effective tax rate |
25, 94, 165 | ||||
Underlying operating margin |
25, 165 | ||||
Underlying operating profit | 25, |
Underlying sales growth |
23-24,163-165 | ||||
Underlying volume growth |
23-24,163-165 | ||||
Unilever Leadership Executive | 5 |
Voting | 38-39 | |||
Website |
146 | ||||
Zero based budgeting |
| 10, 18 |
Annual Report on Form 20-F | Index |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
FORM20-F REFERENCES
FORM20-F REFERENCES | ||||||
Item 1 | Identity of Directors, Senior Management and Advisers | n/a | ||||
Item 2 | Offer Statistics and Expected Timetable | n/a | ||||
Item 3 | Key Information | |||||
A. | Selected Financial Data | |||||
B. | Capitalisation and Indebtedness | n/a | ||||
C. | Reasons for the offer and use of proceeds | n/a | ||||
D. | Risk factors | |||||
Item 4 | Information on the Company | |||||
A. | History and development of the company | 2, 4, 11 – 18, 20 – | ||||
B. | Business overview | 1, 8 – | ||||
C. | Organisational structure | |||||
D. | Property, plant and equipment | |||||
Item 4A | Unresolved Staff Comments | n/a | ||||
Item 5 | Operating and Financial Review and Prospects | |||||
A. | Operating results | |||||
B. | Liquidity and capital resources | |||||
C. | Research and development, patents and licences, etc. | 9, | ||||
D. | Trend information | 4 – 5, 8, | ||||
E. | Off-balance sheet arrangements | |||||
F. | Tabular disclosure of contractual obligations | |||||
G. | Safe harbour | inside back cover | ||||
Item 6 | Directors, Senior Management and Employees | |||||
A. | Directors and senior management | 3, | ||||
B. | Compensation | |||||
C. | Board practices | 3, | ||||
D. | Employees | |||||
E. | Share ownership | |||||
Item 7 | Major Shareholders and Related Party Transactions | |||||
Major shareholders | ||||||
B. | Related party transactions | |||||
C. | Interest of experts and counsel | n/a | ||||
Item 8 | Financial Information | |||||
A. | Consolidated statements and other financial information | |||||
B. | Significant changes | |||||
Item 9 | The Offer and Listing | |||||
A. | Offer and listing details | |||||
B. | Plan of distribution | n/a | ||||
C. | Markets | |||||
D. | Selling shareholders | n/a | ||||
E. | Dilution | n/a | ||||
F. | Expenses of the issue | n/a | ||||
Item 10 | Additional Information | |||||
A. | Share capital | n/a | ||||
B. | Articles of association | |||||
C. | Material contracts | |||||
D. | Exchange controls | |||||
E. | Taxation | |||||
F. | Dividends and paying agents | n/a | ||||
G. | Statement by experts | n/a | ||||
H. | Documents on display | |||||
I. | Subsidiary information | n/a |
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
ADDITIONAL INFORMATION FOR US LISTING PURPOSES
Item 11 | Quantitative and Qualitative Disclosures About Market Risk | |||||||
Item 12 | Description of Securities Other than Equity Securities | |||||||
A. | Description of debt securities | n/a | ||||||
B. | Description of warrants and rights | n/a | ||||||
C. | Description of other securities | n/a | ||||||
D.1 | Name of depositary and address of principal executive | n/a | ||||||
D.2 | Title of ADRS and brief description of provisions | n/a | ||||||
D.3 | Transfer agent fees and charges | |||||||
D.4 | Transfer agent payments | |||||||
Item 13 | Defaults, Dividend Arrearages and Delinquencies | |||||||
A. | Defaults | |||||||
B. | Dividend arrearages and delinquencies | |||||||
Item 14 | Material Modifications to the Rights of Security Holders and Use of Proceeds | n/a | ||||||
Item 15 | Controls and Procedures | |||||||
Item 16 | Reserved | |||||||
A. | Audit Committee Financial Expert | |||||||
B. | Code of Ethics | |||||||
C. | Principal Accountant Fees and Services | |||||||
D. | Exemptions From The Listing Standards For Audit Committees | n/a | ||||||
E. | Purchases Of Equity Securities By The Issuer and Affiliated Purchasers | |||||||
F. | Change in Registrant’s Certifying Accountant | n/a | ||||||
G. | Corporate Governance | |||||||
H. | Mine Safety Disclosures | n/a | ||||||
Item 17 | Financial Statements | |||||||
Item 18 | Financial Statements |
Item 19 | Exhibits | Please refer to the Exhibit list located immediately following the signature | ||||||
page for this document as filed with the SEC. |
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES
EMPLOYEES
The average number of employees for the last three years is provided in note 4A on page 97.86. The average number of employees during 20172018 included 7,1797,996 seasonal workers. We believe our relationship with our employees and any labour unions of which they may be part is satisfactory in all material respects.
GLOBAL EMPLOYEE SHARE PLANS (SHARES)
In November 2014, Unilever’s global employee plan ‘SHARES’ was launched in 17 countries. SHARES gives eligible Unilever employees below senior management level the opportunity to invest between€25 and€200 per month from their net salary in Unilever shares. For every three shares our employees buy (Investment Shares), Unilever will give them one free Matching Share, which will vest if employees hold their Investment Shares for at least three years. The Matching Shares are not subject to any performance conditions. In 2015, SHARES was rolled out globally and is now offered in more than 100 countries. Executive Directors are not eligible to participate in SHARES. As of 21 February 2018,2019, awards for 269,644291,657 NV and 196,817219,423 PLC shares were outstanding under SHARES.
NORTH AMERICAN SHARE PLANS
Unilever also maintains share plans for its North American employees that are governed by an umbrella plan referred to as the Unilever North America Omnibus Equity Compensation Plan. These plans are the North American equivalents of the Unilever Share Plan 2017 and the GSIP, MCIP and SHARES plans. The rules governing these share plans are materially the same as the rules governing the Unilever Share Plan 2017, GSIP, MCIP and SHARES plans, respectively. However, the plans containnon-competition andnon-solicitation covenants and they are subject to US and Canadian employment and tax laws. The plans are administered by the North America Compensation Committee of Unilever United States Inc. and they are governed by New York law.
The foregoing description of the Unilever North America Omnibus Equity Compensation Plan does not purport to be complete and is qualified in its entirety by reference to the Unilever North America Omnibus Equity Compensation Plan, including all amendments thereto, filed as Exhibit 99.1 to the FormS-8 (FileNo. 333-185299) filed with the SEC on 6 December 2012, which is incorporated herein by reference.
COMPENSATION COMMITTEE
The Committee is concerned with the remuneration of the Executive andNon-Executive Directors and the tier of management directly below the Boards. It also has responsibility for the cash and executive and all employee share-based incentive plans, the Remuneration Policy and performance evaluation of the Unilever Leadership Executive.
DIRECTORS AND SENIOR MANAGEMENT
FAMILY RELATIONSHIP
There are no family relationships between any of our Executive Directors, members of the ULE orNon-Executive Directors.
OTHER ARRANGEMENTS
None of ourNon-Executive Directors, Executive Directors or other key management personnel are elected or appointed under any arrangement or understanding with any major shareholder, customer, supplier or others.
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
MAJOR SHAREHOLDERS
The voting rights of the significant shareholders of NV and PLC are the same as for other holders of the class of share held by such significant shareholder.
The principal trading markets upon which Unilever shares are listed are Euronext Amsterdam for NV ordinary and 6% and 7% cumulative preference shares and the depositary receipts of these NV ordinary and 7% cumulative preference shares,thereof, and the London Stock Exchange for PLC ordinary shares. NV ordinary shares mainly trade in the form of depositary receipts for shares.
In the United States, NV New York Registry Shares and PLC American Depositary Receipts are traded on the New York Stock Exchange. Deutsche Bank Trust Company Americas (Deutsche Bank) acts for NV and PLC as issuer, transfer agent and, in respect of the PLC American Depositary Receipts, depositary.
At 21 February 20182019 (the latest practicable date for inclusion in this report), there were 4,4144,134 registered holders of NV New York Registry Shares and 924841 registered holders of PLC American Depositary Receipts in the United States. We estimate that approximately 11%10% of NV’s ordinary shares (including shares underlying NV New York Registry shares) were held in the United States (approximately 11% in 2016)2017) and approximately 10%11% of PLC’s ordinary shares (including shares underlying PLC American Depositary Receipts) were held in the United States (approximately 13%10% in 2016)2017).
NV and PLC are separate companies with separate stock exchange listings and different shareholders. Shareholders cannot convert or exchange the shares of one for shares of the other and the relative share prices on the various markets can, and do, fluctuate. Each NV ordinary share represents the same underlying economic interest in the Unilever Group as each PLC ordinary share (save for exchange rate fluctuations).
If you are a shareholder of NV, you have an interest in a Dutch legal entity, your dividends will be paid in euros (converted into US dollars if you have shares registered in the United States) and you may be subject to tax in the Netherlands. If you are a shareholder of PLC, your interest is in a UK legal entity, your dividends will be paid in sterling (converted into US dollars if you have American Depositary Receipts) and you may be subject to UK tax. Nevertheless, the Equalisation Agreement means that as a shareholder of either company you effectively have an interest in the whole of Unilever. On a going concern basis, you have largely equal rights over our combined net profit and capital reserves as shown in the consolidated accounts.
To Unilever’s knowledge, the Unilever Group is not owned or controlled, directly or indirectly, by another corporation, any foreign government or by any other legal or natural person, severally or jointly. The Group is not aware of any arrangements the operation of which may at any subsequent date result in a change of control of Unilever.
RELATED PARTY TRANSACTIONS
Transactions with related parties are conducted in accordance with agreed transfer pricing policies and include sales to joint ventures and associates. Other than those disclosed in Notes 23 to 2524 to the consolidated financial statements (and incorporated herein as above), there were no related party transactions that were material to the Group or to the related parties concerned that are required to be reported in 20172018 up to 21 February 20182019 (the latest practicable date for inclusion in this report).
THE OFFER AND LISTING
SHARE PRICES AT 31 DECEMBER 2017
The share prices of the ordinary shares at the end of the year were as follows:
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ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
MONTHLY HIGH AND LOW PRICES FOR THE MOST RECENT SIX MONTHS
August | September | October | November | December | January | February | ||||||||||||||||||||||||||
2017 | 2017 | 2017 | 2017 | 2017 | 2018 | 2018 | ||||||||||||||||||||||||||
NV per€0.16 ordinary share in Amsterdam | High | 50.20 | 50.79 | 52.25 | 49.59 | 48.97 | 47.24 | 46.99 | ||||||||||||||||||||||||
(in€) | Low | 49.07 | 49.13 | 47.23 | 47.59 | 46.96 | 45.72 | 43.20 | ||||||||||||||||||||||||
NV per€0.16 ordinary share in New York | High | 59.50 | 60.81 | 61.39 | 58.61 | 57.69 | 58.24 | 58.54 | ||||||||||||||||||||||||
(in US$) | Low | 57.94 | 58.11 | 55.74 | 56.22 | 56.29 | 54.98 | 52.78 | ||||||||||||||||||||||||
PLC per 3 1⁄9p ordinary share in London | High | 45.19 | 45.30 | 45.49 | 43.30 | 42.10 | 41.08 | 40.39 | ||||||||||||||||||||||||
(in £) | Low | 43.04 | 42.62 | 40.89 | 41.50 | 41.15 | 39.65 | 37.31 | ||||||||||||||||||||||||
PLC per 3 1⁄9p ordinary share in New York | High | 58.21 | 59.63 | 59.92 | 57.54 | 56.36 | 57.66 | 57.44 | ||||||||||||||||||||||||
(in US$) | Low | 56.61 | 56.99 | 54.11 | 55.00 | 55.15 | 54.02 | 51.64 |
QUARTERLY HIGH AND LOW PRICES FOR 2017 AND 2016
1st | 2nd | 3rd | 4th | |||||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||||||
2017 | 2017 | 2017 | 2017 | |||||||||||||||||||||
NV per€0.16 ordinary share in Amsterdam (in€) | High | 46.80 | 51.09 | 50.79 | 52.25 | |||||||||||||||||||
Low | 37.40 | 46.46 | 47.88 | 46.96 | ||||||||||||||||||||
NV per€0.16 ordinary share in New York (in US$) | High | 50.60 | 57.70 | 60.81 | 61.39 | |||||||||||||||||||
Low | 40.27 | 49.57 | 54.66 | 55.74 | ||||||||||||||||||||
PLC per 3 1⁄9p ordinary share in London (in £) | High | 40.68 | 43.73 | 45.30 | 45.49 | |||||||||||||||||||
Low | 31.91 | 39.22 | 41.28 | 40.89 | ||||||||||||||||||||
PLC per 3 1⁄9p ordinary share in New York (in US$) | High | 50.30 | 56.44 | 59.63 | 59.92 | |||||||||||||||||||
Low | 40.51 | 49.11 | 53.47 | 54.11 | ||||||||||||||||||||
1st | 2nd | 3rd | 4th | |||||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||||||
2016 | 2016 | 2016 | 2016 | |||||||||||||||||||||
NV per€0.16 ordinary share in Amsterdam (in€) | High | 40.89 | 41.91 | 42.94 | 41.79 | |||||||||||||||||||
Low | 36.69 | 38.15 | 40.23 | 36.39 | ||||||||||||||||||||
NV per€0.16 ordinary share in New York (in US$) | High | 45.52 | 47.05 | 47.88 | 46.43 | |||||||||||||||||||
Low | 40.27 | 42.87 | 44.93 | 38.66 | ||||||||||||||||||||
PLC per 3 1⁄9p ordinary share in London (in £) | High | 31.90 | 35.79 | 36.79 | 37.64 | |||||||||||||||||||
Low | 27.63 | 30.42 | 34.78 | 30.92 | ||||||||||||||||||||
PLC per 3 1⁄9p ordinary share in New York (in US$) | High | 45.77 | 47.91 | 48.63 | 47.75 | |||||||||||||||||||
Low | 40.09 | 43.62 | 45.86 | 38.78 | ||||||||||||||||||||
ANNUAL HIGH AND LOW PRICES | ||||||||||||||||||||||||
2017 | 2016 | 2015 | 2014 | 2013 | ||||||||||||||||||||
NV per€0.16 ordinary share in Amsterdam (in€) | High | 52.25 | 42.94 | 42.48 | 33.49 | 32.89 | ||||||||||||||||||
Low | 37.40 | 36.39 | 31.55 | 27.16 | 27.50 | |||||||||||||||||||
NV per€0.16 ordinary share in New York (in US $) | High | 61.39 | 47.88 | 46.51 | 44.31 | 42.78 | ||||||||||||||||||
Low | 40.27 | 38.66 | 37.64 | 36.72 | 37.27 | |||||||||||||||||||
PLC per 3 1⁄9p ordinary share in London (in £) | High | 45.49 | 37.64 | 30.15 | 27.29 | 28.85 | ||||||||||||||||||
Low | 31.91 | 27.63 | 25.24 | 23.06 | 23.19 | |||||||||||||||||||
PLC per 3 1⁄9p ordinary share in New York (in US $) | High | 59.92 | 48.63 | 46.07 | 45.85 | 43.54 | ||||||||||||||||||
Low | 40.51 | 38.78 | 39.03 | 37.85 | 37.67 |
There have not been any significant suspensions in the past three years.
DIVIDEND RECORD
The following tables show the dividends declared and dividends paid by NV and PLC for the last five years, expressed in terms of the revised share denominations which became effective from 22 May 2006. Differences between the amounts ultimately received by US holders of NV and PLC shares are the result of changes in exchange rates between the equalisation of the dividends and the date of payment.
Following agreement at the 2009 Annual General Meetings (AGMs) and separate meetings of ordinary shareholders, the Equalisation Agreement was modified to facilitate the payment of quarterly dividends from 2010 onwards.
2017 | 2016 | 2015 | 2014 | 2013 | ||||||||||||||||
Dividends declared for the year | ||||||||||||||||||||
NV dividends | ||||||||||||||||||||
Dividend per€0.16 | €1.43 | €1.28 | €1.21 | €1.14 | €1.08 | |||||||||||||||
Dividend per€0.16 (US Registry) | US$1.66 | US$1.42 | US$1.32 | US$1.47 | US$1.44 | |||||||||||||||
PLC dividends | ||||||||||||||||||||
Dividend per 3 1⁄9p | £1.26 | €1.09 | £0.88 | £0.90 | £0.91 | |||||||||||||||
Dividend per 3 1⁄9p (US Registry) | US$1.66 | US$1.42 | US$1.32 | US$1.47 | US$1.44 | |||||||||||||||
Dividends paid during the year | ||||||||||||||||||||
NV dividends | ||||||||||||||||||||
Dividend per€0.16 | €1.40 | €1.26 | €1.19 | €1.12 | €1.05 | |||||||||||||||
Dividend per€0.16 (US Registry) | US$1.56 | US$1.40 | US$1.32 | US$1.51 | US$1.40 | |||||||||||||||
PLC dividends | ||||||||||||||||||||
Dividend per 3 1⁄9p | £1.22 | €1.04 | £0.87 | £0.91 | £0.89 | |||||||||||||||
Dividend per 3 1⁄9p (US Registry) | US$1.56 | US$1.40 | US$1.32 | US$1.51 | US$1.40 |
EXCHANGE RATES
Unilever reports its financial results and balance sheet position in euros. Other currencies which may significantly impact our financial statements are sterling and US dollars. Average andyear-end exchange rates for these two currencies for the last five years are given below.
2017 | 2016 | 2015 | 2014 | 2013 | ||||||||||||||||
Year end | ||||||||||||||||||||
€1 = US$ | 1.196 | 1.049 | 1.092 | 1.215 | 1.378 | |||||||||||||||
€1 = £ | 0.889 | 0.857 | 0.736 | 0.781 | 0.833 | |||||||||||||||
Average | ||||||||||||||||||||
€1 = US$ | 1.123 | 1.111 | 1.111 | 1.334 | 1.325 | |||||||||||||||
€1 = £ | 0.876 | 0.815 | 0.725 | 0.807 | 0.849 |
On 21 February 2018 (the latest practicable date for inclusion in this report), the exchange rates between euros and US dollars and between euros and sterling as published in the Financial Times in London were as follows:€1 = US$1.234 and€1 = £0.881.
Noon Buying Rates in New York for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York were as follows:
2017 | 2016 | 2015 | 2014 | 2013 | ||||||||||||||||
Year end | ||||||||||||||||||||
€1 = US$ | 1.202 | 1.055 | 1.086 | 1.210 | 1.378 | |||||||||||||||
Average | ||||||||||||||||||||
€1 = US$ | 1.130 | 1.103 | 1.110 | 1.330 | 1.328 | |||||||||||||||
High | ||||||||||||||||||||
€1 = US$ | 1.204 | 1.152 | 1.202 | 1.393 | 1.382 | |||||||||||||||
Low | ||||||||||||||||||||
€1 = US$ | 1.042 | 1.038 | 1.052 | 1.210 | 1.277 |
On 16 February 2018 (the latest available data for inclusion in this report), the Noon buying rate was€1 = US$1.244.
High and low exchange rate values for each of the last six months:
August | September | October | November | December | January | February | ||||||||||||||||||||||
2017 | 2017 | 2017 | 2017 | 2017 | 2017 | 2018(a) | ||||||||||||||||||||||
High | ||||||||||||||||||||||||||||
€1 = US $ | 1.203 | 1.204 | 1.185 | 1.194 | 1.202 | 1.249 | 1.248 | |||||||||||||||||||||
Low | ||||||||||||||||||||||||||||
€1 = US $ | 1.170 | 1.175 | 1.158 | 1.158 | 1.173 | 1.192 | 1.223 |
2018 | 2017 | 2016 | 2015 | 2014 | ||||||||||||||||
Dividends declared for the year | ||||||||||||||||||||
NV dividends | ||||||||||||||||||||
Dividend per€0.16 | €1.55 | €1.43 | €1.28 | €1.21 | €1.14 | |||||||||||||||
Dividend per€0.16 (US Registry) | $1.82 | $1.66 | $1.42 | $1.32 | $1.47 | |||||||||||||||
PLC dividends | ||||||||||||||||||||
Dividend per 31/9p | £1.35 | £1.26 | €1.09 | £0.88 | £0.90 | |||||||||||||||
Dividend per 31/9p (US Registry) | $1.82 | $1.66 | $1.42 | $1.32 | $1.47 | |||||||||||||||
Dividends paid during the year | ||||||||||||||||||||
NV dividends | ||||||||||||||||||||
Dividend per€0.16 | €1.52 | €1.40 | €1.26 | €1.19 | €1.12 | |||||||||||||||
Dividend per€0.16 (US Registry) | $1.83 | $1.56 | $1.40 | $1.32 | $1.51 | |||||||||||||||
PLC dividends | ||||||||||||||||||||
Dividend per 31/9p | £1.33 | £1.22 | €1.04 | £0.87 | £0.91 | |||||||||||||||
Dividend per 31/9p (US Registry) | $1.83 | $1.56 | $1.40 | $1.32 | $1.51 |
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
ARTICLES OF ASSOCIATION
NV’s Articles of Association contain, among other things, the objects clause, which sets out the scope of activities that NV is authorised to undertake. They are drafted to give a wide scope and provide that the primary objectives are: to carry on business as a holding company, to manage any companies in which it has an interest and to operate and carry into effect the Equalisation Agreement. At the 2010 PLC AGM, the shareholders agreed that the objects clause be removed from PLC’s Articles of Association so that there are no restrictions on its objects.
DIRECTORS’ BORROWING POWERS
The borrowing powers of NV Directors on behalf of NV are not limited by NV’s Articles of Association. PLC Directors have the power to borrow on behalf of PLC up to three times the PLC proportion of the adjusted capital and reserves of the Unilever Group, as defined in PLC’s Articles of Association, without the approval of shareholders (by way of an ordinary resolution).
ALLOCATION OF PROFITS
Under NV’s Articles of Association, available profits after reserves have been provided for by virtue of law, the Equalisation Agreement or deemed necessary by the Board, are distributed first to 7% and 6% cumulative preference shareholders by a dividend of 7% and 6%, respectively, calculated on the basis of the original nominal value of 1,000 Dutch guilders converted to euros at the official conversion rate. The remaining profits are distributed to ordinary shareholders in proportion to the nominal value of their holdings.
Distributable profits of PLC are paid first at the rate of 5% per year on thepaid-up nominal capital of 31⁄9p of the ordinary shares, in a further such dividend at a rate of 5% per year on thepaid-up nominal capital of 31⁄9p of the ordinary shares and then at the rate of 6% per year on thepaid-up nominal capital of the deferred stock of £100,000. The surplus is paid by way of a dividend on the ordinary shares.
LAPSE OF DISTRIBUTIONS
The right to cash and the proceeds of share distributions by NV lapses five and 20 years, respectively, after the first day the distribution was obtainable. Unclaimed amounts revert to NV. Any PLC dividend unclaimed after 12 years from the date of the declaration of the dividend reverts to PLC.
REDEMPTION PROVISIONS AND CAPITAL CALL
Under Dutch law, NV may only redeem treasury shares (including shares underlying depositary receipts) or shares whose terms permit redemption. Outstanding PLC ordinary shares and deferred shares cannot be redeemed. NV and PLC may make capital calls on money unpaid on shares and not payable on a fixed date. NV and PLC only issue fully paid shares.
MODIFICATION OF RIGHTS
Modifications to NV’s or PLC’s Articles of Association must be approved by a general meeting of shareholders. Any modification of the NV Articles of Association that prejudices the rights of 7% or 6% cumulative
preference shareholders of NV must be approved by three quarters of votes cast (excluding treasury shares) at a meeting of affected holders.
Modifications that prejudicially affect the rights and privileges of a class of PLC shareholders require the written consent of three quarters of the affected holders (excluding treasury shares) or a special resolution passed at a general meeting of the class at which at least two persons holding or representing at least one third of thepaid-up capital (excluding treasury shares) must be present. Every shareholder is entitled to one vote per share held on a poll and may demand a poll vote. At any adjourned general meeting, present affected class holders may establish a quorum.
MATERIAL CONTRACTS
The descriptions of the foundation agreements set forth in the Unilever Annual Report and Accounts 20172018 do not purport to be complete and are qualified in their entirety by reference to the Equalisation Agreement between NV and PLC, the Deed of Mutual Covenants and the Agreement for Mutual Guarantees of Borrowing, including all amendments thereto, filed as Exhibits 4.1(a), 4.1(b) and 4.1(c), respectively, to this report, which are incorporated herein by reference.
EXCHANGE CONTROLS
Under the Dutch External Financial Relations Act of 25 March 1994, the Minister of Finance is authorised to issue regulations relating to financial transactions concerning the movement of capital to or from other countries with respect to direct investments, establishment, the performing of financial services, the admission of negotiable instruments or goods with respect to which regulations have been issued under the Import and Export Act in the interest of the international legal system or an arrangement relevant thereto. These regulations may contain a prohibition to perform any of the actions indicated in those regulations without a licence. To date, no regulations of this type, have been issued which are applicable to NV.
Other than certain economic sanctions which may be in place from time to time, there are currently no UK laws, decrees or regulations restricting the import or export of capital or affecting the remittance of dividends or other payments to holders of the PLC’s shares who arenon-residents of the UK. Similarly, other than certain economic sanctions which may be in force from time to time, there are no limitations relating only tonon-residents of the UK under English law or the PLC’s Articles of Association on the right to be a holder of, and to vote in respect of, the company’s shares.
UNILEVER ANNUAL REPORT ON FORM20-F 20172018
Filed with the SEC on the SEC’s website. Printed copies are available, free of charge, upon request to Unilever PLC, Investor Relations department, 100 Victoria Embankment, London, EC4Y 0DY United Kingdom.
DOCUMENTS ON DISPLAY IN THE UNITED STATES
Unilever files and furnishes reports and information with the United States SEC. Such reports and information can be inspected and copied at the SEC’s public reference facilities in Washington DC, Chicago and New York. Certain of our reports and other information that we file or furnish to the SEC are also available to the public over the internet on the SEC’s website.
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
TAXATION
TAXATION FOR US PERSONS HOLDING SHARES IN NV
The following notes are provided for guidance. US persons should consult their local tax advisers, particularly in connection with potential liability to pay US taxes on disposal, lifetime gift or bequest of their shares. A US person is a US individual citizen or resident, a corporation organised under the laws of the United States, or any other legal person subject to United States Federal Income Tax on its worldwide income.
TAXATION ON DIVIDENDS IN THE NETHERLANDS
As of 1 January 2007, dividends paid by companies in the Netherlands are in principle subject to dividend withholding tax of 15%. Where a shareholder is entitled to the benefits of the current Income Tax Convention (the Convention) concluded on 18 December 1992 between the United States and the Netherlands, when dividends are paid by NV to:
Where a United States person has a permanent establishment in the Netherlands, which has shares in NV forming part of its business property, dividends it receives on those shares are included in that establishment’s profit. They are subject to income tax or corporation tax in the Netherlands, as appropriate, and tax on dividends in the Netherlands will generally be applied at the full rate of 15% with, as appropriate, the possibility to claim a credit for that tax on dividends in the Netherlands against the income tax or corporation tax in the Netherlands. The net tax suffered may be treated as foreign income tax eligible for credit against shareholders’ United States income taxes.
The Convention provides, subject to certain conditions, for a complete exemption from, or refund of, Dutch dividend withholding tax if the beneficial owner is a qualified ‘Exempt Pension Trust’ as defined in Article 35 of the Convention or a qualified ‘Exempt Organisation’ as defined in Article 36 of the Convention. It is noted that, subject to certain conditions, foreign(non-Dutch) tax exempt entities may also be entitled to a full refund of any Dutch dividend withholding tax suffered based on specific provisions in the Dividend Tax Act in the Netherlands. This tax refund opportunity under Dutch domestic tax law already applied to European Union and European Economic Area entities as of 1 January 2007 and has been extended as of 1 January 2012 to all foreign tax exempt entities including, if appropriate, United States tax exempt entities.
Under the Convention, qualifying United States organisations that are generally exempt from United States taxes and that are constituted and operated exclusively to administer or provide pension, retirement or other employee benefits may be exempt at source from withholding tax on dividends received from a Dutch corporation. A Competent Authority Agreement between the US and Dutch tax authorities on 6 August 2007, published in the US as Announcement2007-75,2007-2 Cumulative Bulletin 540, as amended by a Competent Authority Agreement published in the United States as Announcement2010-26,2010-1 Cumulative Bulletin 604, describes the eligibility of these US organisations for benefits under the Convention and procedures for claiming these benefits.
Under the Convention, a United States trust, company or organisation that is operated exclusively for religious, charitable, scientific, educational or public purposes is subject to an initial 15% withholding tax rate. Such an exempt organisation may be entitled to reclaim from tax authorities in the Netherlands a refund of the Dutch dividend tax, if and to the extent that it is exempt from United States Federal Income Tax and it would be exempt from tax in the Netherlands if it were organised and carried on all its activities there. If you are an NV shareholder resident in any country other than the United States or the Netherlands, any exemption from, or reduction or refund of, dividend withholding tax in the Netherlands may be governed by specific provisions in Dutch tax law, the ‘Tax Regulation for the Kingdom of the Netherlands’, or by the tax convention or any other agreement for the avoidance of double taxation, if any, between the Netherlands and your country of residence.
UNITED STATES TAXATION ON DIVIDENDS
If you are a United States person, the dividend (including the withheld amount) up to the amount of NV earnings and profits for United States Federal Income Tax purposes will be ordinary dividend income. Dividends received by an individual will be taxed at a maximum rate of 15% or 20%, depending on the income level of the individual, provided the individual has held the shares for more than 60 days during the121-day period beginning 60 days before theex-dividend date, that NV is a qualified foreign corporation and that certain other conditions are satisfied. NV is a qualified foreign corporation for this purpose. In addition, an additional tax of 3.8% will apply to dividends and other investment income received by individuals with incomes exceeding certain thresholds. The dividends are not eligible for the dividends received deduction allowed to corporations.
For US foreign tax credit purposes, the dividend is foreign source income, and withholding tax in the Netherlands is a foreign income tax that is eligible for credit against the shareholder’s United States income taxes. However, the rules governing the US foreign tax credit are complex, and additional limitations on the credit apply to individuals receiving dividends eligible for the maximum tax rate on dividends described above.
Any portion of the dividend that exceeds NV’s United States earnings and profits is subject to different rules. This portion is atax-free return of capital to the extent of your basis in NV’s shares, and thereafter is treated as a gain on a disposition of the shares.
Under a provision of the Dividend Tax Act in the Netherlands and provided certain conditions are satisfied, NV is entitled to a credit (up to a maximum of 3% of the gross dividend from which dividend tax is withheld) against the amount of dividend tax withheld before remittance to tax authorities in the Netherlands. The United States tax authority may take the position that withholding tax in the Netherlands eligible for credit should be limited accordingly.
DISCLOSURE REQUIREMENTS FOR US INDIVIDUAL HOLDERS
US individuals that hold certain specified foreign financial assets, including stock in a foreign corporation, with values in excess of certain thresholds are required to file Form 8938 with their United States Federal Income Tax return. Such Form requires disclosure of information concerning such foreign assets, including the value of the assets. Failure to file the form when required is subject to penalties. An exemption from reporting applies to foreign assets held through a US financial institution, generally including anon-US branch or subsidiary of a US institution and a US branch of anon-US institution. Investors are encouraged to consult with their own tax advisers regarding the possible application of this disclosure requirement to their investment in the shares.
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
TAXATION ON CAPITAL GAINS IN THE NETHERLANDS
Under the Convention, if you are a United States person and you have capital gains on the sale of shares of a Dutch company, these are generally not subject to taxation by the Netherlands. An exception to this rule generally applies if you have a permanent establishment in the Netherlands and the capital gain is derived from the sale of shares which form part of that permanent establishment’s business property.
SUCCESSION DUTY AND GIFT TAXES IN THE NETHERLANDS
Under the Estate and Inheritance Tax Convention between the United States and the Netherlands of 15 July 1969, individual US persons who are not Dutch citizens who have shares will generally not be subject to succession duty in the Netherlands on the individual’s death, unless the shares are part of the business property of a permanent establishment situated in the Netherlands.
A gift of shares of a Dutch company by a person who is not a resident or a deemed resident of the Netherlands is generally not subject to gift tax in the Netherlands. Anon-resident Netherlands citizen, however, is still treated as a resident of the Netherlands for gift tax purposes for ten years and any othernon-resident person for one year after leaving the Netherlands.
TAXATION FOR US PERSONS HOLDING SHARES OR AMERICAN DEPOSITARY SHARES IN PLC
The following notes are provided for guidance. US persons should consult their local tax advisers, particularly in connection with potential liability to pay US taxes on disposal, lifetime gift or bequest of their shares or American Depositary Shares (ADSs). A US person is a US individual citizen or resident, a corporation organised under the laws of the United States, or any other legal person subject to United States Federal Income Tax on its worldwide income.
UNITED KINGDOM TAXATION ON DIVIDENDS
Under United Kingdom law, income tax is not withheld from dividends paid by United Kingdom companies. Shareholders, whether resident in the United Kingdom or not, receive the full amount of the dividend actually declared.
UNITED STATES TAXATION ON DIVIDENDS
If you are a US person, the dividend up to the amount of PLC’s earnings and profits for United States Federal Income Tax purposes will be ordinary dividend income. Dividends received by an individual will be taxed at a maximum rate of 15% or 20%, depending on the income level of the individual, provided the individual has held the shares or ADSs for more than 60 days during the121-day period beginning 60 days before theex-dividend date, that PLC is a qualified foreign corporation and certain other conditions are satisfied. PLC is a qualified foreign corporation for this purpose. In addition, an additional tax of 3.8% will apply to dividends and other investment income received by individuals with incomes exceeding certain thresholds. The dividend is not eligible for the dividends received deduction allowable to corporations. The dividend is foreign source income for US foreign tax credit purposes.
Any portion of the dividend that exceeds PLC’s United States earnings and profits is subject to different rules. This portion is atax-free return of capital to the extent of your basis in PLC’s shares or ADSs, and thereafter is treated as a gain on a disposition of the shares or ADSs.
DISCLOSURE REQUIREMENTS FOR US INDIVIDUAL HOLDERS
US individuals that hold certain specified foreign financial assets, including stock in a foreign corporation, with values in excess of certain thresholds are required to file Form 8938 with their United States Federal Income Tax return. Such Form requires disclosure of information concerning such foreign assets, including the value of the assets. Failure to file the form when required is subject to penalties. An exemption from reporting applies to foreign assets held through a US financial institution, generally including anon-US branch or subsidiary of a US institution and a US branch of anon-US institution. Investors are encouraged to consult with their own tax advisers regarding the possible application of this disclosure requirement to their investment in the shares or ADSs.
UK TAXATION ON CAPITAL GAINS
Under United Kingdom law, when you dispose of shares you may be liable to pay United Kingdom tax in respect of any gain accruing on the disposal. However, if you are either:
you will generally not be liable to United Kingdom tax on any capital gains made on disposal of your shares.
Two exceptions are: if the shares are held in connection with a trade or business which is conducted in the United Kingdom through a branch, agency or permanent establishment; or if the shares are held by an individual who becomes resident in the UK having left the UK for a period ofnon-residence of five years or less and who was resident for at least four of the seven tax years prior to leaving the UK.
UK INHERITANCE TAX
Under the current estate and gift tax convention between the United States and the United Kingdom, ordinary shares held by an individual shareholder who is:
will generally not be subject to United Kingdom inheritance tax:
Where ordinary shares are held on trust, they will generally not be subject to United Kingdom inheritance tax where the settlor at the time of the settlement:
An exception is if the shares are part of the business property of a permanent establishment of the shareholder in the United Kingdom or, in the case of a shareholder who performs independent personal services, pertain to a fixed base situated in the United Kingdom.
Where ordinary shares are subject to United Kingdom inheritance tax and United States federal gift or federal estate tax, the amount of the tax paid in one jurisdiction can generally be credited against the tax due in the other jurisdiction.
Where a United Kingdom inheritance tax liability is prima facie not payable by virtue of the convention, that tax can become payable if any applicable federal gift or federal estate tax on the shares in the United States is not paid.
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES
Deutsche Bank serves as both the transfer agent and registrar pursuant to the NV New York Registered Share Program and the depositary (Depositary) for PLC’s American Depositary Receipt Program.
TRANSFER AGENT FEES AND CHARGES FOR NV
Although Items 12.D.3 and 12.D.4 are not applicable to NV the following fees, charges and transfer agent payments are listed, as any fee arrangement with Deutsche Bank will cover both programs.
Under the terms of the Transfer Agent Agreement for the NV New York Registered Share program, a New York Registry Share (NYRS) holder may have to pay the following service fees to the transfer agent:
An NYRS holder will also be responsible to pay certain fees and expenses incurred by the transfer agent and certain taxes and governmental charges such as:
Transfer agent fees payable upon the issuance and cancellation of NYRSs are typically paid to the transfer agent by the brokers (on behalf of their clients) receiving the newly-issued NYRSs from the transfer agent and by the brokers (on behalf of their clients) delivering the NYRSs to the transfer agent for cancellation.
The brokers in turn charge these transaction fees to their clients.
Note that the fees and charges an investor may be required to pay may vary over time and may be changed by us and by the transfer agent. Notice of any changes will be given to investors.
DEPOSITARY FEES AND CHARGES FOR PLC
Under the terms of the Deposit Agreement for the PLC American Depositary Shares (ADSs), an ADS holder may have to pay the following service fees to the depositary bank:
An ADS holder will also be responsible for paying certain fees and expenses incurred by the depositary bank and certain taxes and governmental charges such as:
Depositary fees payable upon the issuance and cancellation of ADSs are typically paid to the depositary bank by the brokers (on behalf of their clients) receiving the newly-issued ADSs from the depositary bank and by the brokers (on behalf of their clients) delivering the ADSs to the depositary bank for cancellation. The brokers in turn charge these transaction fees to their clients.
Note that the fees and charges an investor may be required to pay may vary over time and may be changed by us and by the depositary bank. Notice of any changes will be given to investors.
TRANSFER AGENT PAYMENTS – FISCAL YEAR 20172018 FOR NV
In relation to 2017,2018, NV received $1,225,000.00$612,500.00 from Deutsche Bank, the transfer agent and registrar for its New York Registered Share program since 1 July 2014, including the reimbursement of listing fees (NYSE), reimbursement of settlement infrastructure fees (including DTC feeds), reimbursement of proxy process expenses (printing, postage and distribution), tax reclaim services and program-related expenses (that include expenses incurred from the requirements of the Sarbanes-Oxley Act of 2002).
DEPOSITARY PAYMENTS – FISCAL YEAR 20172018 FOR PLC
In relation to 2017,2018, PLC received $3,842,059.35$1,774,188.02 from Deutsche Bank, the depositary bank for its American Depositary Receipt Program since 1 July 2014, including processing of cash distributions, reimbursement of listing fees (NYSE), reimbursement of settlement infrastructure fees (including DTC feeds), reimbursement of proxy process expenses (printing, postage and distribution), dividend fees and program-related expenses (that include expenses incurred from the requirements of the Sarbanes-Oxley Act of 2002).
DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES
DEFAULTS
There has been no material default in the payment of principal, interest, a sinking or purchase fund instalment or any other material default relating to indebtedness of the Group.
DIVIDEND ARREARAGES AND DELINQUENCIES
There have been no arrears in payment of dividends on, and material delinquency with respect to, any class of preferred stock of any significant subsidiary of the Group.
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
PURCHASES OF EQUITY SECURITIES
SHARE PURCHASES DURING 20172018
Please also refer to ‘Our shares’ section on pages 3638 to 38.39.
€ million | € million | |||||||||||||||||||||||||||||||
Of which, number of | Maximum value that | |||||||||||||||||||||||||||||||
Of which, number of | Maximum value that | shares purchased | may yet be purchased | |||||||||||||||||||||||||||||
shares purchased | may yet be purchased | Total number of | Average price | as part of publicly | as part of publicly | |||||||||||||||||||||||||||
Total number of | Average price | as part of publicly | as part of publicly | shares purchased | paid per share (€) | announced plans(b) | announced plans | |||||||||||||||||||||||||
shares purchased | paid per share (€) | announced plans | announced plans | |||||||||||||||||||||||||||||
January | ||||||||||||||||||||||||||||||||
February | ||||||||||||||||||||||||||||||||
March | ||||||||||||||||||||||||||||||||
April | ||||||||||||||||||||||||||||||||
May(a)(b) | 11,067,842 | 49.41 | 6,647,842 | |||||||||||||||||||||||||||||
April(a) | 6,222,000 | 45.63 | – | |||||||||||||||||||||||||||||
May | 26,547,961 | 47.62 | 26,547,961 | |||||||||||||||||||||||||||||
June | 20,889,728 | 49.63 | 20,889,728 | 26,492,822 | 47.16 | 26,492,822 | ||||||||||||||||||||||||||
July | 17,508,982 | 48.63 | 17,508,982 | 20,461,397 | 48.41 | 20,461,397 | ||||||||||||||||||||||||||
August | 14,240,920 | 49.46 | 14,240,920 | 20,971,789 | 49.50 | 20,971,789 | ||||||||||||||||||||||||||
September | 19,427,617 | 49.44 | 19,427,617 | 15,866,919 | 48.16 | 15,866,919 | ||||||||||||||||||||||||||
October | 11,639,717 | 49.20 | 11,639,717 | 8,591,175 | 46.67 | 8,591,175 | ||||||||||||||||||||||||||
November | 11,359,677 | 48.04 | 11,359,677 | 6,506,538 | 47.75 | 6,506,538 | ||||||||||||||||||||||||||
December | 227,900 | 47.41 | 227,900 | |||||||||||||||||||||||||||||
Total | 106,362,383 | 101,942,383 | 131,660,601 | 125,438,601 |
(a) | 6,222,000 shares were purchased to satisfy commitments to deliver shares under our share-based plans as described in note 4C ‘Share-based compensation plans’ on pages |
(b) | On |
Between 31 December 20172018 and 21 February 20182019 (the latest practicable date for inclusion in this report) neither NV or PLC conducted any share repurchases.
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
In accordance with the requirements of Section 404 of the US Sarbanes-Oxley Act of 2002, the following report is provided by management in respect of the Group’s internal control over financial reporting (as defined in rule 13a–15(f) or rule 15d–15(f) under the US Securities Exchange Act of 1934):
Unilever’s management has used the Committee of Sponsoring Organizations of the Treadway Commission (COSO) framework (2013) to evaluate the effectiveness of our internal control over financial reporting. Management believes that the COSO framework (2013) is a suitable framework for its evaluation of our internal control over financial reporting because it is free from bias, permits reasonably consistent qualitative and quantitative measurements of internal controls, is sufficiently complete so that those relevant factors that would alter a conclusion about the effectiveness of internal controls are not omitted and is relevant to an evaluation of internal control over financial reporting;
Management has assessed the effectiveness of internal control over financial reporting as of 31 December 2017,2018, and has concluded that such internal control over financial reporting is effective. Management’s assessment and conclusion excludes Carver Korea Co, Ltd, Mae Terra, TAZO, Sundial,Adityaa Milk, Equilibra, Betty Ice, Denny Ice, and Schmidt’s NaturalsVegetarian Butcher from this assessment, as they were acquired on 27 September 2018, 1 October 2018, 1 November 2017, 12018, 3 December 2017, 11 December 2017, 18 December 20172018, and 31 December 20172018 respectively. These entities are included in our 20172018 consolidated financial statements, and together they constituted approximately 7.8%0.5% of our total assets as at 31 December 20172018 and approximately 0.17%0.02% of total turnover for the year ended 31 December 2017;2018; and
KPMG LLP and KPMG Accountants N.V., who have audited the consolidated financial statements of the Group for the year ended 31 December 2017,2018, have also audited the effectiveness of internal control over financial reporting as at 31 December 20172018 and have issued an attestation report on internal control over financial reporting.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
€ million 2018 | € million 2017 | € million 2016 | ||||||||||||||||||||||
€ million 2017 | € million 2016 | € million 2015 | ||||||||||||||||||||||
Audit fees(a) | 14 | 14 | 14 | 16 | 14 | 14 | ||||||||||||||||||
Audit-related fees(b) | 5(d) | –(c) | –(c) | 5 | (d) | 5 | (d) | – | (c) | |||||||||||||||
Tax fees | –(c) | –(c) | –(c) | – | (c) | – | (c) | – | (c) | |||||||||||||||
All other fees | –(c) | –(c) | –(c) | – | (c) | – | (c) | – | (c) |
(a) | Amount payable to KPMG in respect of services supplied to associated pension schemes was less than€1 million individually and in aggregate |
(b) | Includes other audit services which comprise audit and similar work that regulations or agreements with third parties require the auditors to undertake. |
(c) | Amounts paid in relation to each type of service are individually less than€1 million. In aggregate the fees paid were |
(d) | 2018 includes€4 million (2017:€5 |
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
SELECTED FINANCIAL DATA
The schedules below provide the Group’s selected financial data for the five most recent financial years.
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||
Consolidated income statement | 2017 | 2016 | 2015 | 2014 | 2013 | 2018 | 2017 | 2016 | 2015 | 2014 | ||||||||||||||||||||||||||||||
Turnover | 53,715 | 52,713 | 53,272 | 48,436 | 49,797 | 50,982 | 53,715 | 52,713 | 53,272 | 48,436 | ||||||||||||||||||||||||||||||
Operating profit | 8,857 | 7,801 | 7,515 | 7,980 | 7,517 | 12,535 | 8,857 | 7,801 | 7,515 | 7,980 | ||||||||||||||||||||||||||||||
Net finance costs | (877 | ) | (563 | ) | (493 | ) | (477 | ) | (530 | ) | (481 | ) | (877 | ) | (563 | ) | (493 | ) | (477 | ) | ||||||||||||||||||||
Net monetary gain arising from hyperinflationary economies | 122 | – | – | – | – | |||||||||||||||||||||||||||||||||||
Share of net profit/(loss) of joint ventures and associates and other income/(loss) fromnon-current investments | 173 | 231 | 198 | 143 | 127 | 207 | 173 | 231 | 198 | 143 | ||||||||||||||||||||||||||||||
Profit before taxation | 8,153 | 7,469 | 7,220 | 7,646 | 7,114 | 12,383 | 8,153 | 7,469 | 7,220 | 7,646 | ||||||||||||||||||||||||||||||
Taxation | (1,667 | ) | (1,922 | ) | (1,961 | ) | (2,131 | ) | (1,851 | ) | (2,575 | ) | (1,667 | ) | (1,922 | ) | (1,961 | ) | (2,131 | ) | ||||||||||||||||||||
Net profit | 6,486 | 5,547 | 5,259 | 5,515 | 5,263 | 9,808 | 6,486 | 5,547 | 5,259 | 5,515 | ||||||||||||||||||||||||||||||
Attributable to: | ||||||||||||||||||||||||||||||||||||||||
Non-controlling interests | 433 | 363 | 350 | 344 | 421 | 419 | 433 | 363 | 350 | 344 | ||||||||||||||||||||||||||||||
Shareholders’ equity | 6,053 | 5,184 | 4,909 | 5,171 | 4,842 | 9,389 | 6,053 | 5,184 | 4,909 | 5,171 | ||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||
Combined earnings per share(a) | 2017 | 2016 | 2015 | 2014 | 2013 | 2018 | 2017 | 2016 | 2015 | 2014 | ||||||||||||||||||||||||||||||
Basic earnings per share | 2.16 | 1.83 | 1.73 | 1.82 | 1.71 | 3.50 | 2.16 | 1.83 | 1.73 | 1.82 | ||||||||||||||||||||||||||||||
Diluted earnings per share | 2.15 | 1.82 | 1.72 | 1.79 | 1.66 | 3.48 | 2.15 | 1.82 | 1.72 | 1.79 | ||||||||||||||||||||||||||||||
(a) For the basis of the calculations of combined earnings per share see note 7 ‘Combined earnings per share’ on page 107. |
| |||||||||||||||||||||||||||||||||||||||
(a) For the basis of the calculations of combined earnings per share see note 7 ‘Combined earnings per share’ on page 96. |
(a) For the basis of the calculations of combined earnings per share see note 7 ‘Combined earnings per share’ on page 96. |
| ||||||||||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||
Consolidated balance sheet | 2017 | 2016 | 2015 | 2014 | 2013 | 2018 | 2017 | 2016 | 2015 | 2014 | ||||||||||||||||||||||||||||||
Non-current assets | 43,302 | 42,545 | 39,612 | 35,680 | 33,391 | 43,975 | 43,302 | 42,545 | 39,612 | 35,680 | ||||||||||||||||||||||||||||||
Current assets | 16,983 | 13,884 | 12,686 | 12,347 | 12,122 | 15,481 | 16,983 | 13,884 | 12,686 | 12,347 | ||||||||||||||||||||||||||||||
Total assets | 60,285 | 56,429 | 52,298 | 48,027 | 45,513 | 59,456 | 60,285 | 56,429 | 52,298 | 48,027 | ||||||||||||||||||||||||||||||
Current liabilities | 23,177 | 20,556 | 20,019 | 19,642 | 17,382 | 19,772 | 23,177 | 20,556 | 20,019 | 19,642 | ||||||||||||||||||||||||||||||
Non-current liabilities | 22,721 | 18,893 | 16,197 | 14,122 | 13,316 | 27,392 | 22,721 | 18,893 | 16,197 | 14,122 | ||||||||||||||||||||||||||||||
Total liabilities | 45,898 | 39,449 | 36,216 | 33,764 | 30,698 | 47,164 | 45,898 | 39,449 | 36,216 | 33,764 | ||||||||||||||||||||||||||||||
Share Capital | 484 | 484 | 484 | 484 | 484 | 464 | 484 | 484 | 484 | 484 | ||||||||||||||||||||||||||||||
Reserves | 13,145 | 15,870 | 14,955 | 13,167 | 13,860 | 11,108 | 13,145 | 15,870 | 14,955 | 13,167 | ||||||||||||||||||||||||||||||
Non-controlling interests | 758 | 626 | 643 | 612 | 471 | 720 | 758 | 626 | 643 | 612 | ||||||||||||||||||||||||||||||
Total equity | 14,387 | 16,980 | 16,082 | 14,263 | 14,815 | 12,292 | 14,387 | 16,980 | 16,082 | 14,263 | ||||||||||||||||||||||||||||||
Total liabilities and equity | 60,285 | 56,429 | 52,298 | 48,027 | 45,513 | 59,456 | 60,285 | 56,429 | 52,298 | 48,027 | ||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||
Consolidated cash flow statement | 2017 | 2016 | 2015 | 2014 | 2013 | 2018 | 2017 | 2016 | 2015 | 2014 | ||||||||||||||||||||||||||||||
Net cash flow from operating activities | 7,292 | 7,047 | 7,330 | 5,543 | 6,294 | 6,753 | 7,292 | 7,047 | 7,330 | 5,543 | ||||||||||||||||||||||||||||||
Net cash flow from/(used in) investing activities | (5,879 | ) | (3,188 | ) | (3,539 | ) | (341 | ) | (1,161 | ) | 4,644 | (5,879 | ) | (3,188 | ) | (3,539 | ) | (341 | ) | |||||||||||||||||||||
Net cash flow from/(used in) financing activities | (1,433 | ) | (3,073 | ) | (3,032 | ) | (5,190 | ) | (5,390 | ) | (11,548 | ) | (1,433 | ) | (3,073 | ) | (3,032 | ) | (5,190 | ) | ||||||||||||||||||||
Net increase/(decrease) in cash and cash equivalents | (20 | ) | 786 | 759 | 12 | (257 | ) | (151 | ) | (20 | ) | 786 | 759 | 12 | ||||||||||||||||||||||||||
Cash and cash equivalents at the beginning of the year | 3,198 | 2,128 | 1,910 | 2,044 | 2,217 | 3,169 | 3,198 | 2,128 | 1,910 | 2,044 | ||||||||||||||||||||||||||||||
Effect of foreign exchange rates | (9 | ) | 284 | (541 | ) | (146 | ) | 84 | 72 | (9 | ) | 284 | (541 | ) | (146 | ) | ||||||||||||||||||||||||
Cash and cash equivalents at the end of the year | 3,169 | 3,198 | 2,128 | 1,910 | 2,044 | 3,090 | 3,169 | 3,198 | 2,128 | 1,910 |
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
Ratios and other metrics | 2017 | 2016 | 2015 | 2014 | 2013 | 2018 | 2017 | 2016 | 2015 | 2014 | ||||||||||||||||||||||||||||||
Operating margin (%) | 16.5 | 14.8 | 14.1 | 16.5 | 15.1 | 24.6 | 16.5 | 14.8 | 14.1 | 16.5 | ||||||||||||||||||||||||||||||
Net profit margin (%) | 11.3 | 9.8 | 9.2 | 10.7 | 9.7 | 18.4 | 11.3 | 9.8 | 9.2 | 10.7 | ||||||||||||||||||||||||||||||
Ratio of earnings to fixed charges (times)(c) | 12.0 | 10.8 | 11.4 | 12.3 | 11.7 | |||||||||||||||||||||||||||||||||||
Number of Shares issued | ||||||||||||||||||||||||||||||||||||||||
Unilever N.V. ordinary shares (Millions of units) | 1,715 | 1,715 | 1,715 | 1,715 | 1,715 | 1,715 | 1,715 | 1,715 | 1,715 | 1,715 | ||||||||||||||||||||||||||||||
Unilever N.V. special shares (units) | 2,400 | 2,400 | 2,400 | 2,400 | 2,400 | 2,400 | 2,400 | 2,400 | 2,400 | 2,400 | ||||||||||||||||||||||||||||||
Unilever PLC ordinary shares (Millions of units) | 1,310 | 1,310 | 1,310 | 1,310 | 1,310 | 1,187 | 1,310 | 1,310 | 1,310 | 1,310 | ||||||||||||||||||||||||||||||
Unilever PLC deferred stock (units) | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 |
Net profit margin is expressed as net profit attributable to shareholders’ equity as a percentage of turnover. |
GUARANTOR STATEMENTS(AUDITED)
On 27 July 2017, Unilever N.V. and Unilever Capital Corporation (UCC) filed a US Shelf registration, which is unconditionally and fully guaranteed, jointly and severally, by Unilever N.V., Unilever PLC and Unilever United States, Inc. (UNUS) and that superseded the NV and UCC US Shelf registration filed on 30 September 2014, which was unconditionally and fully guaranteed, jointly and severally, by NV, PLC and UNUS. UCC and UNUS are each indirectly 100% owned by the Unilever parent entities (as defined below). Of the US Shelf registration, US$8.9$12.5 billion of Notes were outstanding at 31 December 2017 (2016: US$6.32018 (2017: $8.9 billion; 2015: US$5.62016: $6.3 billion) with coupons ranging from 1.375% to 5.9%. These Notes are repayable between 15 February 2019 and 15 November 2032.
Provided below are the income statements, cash flow statements and balance sheets of each of the companies discussed above, together with the income statement, cash flow statement and balance sheet ofnon-guarantor subsidiaries. These have been prepared under the historical cost convention and, aside from the basis of accounting for investments at net asset value (equity accounting), comply in all material respects with International Financial Reporting Standards. The financial information in respect of NV, PLC and UNUS has been prepared with all subsidiaries accounted for on an equity basis. Information on NV and PLC is shown collectively as Unilever parent entities. The financial information in respect of thenon-guarantor non–guarantor subsidiaries has been prepared on a consolidated basis.
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||
Income statement for the year ended 31 December 2017 | | Unilever Capital Corporation subsidiary issuer | | | Unileve parent | r(a) | | Unilever United States Inc. | | | Non- guarantor subsidiaries | | Eliminations | | Unilever Group | | ||||||||||||||||||||||||||||||||
Unilever Capital | Unilever United | |||||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | ||||||||||||||||||||||||||||||||||||||||||||
Income statement for the year ended 31 December 2018 | | subsidiary issuer | | | parent entities | | | subsidiary guarantor | | | guarantor subsidiaries | | Eliminations | | Unilever Group | | ||||||||||||||||||||||||||||||||
Turnover | - | - | - | 53,715 | - | 53,715 | – | – | – | 50,982 | – | 50,982 | ||||||||||||||||||||||||||||||||||||
Operating profit | - | 997 | (4 | ) | 7,864 | - | 8,857 | – | 1,985 | (4 | ) | 10,554 | – | 12,535 | ||||||||||||||||||||||||||||||||||
Net finance income/(costs) | 1 | (109 | ) | (379 | ) | 88 | - | (399 | ) | – | (104 | ) | (426 | ) | 74 | – | (456 | ) | ||||||||||||||||||||||||||||||
Pensions and similar obligations | - | (2 | ) | (24 | ) | (70 | ) | - | (96 | ) | – | (2 | ) | (19 | ) | (4 | ) | – | (25 | ) | ||||||||||||||||||||||||||||
Other income/(losses) | - | - | - | 173 | - | 173 | – | – | – | 207 | – | 207 | ||||||||||||||||||||||||||||||||||||
Premium paid on buy back of preference shares | - | - | - | (382 | ) | - | (382 | ) | ||||||||||||||||||||||||||||||||||||||||
Premium paid on buyback of preference shares | – | (382 | ) | – | 382 | – | – | |||||||||||||||||||||||||||||||||||||||||
Net monetary gain arising from hyperinflationary economies | – | – | – | 122 | – | 122 | ||||||||||||||||||||||||||||||||||||||||||
Profit before taxation | 1 | 886 | (407 | ) | 7,673 | - | 8,153 | – | 1,497 | (449 | ) | 11,335 | – | 12,383 | ||||||||||||||||||||||||||||||||||
Taxation | - | (165 | ) | - | (1,502 | ) | - | (1,667 | ) | – | (199 | ) | – | (2,376 | ) | – | (2,575 | ) | ||||||||||||||||||||||||||||||
Net profit before subsidiaries | 1 | 721 | (407 | ) | 6,171 | - | 6,486 | – | 1,298 | (449 | ) | 8,959 | 9,808 | |||||||||||||||||||||||||||||||||||
Equity earnings of subsidiaries | - | 5,332 | 1,721 | (10,298 | ) | 3,245 | - | – | 8,091 | 1,787 | (20,326 | ) | 10,448 | – | ||||||||||||||||||||||||||||||||||
Net profit | 1 | 6,053 | 1,314 | (4,127 | ) | 3,245 | 6,486 | – | 9,389 | 1,338 | (11,367 | ) | 10,448 | 9,808 | ||||||||||||||||||||||||||||||||||
Attributable to: | ||||||||||||||||||||||||||||||||||||||||||||||||
Non-controlling interests | - | - | - | 433 | - | 433 | – | – | – | 419 | – | 419 | ||||||||||||||||||||||||||||||||||||
Shareholders’ equity | 1 | 6,053 | 1,314 | (4,560 | ) | 3,245 | 6,053 | – | 9,389 | 1,338 | (11,786 | ) | 10,448 | 9,389 | ||||||||||||||||||||||||||||||||||
Other comprehensive income | – | (24 | ) | 25 | (1,194 | ) | – | (1,193 | ) | |||||||||||||||||||||||||||||||||||||||
Total comprehensive income | 1 | 5,978 | 1,158 | (3,672 | ) | 3,245 | 6,710 | – | 9,365 | 1,363 | (12,561 | ) | 10,448 | 8,615 |
(a) | The term ‘Unilever parent entities’ includes Unilever N.V. and Unilever PLC. Though Unilever N.V. and Unilever PLC are separate legal entities, with different shareholder constituencies and separate stock exchange listings, they operate as nearly as practicable as a single economic entity. Debt securities issued by entities in the Unilever Group are fully and unconditionally guaranteed by both Unilever N.V. and Unilever PLC. |
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
€ million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||||||||
Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||||
Capital | United | |||||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | ||||||||||||||||||||||||||||||||||||||||||||
Income statement | subsidiary | parent | subsidiary | guarantor | Unilever | |||||||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2017 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
Turnover | – | – | – | 53,715 | – | 53,715 | ||||||||||||||||||||||||||||||||||||||||||
Operating profit | – | 997 | (4 | ) | 7,864 | – | 8,857 | |||||||||||||||||||||||||||||||||||||||||
Net finance income/(costs) | 1 | (109 | ) | (379 | ) | 88 | – | (399 | ) | |||||||||||||||||||||||||||||||||||||||
Pensions and similar obligations | – | (2 | ) | (24 | ) | (70 | ) | – | (96 | ) | ||||||||||||||||||||||||||||||||||||||
Other income/(losses) | – | – | – | 173 | – | 173 | ||||||||||||||||||||||||||||||||||||||||||
Premium paid on buyback of preference shares | – | – | – | (382 | ) | – | (382 | ) | ||||||||||||||||||||||||||||||||||||||||
Profit before taxation | 1 | 886 | (407 | ) | 7,673 | – | 8,153 | |||||||||||||||||||||||||||||||||||||||||
Taxation | – | (165 | ) | – | (1,502 | ) | – | (1,667 | ) | |||||||||||||||||||||||||||||||||||||||
Net profit before subsidiaries | 1 | 721 | (407 | ) | 6,171 | – | 6,486 | |||||||||||||||||||||||||||||||||||||||||
Equity earnings of subsidiaries | – | 5,332 | 1,721 | (10,298 | ) | 3,245 | – | |||||||||||||||||||||||||||||||||||||||||
Net profit | 1 | 6,053 | 1,314 | (4,127 | ) | 3,245 | 6,486 | |||||||||||||||||||||||||||||||||||||||||
Attributable to: | ||||||||||||||||||||||||||||||||||||||||||||||||
Non-controlling interests | – | – | – | 433 | – | 433 | ||||||||||||||||||||||||||||||||||||||||||
Shareholders’ equity | 1 | 6,053 | 1,314 | (4,560 | ) | 3,245 | 6,053 | |||||||||||||||||||||||||||||||||||||||||
Other comprehensive income | – | (75 | ) | (156 | ) | 455 | – | 224 | ||||||||||||||||||||||||||||||||||||||||
Total comprehensive income | 1 | 5,978 | 1,158 | (3,672 | ) | 3,245 | 6,710 | |||||||||||||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||
Unilever | Unilever | Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||
Capital | United | Capital | United | |||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | Corporation | Unilever | (a) | States Inc. | Non- | |||||||||||||||||||||||||||||||||||||||
Income statement | subsidiary | parent | subsidiary | guarantor | Unilever | subsidiary | parent | subsidiary | guarantor | Unilever | ||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2016 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||
Turnover | - | - | - | 52,713 | - | 52,713 | – | – | – | 52,713 | – | 52,713 | ||||||||||||||||||||||||||||||||||||
Operating profit | - | 269 | (5 | ) | 7,537 | - | 7,801 | – | 269 | (5 | ) | 7,537 | – | 7,801 | ||||||||||||||||||||||||||||||||||
Net finance income/(costs) | 1 | (110 | ) | (331 | ) | (29 | ) | - | (469 | ) | 1 | (110 | ) | (331 | ) | (29 | ) | – | (469 | ) | ||||||||||||||||||||||||||||
Pensions and similar obligations | - | (3 | ) | (27 | ) | (64 | ) | - | (94 | ) | – | (3 | ) | (27 | ) | (64 | ) | – | (94 | ) | ||||||||||||||||||||||||||||
Other income/(losses) | - | - | - | 231 | - | 231 | – | – | – | 231 | – | 231 | ||||||||||||||||||||||||||||||||||||
Premium paid on buy back of preference shares | - | - | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||
Premium paid on buyback of preference shares | – | – | – | – | – | – | ||||||||||||||||||||||||||||||||||||||||||
Profit before taxation | 1 | 156 | (363 | ) | 7,675 | - | 7,469 | 1 | 156 | (363 | ) | 7,675 | – | 7,469 | ||||||||||||||||||||||||||||||||||
Taxation | - | (114 | ) | - | (1,808 | ) | - | (1,922 | ) | – | (114 | ) | – | (1,808 | ) | – | (1,922 | ) | ||||||||||||||||||||||||||||||
Net profit before subsidiaries | 1 | 42 | (363 | ) | 5,867 | - | 5,547 | 1 | 42 | (363 | ) | 5,867 | – | 5,547 | ||||||||||||||||||||||||||||||||||
Equity earnings of subsidiaries | - | 5,142 | 804 | (4,559 | ) | (1,387 | ) | - | – | 5,142 | 804 | (4,559 | ) | (1,387 | ) | – | ||||||||||||||||||||||||||||||||
Net profit | 1 | 5,184 | 441 | 1,308 | (1,387 | ) | 5,547 | 1 | 5,184 | 441 | 1,308 | (1,387 | ) | 5,547 | ||||||||||||||||||||||||||||||||||
Attributable to: | ||||||||||||||||||||||||||||||||||||||||||||||||
Non-controlling interests | - | - | - | 363 | - | 363 | – | – | – | 363 | – | 363 | ||||||||||||||||||||||||||||||||||||
Shareholders’ equity | 1 | 5,184 | 441 | 945 | (1,387 | ) | 5,184 | 1 | 5,184 | 441 | 945 | (1,387 | ) | 5,184 | ||||||||||||||||||||||||||||||||||
Other comprehensive income | – | (14 | ) | 27 | (791 | ) | – | (778 | ) | |||||||||||||||||||||||||||||||||||||||
Total comprehensive income | 1 | 5,170 | 468 | 517 | (1,387 | ) | 4,769 | 1 | 5,170 | 468 | 517 | (1,387 | ) | 4,769 | ||||||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||||||||
Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||||
Capital | United | |||||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | ||||||||||||||||||||||||||||||||||||||||||||
Income statement | subsidiary | parent | subsidiary | guarantor | Unilever | |||||||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2015 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
Turnover | - | - | - | 53,272 | - | 53,272 | ||||||||||||||||||||||||||||||||||||||||||
Operating profit | - | 990 | (5 | ) | 6,530 | - | 7,515 | |||||||||||||||||||||||||||||||||||||||||
Net finance costs | - | (103 | ) | (327 | ) | 58 | - | (372 | ) | |||||||||||||||||||||||||||||||||||||||
Pensions and similar obligations | - | (3 | ) | (29 | ) | (89 | ) | - | (121 | ) | ||||||||||||||||||||||||||||||||||||||
Other income | - | 439 | - | (241 | ) | - | 198 | |||||||||||||||||||||||||||||||||||||||||
Premium paid on buy back of preference shares | - | - | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||
Profit before taxation | - | 1,323 | (361 | ) | 6,258 | - | 7,220 | |||||||||||||||||||||||||||||||||||||||||
Taxation | - | (461 | ) | (87 | ) | (1,413 | ) | - | (1,961 | ) | ||||||||||||||||||||||||||||||||||||||
Net profit before subsidiaries | - | 862 | (448 | ) | 4,845 | - | 5,259 | |||||||||||||||||||||||||||||||||||||||||
Equity earnings of subsidiaries | - | 4,047 | 690 | (9,408 | ) | 4,671 | - | |||||||||||||||||||||||||||||||||||||||||
Net profit | - | 4,909 | 242 | (4,563 | ) | 4,671 | 5,259 | |||||||||||||||||||||||||||||||||||||||||
Attributable to: | ||||||||||||||||||||||||||||||||||||||||||||||||
Non-controlling interests | - | - | - | 350 | - | 350 | ||||||||||||||||||||||||||||||||||||||||||
Shareholders’ equity | - | 4,909 | 242 | (4,913 | ) | 4,671 | 4,909 | |||||||||||||||||||||||||||||||||||||||||
Total comprehensive income | (1 | ) | 4,922 | 332 | (4,162 | ) | 4,671 | 5,762 |
(a) | The term ‘Unilever parent entities’ includes Unilever N.V. and Unilever PLC. Though Unilever N.V. and Unilever PLC are separate legal entities, with different shareholder constituencies and separate stock exchange listings, they operate as nearly as practicable as a single economic entity. Debt securities issued by entities in the Unilever Group are fully and unconditionally guaranteed by both Unilever N.V. and Unilever PLC. |
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||
Unilever | Unilever | Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||
Capital | United | Capital | United | |||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | Corporation | Unilever | (a) | States Inc. | Non- | |||||||||||||||||||||||||||||||||||||||
Balance sheet | subsidiary | parent | subsidiary | guarantor | Unilever | |||||||||||||||||||||||||||||||||||||||||||
at 31 December 2018 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
subsidiary | parent | subsidiary | guarantor | Unilever | ||||||||||||||||||||||||||||||||||||||||||||
Balance sheetat 31 December 2017 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
Assets | ||||||||||||||||||||||||||||||||||||||||||||||||
Non-current assets | ||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and intangible assets | - | 2,143 | - | 26,258 | - | 28,401 | – | 3,058 | – | 26,435 | – | 29,493 | ||||||||||||||||||||||||||||||||||||
Deferred tax assets | - | 90 | 48 | 947 | - | 1,085 | – | – | 4 | 1,113 | – | 1,117 | ||||||||||||||||||||||||||||||||||||
Othernon-current assets | - | 6 | 2 | 13,808 | - | 13,816 | – | 20 | 2 | 13,343 | – | 13,365 | ||||||||||||||||||||||||||||||||||||
Amounts due from group companies | 17,132 | 7,099 | - | - | (24,231 | ) | - | 17,211 | 10,379 | – | – | (27,590 | ) | – | ||||||||||||||||||||||||||||||||||
Net assets of subsidiaries (equity accounted) | - | 35,933 | 21,568 | - | (57,501 | ) | - | – | 22,299 | 22,463 | – | (44,762 | ) | – | ||||||||||||||||||||||||||||||||||
17,132 | 45,271 | 21,618 | 41,013 | (81,732 | ) | 43,302 | ||||||||||||||||||||||||||||||||||||||||||
17,211 | 35,756 | 22,469 | 40,891 | (72,352 | ) | 43,975 | ||||||||||||||||||||||||||||||||||||||||||
Current assets | ||||||||||||||||||||||||||||||||||||||||||||||||
Amounts due from group companies | - | 6,119 | 5,318 | 32,445 | (43,882 | ) | - | – | 11,883 | 5,413 | 33,032 | (50,328 | ) | – | ||||||||||||||||||||||||||||||||||
Trade and other current receivables | - | 51 | 3 | 5,168 | - | 5,222 | – | 155 | 4 | 6,326 | – | 6,485 | ||||||||||||||||||||||||||||||||||||
Current tax assets | - | 57 | 9 | 422 | - | 488 | – | 15 | – | 457 | – | 472 | ||||||||||||||||||||||||||||||||||||
Other current assets | - | 39 | - | 11,234 | - | 11,273 | 6 | 7 | – | 8,511 | – | 8,524 | ||||||||||||||||||||||||||||||||||||
6 | 12,060 | 5,417 | 48,326 | (50,328 | ) | 15,481 | ||||||||||||||||||||||||||||||||||||||||||
- | 6,266 | 5,330 | 49,269 | (43,882 | ) | 16,983 | ||||||||||||||||||||||||||||||||||||||||||
Total assets | 17,132 | 51,537 | 26,948 | 90,282 | (125,614 | ) | 60,285 | 17,217 | 47,816 | 27,886 | 89,217 | (122,680 | ) | 59,456 | ||||||||||||||||||||||||||||||||||
Liabilities | ||||||||||||||||||||||||||||||||||||||||||||||||
Current liabilities | ||||||||||||||||||||||||||||||||||||||||||||||||
Financial liabilities | 2,420 | 4,685 | 1 | 862 | - | 7,968 | 2,381 | 30 | 2 | 822 | – | 3,235 | ||||||||||||||||||||||||||||||||||||
Amounts due to group companies | 6,964 | 25,457 | 24 | 11,437 | (43,882 | ) | - | 4,895 | 25,010 | 3,127 | 17,296 | (50,328 | ) | – | ||||||||||||||||||||||||||||||||||
Trade payables and other current liabilities | 65 | 215 | 11 | 13,135 | - | 13,426 | 96 | 327 | 15 | 14,019 | – | 14,457 | ||||||||||||||||||||||||||||||||||||
Current tax liabilities | - | - | - | 1,088 | - | 1,088 | – | – | 72 | 1,373 | – | 1,445 | ||||||||||||||||||||||||||||||||||||
Other current liabilities | - | 5 | - | 690 | - | 695 | – | 2 | – | 633 | – | 635 | ||||||||||||||||||||||||||||||||||||
9,449 | 30,362 | 36 | 27,212 | (43,882 | ) | 23,177 | ||||||||||||||||||||||||||||||||||||||||||
7,372 | 25,369 | 3,216 | 34,143 | (50,328 | ) | 19,772 | ||||||||||||||||||||||||||||||||||||||||||
Non-current liabilities | ||||||||||||||||||||||||||||||||||||||||||||||||
Financial liabilities | 7,377 | 7,571 | - | 1,514 | - | 16,462 | 9,525 | 10,767 | – | 1,358 | – | 21,650 | ||||||||||||||||||||||||||||||||||||
Amounts due to group companies | - | - | 14,517 | 9,714 | (24,231 | ) | - | – | – | 13,290 | 14,300 | (27,590 | ) | – | ||||||||||||||||||||||||||||||||||
Pensions and post-retirement healthcare liabilities: | ||||||||||||||||||||||||||||||||||||||||||||||||
Funded schemes in deficit | - | 8 | 103 | 1,114 | - | 1,225 | – | 7 | 136 | 1,066 | – | 1,209 | ||||||||||||||||||||||||||||||||||||
Unfunded schemes | - | 93 | 439 | 977 | - | 1,509 | – | 87 | 388 | 918 | – | 1,393 | ||||||||||||||||||||||||||||||||||||
Othernon-current liabilities | - | 5 | 1 | 3,519 | - | 3,525 | – | 141 | 1 | 2,998 | – | 3,140 | ||||||||||||||||||||||||||||||||||||
9,525 | 11,002 | 13,815 | 20,640 | (27,590 | ) | 27,392 | ||||||||||||||||||||||||||||||||||||||||||
7,377 | 7,677 | 15,060 | 16,838 | (24,231 | ) | 22,721 | ||||||||||||||||||||||||||||||||||||||||||
Total liabilities | 16,826 | 38,039 | 15,096 | 44,050 | (68,113 | ) | 45,898 | 16,897 | 36,371 | 17,031 | 54,783 | (77,918 | ) | 47,164 | ||||||||||||||||||||||||||||||||||
Shareholders’ equity | 306 | 13,498 | 11,852 | 45,474 | (57,501 | ) | 13,629 | 320 | 11,445 | 10,855 | 33,714 | (44,762 | ) | 11,572 | ||||||||||||||||||||||||||||||||||
Non-controlling interests | - | - | - | 758 | - | 758 | – | – | – | 720 | – | 720 | ||||||||||||||||||||||||||||||||||||
Total equity | 306 | 13,498 | 11,852 | 46,232 | (57,501 | ) | 14,387 | 320 | 11,445 | 10,855 | 34,434 | (44,762 | ) | 12,292 | ||||||||||||||||||||||||||||||||||
Total liabilities and equity | 17,132 | 51,537 | 26,948 | 90,282 | (125,614 | ) | 60,285 | 17,217 | 47,816 | 27,886 | 89,217 | (122,680 | ) | 59,456 |
(a) | The term ‘Unilever parent entities’ includes Unilever N.V. and Unilever PLC. Though Unilever N.V. and Unilever PLC are separate legal entities, with different shareholder constituencies and separate stock exchange listings, they operate as nearly as practicable as a single economic entity. Debt securities issued by entities in the Unilever Group are fully and unconditionally guaranteed by both Unilever N.V. and Unilever PLC. |
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||
Unilever | Unilever | Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||
Capital | United | Capital | United | |||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | Corporation | Unilever | (a) | States Inc. | Non- | |||||||||||||||||||||||||||||||||||||||
Balance sheet | subsidiary | parent | subsidiary | guarantor | Unilever | |||||||||||||||||||||||||||||||||||||||||||
at 31 December 2017 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
subsidiary | parent | subsidiary | guarantor | Unilever | ||||||||||||||||||||||||||||||||||||||||||||
Balance sheetat 31 December 2016 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
Assets | ||||||||||||||||||||||||||||||||||||||||||||||||
Non-current assets | ||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and intangible assets | - | 2,202 | - | 25,231 | - | 27,433 | – | 2,143 | – | 26,258 | – | 28,401 | ||||||||||||||||||||||||||||||||||||
Deferred tax assets | - | 86 | - | 1,268 | - | 1,354 | – | 90 | 48 | 947 | – | 1,085 | ||||||||||||||||||||||||||||||||||||
Othernon-current assets | - | 70 | 2 | 13,686 | - | 13,758 | – | 6 | 2 | 13,808 | – | 13,816 | ||||||||||||||||||||||||||||||||||||
Amounts due from group companies | 14,931 | 4,569 | - | - | (19,500 | ) | - | 17,132 | 7,099 | – | �� | (24,231 | ) | – | ||||||||||||||||||||||||||||||||||
Net assets of subsidiaries (equity accounted) | - | 39,676 | 20,052 | - | (59,728 | ) | - | – | 35,933 | 21,568 | – | (57,501 | ) | – | ||||||||||||||||||||||||||||||||||
14,931 | 46,603 | 20,054 | 40,185 | (79,228 | ) | 42,545 | ||||||||||||||||||||||||||||||||||||||||||
17,132 | 45,271 | 21,618 | 41,013 | (81,732 | ) | 43,302 | ||||||||||||||||||||||||||||||||||||||||||
Current assets | ||||||||||||||||||||||||||||||||||||||||||||||||
Amounts due from group companies | 14 | 2,539 | 5,293 | 33,211 | (41,057 | ) | - | – | 6,119 | 5,318 | 32,445 | (43,882 | ) | – | ||||||||||||||||||||||||||||||||||
Trade and other current receivables | - | 70 | 4 | 5,028 | - | 5,102 | – | 51 | 3 | 5,168 | – | 5,222 | ||||||||||||||||||||||||||||||||||||
Current tax assets | - | 90 | - | 227 | - | 317 | – | 57 | 9 | 422 | – | 488 | ||||||||||||||||||||||||||||||||||||
Other current assets | - | 6 | - | 8,459 | - | 8,465 | – | 39 | – | 11,234 | – | 11,273 | ||||||||||||||||||||||||||||||||||||
– | 6,266 | 5,330 | 49,269 | (43,882 | ) | 16,983 | ||||||||||||||||||||||||||||||||||||||||||
14 | 2,705 | 5,297 | 46,925 | (41,057 | ) | 13,884 | ||||||||||||||||||||||||||||||||||||||||||
Total assets | 14,945 | 49,308 | 25,351 | 87,110 | (120,285 | ) | 56,429 | 17,132 | 51,537 | 26,948 | 90,282 | (125,614 | ) | 60,285 | ||||||||||||||||||||||||||||||||||
Liabilities | ||||||||||||||||||||||||||||||||||||||||||||||||
Current liabilities | ||||||||||||||||||||||||||||||||||||||||||||||||
Financial liabilities | 2,415 | 1,700 | 1 | 1,334 | - | 5,450 | 2,420 | 4,685 | 1 | 862 | – | 7,968 | ||||||||||||||||||||||||||||||||||||
Amounts due to group companies | 6,682 | 26,514 | 15 | 7,846 | (41,057 | ) | - | 6,964 | 25,457 | 24 | 11,437 | (43,882 | ) | – | ||||||||||||||||||||||||||||||||||
Trade payables and other current liabilities | 63 | 193 | 18 | 13,597 | - | 13,871 | 65 | 215 | 11 | 13,135 | – | 13,426 | ||||||||||||||||||||||||||||||||||||
Current tax liabilities | - | - | 21 | 823 | - | 844 | – | – | – | 1,088 | – | 1,088 | ||||||||||||||||||||||||||||||||||||
Other current liabilities | - | 4 | - | 387 | - | 391 | – | 5 | – | 690 | – | 695 | ||||||||||||||||||||||||||||||||||||
9,160 | 28,411 | 55 | 23,987 | (41,057 | ) | 20,556 | ||||||||||||||||||||||||||||||||||||||||||
9,449 | 30,362 | 36 | 27,212 | (43,882 | ) | 23,177 | ||||||||||||||||||||||||||||||||||||||||||
Non-current liabilities | ||||||||||||||||||||||||||||||||||||||||||||||||
Financial liabilities | 5,437 | 4,577 | - | 1,131 | - | 11,145 | 7,377 | 7,571 | – | 1,514 | – | 16,462 | ||||||||||||||||||||||||||||||||||||
Amounts due to group companies | - | - | 14,925 | 4,575 | (19,500 | ) | - | – | – | 14,517 | 9,714 | (24,231 | ) | – | ||||||||||||||||||||||||||||||||||
Pensions and post-retirement healthcare liabilities: | ||||||||||||||||||||||||||||||||||||||||||||||||
Funded schemes in deficit | - | 7 | 101 | 2,055 | - | 2,163 | – | 8 | 103 | 1,114 | – | 1,225 | ||||||||||||||||||||||||||||||||||||
Unfunded schemes | - | 96 | 513 | 1,095 | - | 1,704 | – | 93 | 439 | 977 | – | 1,509 | ||||||||||||||||||||||||||||||||||||
Othernon-current liabilities | - | - | 46 | 3,835 | - | 3,881 | – | 5 | 1 | 3,519 | – | 3,525 | ||||||||||||||||||||||||||||||||||||
7,377 | 7,677 | 15,060 | 16,838 | (24,231 | ) | 22,721 | ||||||||||||||||||||||||||||||||||||||||||
5,437 | 4,680 | 15,585 | 12,691 | (19,500 | ) | 18,893 | ||||||||||||||||||||||||||||||||||||||||||
Total liabilities | 14,597 | 33,091 | 15,640 | 36,678 | (60,557 | ) | 39,449 | 16,826 | 38,039 | 15,096 | 44,050 | (68,113 | ) | 45,898 | ||||||||||||||||||||||||||||||||||
Shareholders’ equity | 348 | 16,217 | 9,711 | 49,806 | (59,728 | ) | 16,354 | 306 | 13,498 | 11,852 | 45,474 | (57,501 | ) | 13,629 | ||||||||||||||||||||||||||||||||||
Non-controlling interests | - | - | - | 626 | - | 626 | – | – | – | 758 | – | 758 | ||||||||||||||||||||||||||||||||||||
Total equity | 348 | 16,217 | 9,711 | 50,432 | (59,728 | ) | 16,980 | 306 | 13,498 | 11,852 | 46,232 | (57,501 | ) | 14,387 | ||||||||||||||||||||||||||||||||||
Total liabilities and equity | 14,945 | 49,308 | 25,351 | 87,110 | (120,285 | ) | 56,429 | 17,132 | 51,537 | 26,948 | 90,282 | (125,614 | ) | 60,285 |
(a) | The term ‘Unilever parent entities’ includes Unilever N.V. and Unilever PLC. Though Unilever N.V. and Unilever PLC are separate legal entities, with different shareholder constituencies and separate stock exchange listings, they operate as nearly as practicable as a single economic entity. Debt securities issued by entities in the Unilever Group are fully and unconditionally guaranteed by both Unilever N.V. and Unilever PLC. |
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
€ million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||||||||
Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||||
Capital | United | |||||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | ||||||||||||||||||||||||||||||||||||||||||||
Cash flow statement | subsidiary | parent | subsidiary | guarantor | Unilever | |||||||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2018 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) operating activities | – | 945 | (6 | ) | 5,814 | – | 6,753 | |||||||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) investing activities | 1,088 | 1,196 | (63 | ) | 4,619 | (2,196 | ) | 4,644 | ||||||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) financing activities | (1,097 | ) | (2,183 | ) | 69 | (10,533 | ) | 2,196 | (11,548 | ) | ||||||||||||||||||||||||||||||||||||||
Net increase/(decrease) in cash and cash equivalents | (9 | ) | (42 | ) | – | (100 | ) | – | (151 | ) | ||||||||||||||||||||||||||||||||||||||
Cash and cash equivalents at beginning of year | – | 23 | (1 | ) | 3,147 | – | 3,169 | |||||||||||||||||||||||||||||||||||||||||
Effect of foreign exchange rates | 15 | 26 | – | 31 | – | 72 | ||||||||||||||||||||||||||||||||||||||||||
Cash and cash equivalents at end of year | 6 | 7 | (1 | ) | 3,078 | – | 3,090 | |||||||||||||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||
Unilever | Unilever | Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||
Capital | United | Capital | United | |||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | Corporation | Unilever | (a) | States Inc. | Non- | |||||||||||||||||||||||||||||||||||||||
Cash flow statement | subsidiary | parent | subsidiary | guarantor | Unilever | subsidiary | parent | subsidiary | guarantor | Unilever | ||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2017 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) operating activities | - | 941 | (40 | ) | 6,391 | - | 7,292 | – | 941 | (40 | ) | 6,391 | – | 7,292 | ||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) investing activities | (3,884 | ) | (7,123 | ) | (1,062 | ) | 5,136 | 1,054 | (5,879 | ) | (3,884 | ) | (7,123 | ) | (1,062 | ) | 5,136 | 1,054 | (5,879 | ) | ||||||||||||||||||||||||||||
Net cash flow from/(used in) financing activities | 3,873 | 6,261 | 1,103 | (11,616 | ) | (1,054 | ) | (1,433 | ) | 3,873 | 6,261 | 1,103 | (11,616 | ) | (1,054 | ) | (1,433 | ) | ||||||||||||||||||||||||||||||
Net increase/(decrease) in cash and cash equivalents | (11 | ) | 79 | 1 | (89 | ) | - | (20 | ) | (11 | ) | 79 | 1 | (89 | ) | – | (20 | ) | ||||||||||||||||||||||||||||||
Cash and cash equivalents at beginning of year | - | 5 | (2 | ) | 3,195 | - | 3,198 | – | 5 | (2 | ) | 3,195 | – | 3,198 | ||||||||||||||||||||||||||||||||||
Effect of foreign exchange rates | 11 | (61 | ) | - | 41 | - | (9 | ) | 11 | (61 | ) | – | 41 | – | (9 | ) | ||||||||||||||||||||||||||||||||
Cash and cash equivalents at end of year | - | 23 | (1 | ) | 3,147 | - | 3,169 | – | 23 | (1 | ) | 3,147 | – | 3,169 | ||||||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||
Unilever | Unilever | Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||
Capital | United | Capital | United | |||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | Corporation | Unilever | (a) | States Inc. | Non- | |||||||||||||||||||||||||||||||||||||||
Cash flow statement | subsidiary | parent | subsidiary | guarantor | Unilever | subsidiary | parent | subsidiary | guarantor | Unilever | ||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2016 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) operating activities | - | 45 | (177 | ) | 7,179 | - | 7,047 | – | 45 | (177 | ) | 7,179 | – | 7,047 | ||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) investing activities | (1,053 | ) | (679 | ) | (783 | ) | (1,712 | ) | 1,039 | (3,188 | ) | (1,053 | ) | (679 | ) | (783 | ) | (1,712 | ) | 1,039 | (3,188 | ) | ||||||||||||||||||||||||||
Net cash flow from/(used in) financing activities | 1,048 | 621 | 959 | (4,662 | ) | (1,039 | ) | (3,073 | ) | 1,048 | 621 | 959 | (4,662 | ) | (1,039 | ) | (3,073 | ) | ||||||||||||||||||||||||||||||
Net increase/(decrease) in cash and cash equivalents | (5 | ) | (13 | ) | (1 | ) | 805 | - | 786 | (5 | ) | (13 | ) | (1 | ) | 805 | – | 786 | ||||||||||||||||||||||||||||||
Cash and cash equivalents at beginning of year | - | 3 | (1 | ) | 2,126 | - | 2,128 | – | 3 | (1 | ) | 2,126 | – | 2,128 | ||||||||||||||||||||||||||||||||||
Effect of foreign exchange rates | 5 | 15 | - | 264 | - | 284 | 5 | 15 | – | 264 | – | 284 | ||||||||||||||||||||||||||||||||||||
Cash and cash equivalents at end of year | - | 5 | (2 | ) | 3,195 | - | 3,198 | – | 5 | (2 | ) | 3,195 | – | 3,198 | ||||||||||||||||||||||||||||||||||
€ million | € million | € million | € million | € million | € million | |||||||||||||||||||||||||||||||||||||||||||
Unilever | Unilever | |||||||||||||||||||||||||||||||||||||||||||||||
Capital | United | |||||||||||||||||||||||||||||||||||||||||||||||
Corporation | Unilever | (a) | States Inc. | Non- | ||||||||||||||||||||||||||||||||||||||||||||
Cash flow statement | subsidiary | parent | subsidiary | guarantor | Unilever | |||||||||||||||||||||||||||||||||||||||||||
for the year ended 31 December 2015 | issuer | entities | guarantor | subsidiaries | Eliminations | Group | ||||||||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) operating activities | (1 | ) | (699 | ) | (140 | ) | 8,170 | - | 7,330 | |||||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) investing activities | (1,005 | ) | 231 | (729 | ) | (2,955 | ) | 919 | (3,539 | ) | ||||||||||||||||||||||||||||||||||||||
Net cash flow from/(used in) financing activities | 1,000 | 558 | 871 | (4,542 | ) | (919 | ) | (3,032 | ) | |||||||||||||||||||||||||||||||||||||||
Net increase/(decrease) in cash and cash equivalents | (6 | ) | 90 | 2 | 673 | - | 759 | |||||||||||||||||||||||||||||||||||||||||
Cash and cash equivalents at beginning of year | - | 5 | (3 | ) | 1,908 | - | 1,910 | |||||||||||||||||||||||||||||||||||||||||
Effect of foreign exchange rates | 6 | (91 | ) | - | (456 | ) | - | (541 | ) | |||||||||||||||||||||||||||||||||||||||
Cash and cash equivalents at end of year | - | 4 | (1 | ) | 2,125 | - | 2,128 |
(a) | The term ‘Unilever parent entities’ includes Unilever N.V. and Unilever PLC. Though Unilever N.V. and Unilever PLC are separate legal entities, with different shareholder constituencies and separate stock exchange listings, they operate as nearly as practicable as a single economic entity. Debt securities issued by entities in the Unilever Group are fully and unconditionally guaranteed by both Unilever N.V. and Unilever PLC. |
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS
FINANCIAL REVIEW 20162017
GROUP RESULTS AND EARNINGS PER SHARE
The following discussion summarises the results of the Group during the years 20162017 and 2015.2016. The figures quoted are in euros, at current rates of exchange, being the average rates applying in each period as applicable, unless otherwise stated. Information about exchange rates between the euro, pound sterling and US dollar is given on page 163.
In 20162017 and 2015,2016, no disposals qualified to be disclosed as discontinued operations for purposes of reporting.
2017 | 2016 | % change | ||||||||||||||||||||||
2016 | 2015 | % change | ||||||||||||||||||||||
Turnover (€ million) | 52,713 | 53,272 | (1 | ) | 53,715 | 52,713 | 2 | |||||||||||||||||
Operating profit (€ million) | 7,801 | 7,515 | 4 | 8,857 | 7,801 | 14 | ||||||||||||||||||
Underlying operating profit (€ million) | 8,624 | 8,311 | 4 | 9,400 | 8,624 | 9 | ||||||||||||||||||
Profit before tax (€ million) | 7,469 | 7,220 | 3 | 8,153 | 7,469 | 9 | ||||||||||||||||||
Net profit (€ million) | 5,547 | 5,259 | 6 | 6,486 | 5,547 | 17 | ||||||||||||||||||
Diluted earnings per share (€) | 1.82 | 1.72 | 6 | 2.15 | 1.82 | 18 | ||||||||||||||||||
Underlying earnings per share (€) | 2.03 | 1.93 | 5 | 2.24 | 2.03 | 11 |
Turnover declined 1.0%increased by 1.9% to€52.753.7 billion including a negativean unfavourable currency impact of 2.1% (2016: 5.1% (2015: 5.9% favourableunfavourable currency impact) primarily from Latin America andmainly due to strengthening of the UK.euro. Underlying sales growth was 3.1% (2016: 3.7% (2015: 4.1%) coming, with a positive contribution from all categories. Underlying volume growth ofwas 0.8% (2016: 0.9% (2015: 2.1%) and underlying price growth ofwas 2.3% (2016: 2.8% (2015: 1.9%). Acquisitions and disposals had a positive impactfavourable contribution of 0.9% (2016: 0.6% (2015: negative 0.1%) coming from the businesses acquired in 2015reflecting acquisitions including Blueair, Living Proof and 2016 including Dermalogica, Murad, Dollar Shave Club, Zest & Camay and Seventh Generation.Carver Korea. Emerging markets contributed 57%58% of total turnover (2016: 57%) with underlying sales growth of 5.9% (2016: 6.5% (2015: 7.1%) driven bycoming from price growth of 5.4% (2015: 4.3%)4.2% and volume growth of 1.6%. Developed markets underlying sales growth declined by 0.2% with volume growth in North America offset by negative pricing in Europe.0.6% evenly balanced between price and volume.
Underlying operating margin improved 0.8by 1.1 percentage points to 16.4%17.5%. Gross margin improved 0.5by 0.4 percentage points driven by margin-accretive innovation, acquisitionspositive mix and theroll-out of the‘5-S’savings programmes. Brandprogramme that more than offset increases in commodity costs. The absolute level of brand and marketing investment was flat in local currencies versus 2016, as savings from advertising production werere-invested in increased media spend. As a percentage of turnover, was down 0.4 percentage points due to sales leverage and efficiencies from Zero Based Budgeting. Higher gross margin and lower brand and marketing investment werewas down by 0.6 percentage points. Overheads reduced by 0.1 percentage points, driven by a further reduction in the cost base partially offset by a 0.1 percentage points increaseinvestment in overheads driven by the higher overheads ratio of acquired businesses.capabilities including new business models ande-commerce.
Operating profit was up 3.8% at13.5% to€8.9 billion (2016:€7.8 billion (2015:€7.5 billion) including€823543 million (2015:€796 million) ofnon-underlying charges mainly beingitems.Non-underlying items within operating profit are€638 million restructuring costs, acquisition and disposal-related costs of€159 million and lossesone-off costs of€80 million partly offset by gain on business disposals.disposal of group companies of€334 million.
Net finance costs increased by€314 million to€877 million (2016:€563 million) as they included aone-off finance charge of€382 million relating to the book premium paid on the buyback of preference shares in Unilever N.V. The net cost of financing borrowings was€469399 million, compared with€37270 million in 2015.lower than 2016. The increasedecrease was driven by higher borrowing levels and reduced interest on cash deposits. Thedue to a lower average interest rate on net debt increasedof 2.7% compared to 3.5% compared with 3.0% in 2015. The2016, and to lower other interest costs fromone-off credits in Brazil. Pension financing was a charge for pension financing decreased byof€2796 million compared to€94 million (2015:€121 million) as a result of a lower net deficit at the beginning ofin 2016.
The effective tax rate was 20.8% versus 26.2% compared with 27.6% in 2015. This included2016. The change was mainly due to the impact of favourableUS tax audit settlements.reform that led to aone-off tax benefit coming from restating deferred tax balances at the new lower federal tax rate, partially offset by the tax impact of the AdeS business disposal.
Net profit from joint ventures and associates contributedwas up 22% at€127155 million, compared with€107 millionan increase coming from growth in 2015 due to higher profits from the Pepsi Lipton joint venture.venture and profit from disposal of an investment in a joint venture in India. Other income fromnon-current investment and associates increasedinvestments was€18 million compared to€104 million compared with€91 million in 2015, primarily driven bythe prior year which included a gain of€107 million from the sale of financial assets.
Diluted earnings per share increased by 5.7%18.4% to€1.82 largely due to2.15 reflecting improved margin.operating margins,€578 million US tax reform and a€309 million gain on disposal of the AdeS business. Underlying earnings per share increased by 5.0%10.7% to€2.03 including an adverse currency2.24. This measure excludes the post tax impact of 4.0%.non-underlying items.
ADDITIONAL COMMENTS ON 20162017 EXPENSES AND OPERATING PROFIT
Underlying operating profit increased by€0.30.8 billion compared to 2015,2016 driven by an improvement across most categories,all divisions, with an increase in Beauty & Personal Care by€0.4 billion and Home Care ofand Foods and Refreshment by€0.2 billion Personal Care of€0.1 billion, and Refreshment of€0.1 billion offset by a decrease in Foods of€0.1 billion.each. Operating profit increased by€1.1 billion, including a gain on disposal of AdeS Soy beverage business in Latin America of€0.3 billion, in line with the increase in underlying operating profit.billion.
Cost of raw and packing material and goods purchased for resale (material costs) decreasedincreased by€0.4 billion, driven primarily by0.5 billion. This included a favourable exchange rate appreciationimpact of€1.20.4 billion; at constant exchange rates it was up by€0.80.9 billion. At constant exchange rates, gross total input costs (including material costs, distribution and supply chain indirects) increase of€1.9 billion was more than offset by favourable price changes of€1.51.2 billion, and material costs savings of€1.11.4 billion during the year, resulting in gross margin improvement of 0.30.5 percentage points to 42.5%43.1%.
Staff costs increased by€0.2 billion despite a decrease in the average number of employees, primarily due to share based compensation and bonuses, which were in line with 2015. Ourhigher due to stronger performance against targets as compared to 2016. There were also higher redundancy costs incurred during the year. These were partially offset by savings delivered through the C4G programme. The absolute level of our brand and marketing investment decreasedin local currencies was flat versus 2016. At current rates, the brand and marketing investment as a percentage of turnover was down by€0.3 billion (decrease of 0.4 0.6 percentage points to 14.7%), reflecting the impact of efficiencies from ourzero-based budgeting initiative.14.1%.
The impact of input costs and investment in our brands is discussed further in our segmental disclosures, which also provide additional details of the impact of brands, products and sub categories on drivingtop-line growth.
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
BEAUTY & PERSONAL CARE
2017 | 2016 | % change | ||||||||||||||||||||||
2016 | 2015 | % change | ||||||||||||||||||||||
Turnover (€ million) | 20,172 | 20,074 | 0.5 | 20,697 | 20,172 | 2.6 | ||||||||||||||||||
Operating profit (€ million) | 3,704 | 3,637 | 1.8 | 4,103 | 3,704 | 10.8 | ||||||||||||||||||
Underlying operating profit (€ million) | 4,033 | 3,951 | 2.1 | 4,375 | 4,033 | 8.5 | ||||||||||||||||||
Operating margin (%) | 18.4 | 18.1 | 0.3 | 19.8 | 18.4 | 1.4 | ||||||||||||||||||
Underlying operating margin (%) | 20.0 | 19.7 | 0.3 | 21.1 | 20.0 | 1.1 | ||||||||||||||||||
Underlying sales growth (%) | 4.2 | 4.1 | 2.9 | 4.2 | ||||||||||||||||||||
Underlying volume growth (%) | 1.6 | 2.3 | 1.4 | 1.6 | ||||||||||||||||||||
Underlying price growth (%) | 2.6 | 1.8 | 1.5 | 2.6 |
KEY DEVELOPMENTS
FOODS & REFRESHMENT
% | 2017 | 2016 | % change | |||||||||||||||||||||
2016 | 2015 | Change | ||||||||||||||||||||||
Turnover (€ million) | 12,524 | 12,919 | (3.1 | ) | 22,444 | 22,532 | (0.4 | ) | ||||||||||||||||
Operating profit (€ million) | 2,180 | 2,298 | (5.1 | ) | 3,616 | 3,148 | 14.8 | |||||||||||||||||
Underlying operating profit (€ million) | 2,394 | 2,468 | (3.0 | ) | 3,737 | 3,505 | 6.6 | |||||||||||||||||
Operating profit (€ million) | 17.4 | 17.8 | (0.4 | ) | ||||||||||||||||||||
Operating margin (%) | 16.1 | 14.0 | 2.1 | |||||||||||||||||||||
Underlying operating margin (%) | 19.1 | 19.1 | - | 16.7 | 15.6 | 0.3 | ||||||||||||||||||
Underlying sales growth (%) | 2.1 | 1.5 | 2.7 | 2.7 | ||||||||||||||||||||
Underlying volume growth (%) | (0.5 | ) | 0.8 | (0.2 | ) | 0.1 | ||||||||||||||||||
Effect of price changes (%) | 2.6 | 0.8 | ||||||||||||||||||||||
Underlying price growth (%) | 3.0 | 2.6 |
KEY DEVELOPMENTS
HOME CARE
% | ||||||||||||
2016 | 2015 | Change | ||||||||||
Turnover (€ million) | 10,009 | 10,159 | (1.5 | ) | ||||||||
Operating profit (€ million) | 949 | 740 | 28.2 | |||||||||
Underlying operating profit (€ million) | 1,086 | 855 | 27.0 | |||||||||
Operating margin (%) | 9.5 | 7.3 | 2.2 | |||||||||
Underlying operating margin (%) | 10.9 | 8.4 | 2.5 | �� | ||||||||
Underlying sales growth (%) | 4.9 | 5.9 | ||||||||||
Underlying volume growth (%) | 1.3 | 4.0 | ||||||||||
Underlying price growth (%) | 3.6 | 1.9 |
KEY DEVELOPMENTS
REFRESHMENT
% | ||||||||||||
2016 | 2015 | Change | ||||||||||
Turnover (€ million) | 10,008 | 10,120 | (1.1 | ) | ||||||||
Operating profit (€ million) | 968 | 840 | 15.2 | |||||||||
Underlying operating profit (€ million) | 1,111 | 1,037 | 7.1 | |||||||||
Operating profit (€ million) | 9.7 | 8.3 | 1.4 | |||||||||
Underlying operating margin (%) | 11.1 | 10.2 | 0.9 | |||||||||
Underlying sales growth (%) | 3.5 | 5.4 | ||||||||||
Underlying volume growth (%) | 1.0 | 1.5 | ||||||||||
Effect of price changes (%) | 2.6 | 3.9 |
KEY DEVELOPMENTS
HOME CARE
2017 | 2016 | % change | ||||||||||
Turnover (€ million) | 10,574 | 10,009 | 5.6 | |||||||||
Operating profit (€ million) | 1,138 | 949 | 19.9 | |||||||||
Underlying operating profit (€ million) | 1,288 | 1,086 | 18.6 | |||||||||
Operating margin (%) | 10.8 | 9.5 | 1.3 | |||||||||
Underlying operating margin (%) | 12.2 | 10.9 | 1.3 | |||||||||
Underlying sales growth (%) | 4.4 | 4.9 | ||||||||||
Underlying volume growth (%) | 2.1 | 1.3 | ||||||||||
Underlying price growth (%) | 2.3 | 3.6 |
KEY DEVELOPMENTS
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
FINANCE AND LIQUIDITY
Approximately€1.51.0 billion (or 43%31%) of the Group’s cash and cash equivalents arewere held in the parent and central finance companies, for ensuring maximum flexibility. These companies provide loans to our subsidiaries that are also funded through retained earnings and third party borrowings. We maintain access to global debt markets through an infrastructure of short and long-term debt programmes. We make use of plain vanilla derivatives, such as interest rate swaps and foreign exchange contracts, to help mitigate risks. More detail is provided in notes 16, 16A, 16B and 16C on pages 121 to 126.
The remaining€1.92.3 billion (57%(69%) of the Group’s cash and cash equivalents arewere held in foreign subsidiaries which repatriate distributable reserves on a regular basis. For most countries, this is done through dividends which are in some cases subject to withholding or distributionfree of tax. This balance includesincluded€206 million (2016:€240 million, (2015:2015:€284 million, 2014:€452 million) of cash that iswas held in a few countries where we face cross-border foreign exchange controls and/or other legal restrictions that inhibit our ability to make these balances available in any means for general use by the wider business. The cash willis generally be invested or held in the relevant country and, given the other capital resources available to the Group, does not significantly affect the ability of the Group to meet its cash obligations.
We closely monitor all our exposures and counter-party limits. Unilever has committed credit facilities in place for general corporate purposes. The undrawn bilateral committed credit facilities in place on 31 December 20162017 were US$6,550$7,865 million. In addition, Unilever had undrawn revolving364-day bilateral credit facilities in aggregate of€4,000 million.
NON-GAAP MEASURES
UNDERLYING SALES GROWTH (USG)
The reconciliation of USG to changes in the GAAP measure turnover is as follows:
TOTAL GROUP | ||||||||
2016 | 2015 | |||||||
vs 2015 | vs 2014 | |||||||
Turnover growth (%)(a) | (1.0 | ) | 10.0 | |||||
Effect of acquisitions (%) | 0.8 | 0.7 | ||||||
Effect of disposals (%) | (0.2 | ) | (0.8 | ) | ||||
Effect of exchange rates (%) | (5.1 | ) | 5.9 | |||||
Underlying sales growth (%) | 3.7 | 4.1 | ||||||
PERSONAL CARE | ||||||||
2016 | 2015 | |||||||
vs 2015 | vs 2014 | |||||||
Turnover growth (%)(a) | 0.5 | 13.2 | ||||||
Effect of acquisitions (%) | 1.7 | 1.0 | ||||||
Effect of disposals (%) | (0.3 | ) | - | |||||
Effect of exchange rates (%) | (4.9 | ) | 7.6 | |||||
Underlying sales growth (%) | 4.2 | 4.1 | ||||||
FOODS | ||||||||
2016 | 2015 | |||||||
vs 2015 | vs 2014 | |||||||
Turnover growth (%)(a) | (3.1 | ) | 4.5 | |||||
Effect of acquisitions (%) | - | - | ||||||
Effect of disposals (%) | (0.3 | ) | (2.5 | ) | ||||
Effect of exchange rates (%) | (4.7 | ) | 5.6 | |||||
Underlying sales growth (%) | 2.1 | 1.5 | ||||||
HOME CARE | ||||||||
2016 | 2015 | |||||||
vs 2015 | vs 2014 | |||||||
Turnover growth (%)(a) | (1.5 | ) | 10.9 | |||||
Effect of acquisitions (%) | 0.6 | 0.2 | ||||||
Effect of disposals (%) | (0.2 | ) | (0.1 | ) | ||||
Effect of exchange rates (%) | (6.5 | ) | 4.5 | |||||
Underlying sales growth (%) | 4.9 | 5.9 |
REFRESHMENT | ||||||||||||||||
TOTAL GROUP | 2017 | 2016 | ||||||||||||||
2016 | 2015 | vs 2016 | vs 2015 | |||||||||||||
vs 2015 | vs 2014 | |||||||||||||||
Turnover growth (%)(a) | (1.1 | ) | 10.3 | |||||||||||||
Turnover growth (%)(a) | 1.9 | (1.0 | ) | |||||||||||||
Effect of acquisitions (%) | 0.2 | 1.3 | 1.3 | 0.8 | ||||||||||||
Effect of disposals (%) | (0.1 | ) | (0.7 | ) | (0.4 | ) | (0.2 | ) | ||||||||
Effect of exchange rates (%)(b) | (2.1 | ) | (5.1 | ) | ||||||||||||
Underlying sales growth (%)(b) | 3.1 | 3.7 | ||||||||||||||
BEAUTY & PERSONAL CARE | 2017 | 2016 | ||||||||||||||
vs 2016 | vs 2015 | |||||||||||||||
Turnover growth (%)(a) | 2.6 | 0.5 | ||||||||||||||
Effect of acquisitions (%) | 1.8 | 1.7 | ||||||||||||||
Effect of disposals (%) | (0.1 | ) | (0.3 | ) | ||||||||||||
Effect of exchange rates (%) | (4.6 | ) | 4.1 | (1.9 | ) | (4.9 | ) | |||||||||
Underlying sales growth (%) | 3.5 | 5.4 | 2.9 | 4.2 | ||||||||||||
FOODS & REFRESHMENT | 2017 | 2016 | ||||||||||||||
vs 2016 | vs 2015 | |||||||||||||||
Turnover growth (%)(a) | (0.4 | ) | (2.2 | ) | ||||||||||||
Effect of acquisitions (%) | 0.2 | 0.1 | ||||||||||||||
Effect of disposals (%) | (0.8 | ) | (0.2 | ) | ||||||||||||
Effect of exchange rates (%) | (2.4 | ) | (4.7 | ) | ||||||||||||
Underlying sales growth (%) | 2.7 | 2.7 | ||||||||||||||
HOME CARE | 2017 | 2016 | ||||||||||||||
vs 2016 | vs 2015 | |||||||||||||||
Turnover growth (%)(a) | 5.6 | (1.5 | ) | |||||||||||||
Effect of acquisitions (%) | 3.1 | 0.6 | ||||||||||||||
Effect of disposals (%) | (0.2 | ) | (0.2 | ) | ||||||||||||
Effect of exchange rates (%) | (1.7 | ) | (6.5 | ) | ||||||||||||
Underlying sales growth (%) | 4.4 | 4.9 |
(a) | Turnover growth is made up of distinct individual growth components, namely underlying sales, currency impact, acquisitions and disposals. Turnover growth is arrived at by multiplying these individual components on a compounded basis as there is a currency impact on each of the other components. Accordingly, turnover growth is more than just the sum of the individual components. |
UNDERLYING VOLUME GROWTH (UVG)
The relationship between UVG and USG is set out below:
2017 | 2016 | |||||||||||||||
2016 | 2015 | vs 2016 | vs 2015 | |||||||||||||
vs 2015 | vs 2014 | |||||||||||||||
Underlying volume growth (%) | 0.9 | 2.1 | 0.8 | 0.9 | ||||||||||||
Underlying price growth (%) | 2.8 | 1.9 | 2.3 | 2.8 | ||||||||||||
Underlying sales growth (%) | 3.7 | 4.1 | 3.1 | 3.7 |
UNDERLYING EFFECTIVE TAX RATE
The reconciliation of taxation to taxation before tax impact ofnon-underlying items is as follows:
€ million | € million | |||||||||||||||
€ million | € million | 2017 | 2016 | |||||||||||||
2016 | 2015 | |||||||||||||||
Taxation | 1,922 | 1,961 | 1,667 | 1,922 | ||||||||||||
Tax impact of: | ||||||||||||||||
Non-underlying items within operating profit | 213 | 180 | 77 | 213 | ||||||||||||
Non-underlying items not in operating profit but within net profit | - | - | 578 | – | ||||||||||||
Taxation before tax impact ofnon-underlying items | 2,135 | 2,141 | 2,322 | 2,135 | ||||||||||||
Profit before taxation | 7,469 | 7,220 | 8,153 | 7,469 | ||||||||||||
Non-underlying items within operating profit before tax | 823 | 796 | 543 | 823 | ||||||||||||
Non-underlying items not in operating profit but within | ||||||||||||||||
Net profit before tax | - | - | ||||||||||||||
Non-underlying items not in operating profit but within Net profit before tax | 382 | – | ||||||||||||||
Share of net (profit)/loss of joint ventures and associates | (127 | ) | (107 | ) | (155 | ) | (127 | ) | ||||||||
Profit before tax excludingnon-underlying items before tax and share of net profit/(loss) of joint ventures and associates |
| 8,165
|
|
| 7,909
|
|
| 8,923
|
|
| 8,165
|
| ||||
Underlying effective tax rate | 26.1% | 27.1% | 26.0% | 26.1% |
CONSTANT UNDERLYING EARNINGS PER SHARE
The reconciliation of underlying profit attributable to shareholders’ equity to constant underlying earnings attributable to shareholders’ equity and the calculation of constant underlying EPS is as follows:
€ million | € million | |||||||||||||||
€ million | € million | 2017 | 2016 | |||||||||||||
2016 | 2015 | |||||||||||||||
Underlying profit attributable to shareholders’ equity | 5,785 | 5,514 | 6,315 | 5,785 | ||||||||||||
Impact of translation of earnings between constant and current exchange rates and translational hedges | 194 | (140 | ) | |||||||||||||
Constant underlying earnings attributable to shareholders’ equtiy | 5,979 | 5,374 | ||||||||||||||
Impact of translation from current to constant exchange rates and translational hedges | 310 | 128 | ||||||||||||||
Impact of Q4 Venezuela price inflation | (153 | ) | – | |||||||||||||
Constant underlying earnings attributable to shareholders’ equity | 6,472 | 5,913 | ||||||||||||||
Diluted combined average number of share units (millions of units) | 2,853.9 | 2,855.4 | 2,814.0 | 2,853.9 | ||||||||||||
Constant underlying EPS (€) | 2.10 | 1.88 | 2.30 | 2.07(a)(b) |
(a) | Represents 2016 underlying EPS as adjusted for translational hedges and the impact of translation of earnings using annual average 2016 exchange rates |
(b) | From 2018, in our reporting of growth in constant underlying EPS, we translate the prior period using an annual average exchange rate rather than monthly averages. This change has been made to align with the prior period constant exchange rate used for calculating USG. The impact of this is€0.00 per share in 2016 constant underlying EPS. |
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
ADDITIONAL INFORMATION FOR US LISTING PURPOSESCONTINUED
FREE CASH FLOW (FCF)
The reconciliation of FCF to net profit is as follows:
€ million | € million | |||||||
2016 | 2015 | |||||||
Net profit | 5,547 | 5,259 | ||||||
Taxation | 1,922 | 1,961 | ||||||
Share of net profit of joint ventures/associates and other income fromnon-current investments | (231 | ) | (198 | ) | ||||
Net finance cost | 563 | 493 | ||||||
Depreciation, amortisation and impairment | 1,464 | 1,370 | ||||||
Changes in working capital | 51 | 720 | ||||||
Pensions and similar obligations less payments | (327 | ) | (385 | ) | ||||
Provisions less payments | 65 | (94 | ) | |||||
Elimination of (profits)/losses on disposals | 127 | 26 | ||||||
Non-cash charge for share-based compensation | 198 | 150 | ||||||
Other adjustments | (81 | ) | 49 | |||||
Cash flow from operating activities | 9,298 | 9,351 | ||||||
Income tax paid | (2,251 | ) | (2,021 | ) | ||||
Net capital expenditure | (1,878 | ) | (2,074 | ) | ||||
Net interest and preference dividends paid | (367 | ) | (460 | ) | ||||
Free cash flow | 4,802 | 4,796 | ||||||
Net cash flow (used in)/from investing activities | (3,188 | ) | (3,539 | ) | ||||
Net cash flow (used in)/from financing activities | (3,073 | ) | (3,032 | ) |
NET DEBT
The reconciliation of net debt to the GAAP measure total financial liabilities is as follows:
€ million | € million | |||||||||
2016 | 2015 | |||||||||
Total financial liabilities |
| (16,595
| )
|
| (14,643
| )
|
| |||
Current financial liabilities | (5,450 | ) | (4,789 | ) | ||||||
Non-current financial liabilities | (11,145 | ) | (9,854 | ) | ||||||
Cash and cash equivalents as per balance sheet | 3,382 | 2,302 | ||||||||
Cash and cash equivalents as per cash flow | 3,198 | 2,128 | ||||||||
Bank overdrafts deducted therein | 184 | 174 | ||||||||
Current financial assets | 599 | 836 | ||||||||
Net debt | (12,614 | ) | (11,505 | ) |
UNDERLYING OPERATING PROFIT AND UNDERLYING OPERATING MARGIN
The reconciliation of underlying operating profit to operating profit is as follows:
€ million | € million | |||||||
2016 | 2015 | |||||||
Operating profit | 7,801 | 7,515 | ||||||
Non-underlying items within operating profit | 823 | 796 | ||||||
Underlying operating profit | 8,624 | 8,311 | ||||||
Turnover | 52,713 | 53,272 | ||||||
Operating margin | 14.8% | 14.1% | ||||||
Underlying operating margin | 16.4% | 15.6% |
€ million | € million | |||||||
2017 | 2016 | |||||||
Net profit | 6,486 | 5,547 | ||||||
Taxation | 1,667 | 1,922 | ||||||
Share of net profit of joint ventures/associates and other income fromnon-current investments | (173 | ) | (231 | ) | ||||
Net finance costs | 877 | 563 | ||||||
Depreciation, amortisation and impairment | 1,538 | 1,464 | ||||||
Changes in working capital | (68 | ) | 51 | |||||
Pensions and similar obligations less payments | (904 | ) | (327 | ) | ||||
Provisions less payments | 200 | 65 | ||||||
Elimination of (profits)/losses on disposals | (298 | ) | 127 | |||||
Non-cash charge for share-based compensation | 284 | 198 | ||||||
Other adjustments | (153 | ) | (81 | ) | ||||
Cash flow from operating activities | 9,456 | 9,298 | ||||||
Income tax paid | (2,164 | ) | (2,251 | ) | ||||
Net capital expenditure | (1,621 | ) | (1,878 | ) | ||||
Net interest and preference dividends paid | (316 | ) | (367 | ) | ||||
Free cash flow | 5,355 | 4,802 | ||||||
Net cash flow (used in)/from investing activities | (5,879 | ) | (3,188 | ) | ||||
Net cash flow (used in)/from financing activities | (1,433 | ) | (3,073 | ) |
NET DEBT The reconciliation of net debt to the GAAP measure total financial liabilities is as follows: |
€ million | € million | |||||||
2017 | 2016 | |||||||
Total financial liabilities |
| (24,430
| )
|
| (16,595
| )
| ||
Current financial liabilities | (7,968 | ) | (5,450 | ) | ||||
Non-current financial liabilities | (16,462 | ) | (11,145 | ) | ||||
Cash and cash equivalents as per balance sheet | 3,317 | 3,382 | ||||||
Cash and cash equivalents as per cash flow statement | 3,169 | 3,198 | ||||||
Bank overdrafts deducted therein | 167 | 184 | ||||||
Less cash and cash equivalents held for sale | (19 | ) | – | |||||
Current financial assets | 770 | 599 | ||||||
Net debt | (20,343 | ) | (12,614 | ) |
UNDERLYING OPERATING PROFIT AND UNDERLYING OPERATING MARGIN The reconciliation of underlying operating profit to operating profit is as follows: |
€ million | € million | |||||||
2017 | 2016 | |||||||
Operating profit | 8,857 | 7,801 | ||||||
Non-underlying items within operating profit | 543 | 823 | ||||||
Underlying operating profit | 9,400 | 8,624 | ||||||
Turnover | 53,715 | 52,713 | ||||||
Operating margin | 16.5% | 14.8% | ||||||
Underlying operating margin | 17.5% | 16.4% |
20152016 ACQUISITIONS AND DISPOSALS
On 1 May 201531 March 2016 the Group sold the bread and bakery business under the brand ‘Modern’ in India to Nimman Foods Private Limited, part of the Everstone Group.
On 7 April 2016 the Group acquired REN Skincare, a prestige Personal Care business with an iconic British skin care brand.
On 1 March 2015 the Group also acquired the CamayIndulekha and ZestVayodha brands from The Proctor & Gamble Company. In addition a manufacturing site was acquired.Mosons Group.
On 6 May 20152016 the Group sold local Alberto Culver brands Antiall, Farmaco, Veritas, the rights for VO5 in Argentina and a manufacturing plant to Santiago Saenz.
On 31 July 2016 the Group sold the Rice Exports business in India to LT Foods Middle East DMCC, a Group company of LT Foods Limited.
On 10 August 2016 the Group acquired Kate Somerville Skincare,Dollar Shave Club, a prestige Personal Care business with a leading independent skin care brand.subscription-baseddirect-to-consumer male grooming business.
On 1 August 201520 October 2016 the Group acquired Dermalogica,Seventh Generation, a prestige Personal Care business with the leading skinNorth American home and personal care brand in professional salons and spas. The assets acquired were principally the Dermalogica brand.eco-friendly naturals business.
On 1 September 2015December 2016 the Group acquired Murad, the leading clinical skin care brand, partBlueair, a supplier of our prestige Personal Care business.innovative mobile indoor air purification technologies and solutions.
On 30 September 2015 the Group acquired Grom, a premium Italian gelato business.
FINANCIAL INSTRUMENTS AND RISK
The key financial instruments used by Unilever are short-term and long-term borrowings, cash and cash equivalents, and certain plain vanilla derivative instruments, principally comprising interest rate swaps and foreign exchange contracts. Treasury processes are governed by standards approved by the Unilever Leadership Executive. Unilever manages a variety of market risks, including the effects of changes in foreign exchange rates, interest rates, commodity costs and liquidity.
OUTLOOK
Our priorities for 2018 areLooking forward, our priority is to grow volumes ahead ofaccelerate quality growth. That means an investment-led approach based on delivering our markets, maintain strong delivery from our savings programmes4G growth strategy – consistent growth, competitive growth, profitable growth and responsible growth, with an equal focus on each. In 2019 we expect market conditions to complete the integration of Foods & Refreshment as well as the exit from spreads.remain challenging. We expect this will translate into another year ofanticipate underlying sales growth will be in the 3% – lower half of our multi-year 3–5% range, and anwith continued improvement in underlying operating margin and another year of strong free cash flow, that keeps usflow. We remain on track for theour 2020 targets.goals.
OTHER INFORMATION ON THE COMPANY
RAW MATERIALS
Our products use a wide variety of raw and packaging materials which we source internationally and which may be subject to price volatility either directly or as a result of movements in foreign exchange rates. In 20172018 we saw higher market inflation at modest levels,than in 2017 with price rises in tropical oils, some chemicalscrude-derived materials including plastic packaging and butter and other dairy products.surfactants. Foreign exchange rates were more benign than in previous years, although there was some inflation notably in Egypt, Turkeydeteriorated over the second half of the year across most emerging markets, with significant impact from Argentina, India, Brazil and Argentina.Turkey. Looking ahead to 20182019 we remain watchful for continued turbulencevolatility in commodity and foreign exchange markets and for steadily increasing rates of inflation in key commodities, particularly crude oil.markets.
SEASONALITY
Certain of our businesses, such as ice cream, are subject to significant seasonal fluctuations in sales. However, Unilever operates globally in many different markets and product categories, and no individual element of seasonality is likely to be material to the results of the Group as a whole.
INTELLECTUAL PROPERTY
We have a large portfolio of patents and trademarks, and we conduct some of our operations under licences that are based on patents or trademarks owned or controlled by others. We are not dependent on any one patent or group of patents. We use all appropriate efforts to protect our brands and technology.
Additional Information for US Listing Purposes | Annual Report on Form 20-F |
COMPETITION
As a fast-moving consumer goods (FMCG) company, we are competing with a diverse set of competitors. Some of these operate on an international scale like ourselves, while others have a more regional or local focus. Our business model centres on building brands which consumers know, trust, like and buy in conscious preference to competitors’. Our brands command loyalty and affinity and deliver superior performance.
INFORMATION PRESENTED
Unless otherwise stated, share refers to value share. The market data and competitive set classifications are taken from independent industry sources in the markets in which Unilever operates.
IRAN-RELATED REQUIRED DISCLOSURE
Unilever operates in Iran through anon-US subsidiary. In 2017,2018, sales in Iran were significantly less than one percent of Unilever’s worldwide turnover. During the year, thisnon-US subsidiary had approximately€2,9741,528 in gross revenues and less than€565382 in net profits attributable to the sale of food, personal care and home care products to the Hotel Homa Group, which is owned by the Social Security Organization of Iran, and IRR Mohammad Rasoullah Pharmacy, which is affiliated with the Islamic Revolutionary Guard Corps. We advertised our products on television networks that are owned by the Government of Iran or affiliated entities. Income, payroll and other taxes, duties and fees (including for utilities) were payable to the Government of Iran and affiliated entities in connection with our operations. Ournon-US subsidiary maintains bank accounts in Iran with various banks to facilitate our business in the country and make any required payments to the Government of Iran and affiliated entities. Our activities in Iran comply in all material respects with applicable laws and regulations, including US and other international trade sanctions, and we plan to continue these activities.
PROPERTY, PLANT AND EQUIPMENT
We have interests in properties in most of the countries where there are Unilever operations. However, none are material in the context of the Group as a whole. The properties are used predominantly to house production and distribution activities and as offices. There is a mixture of leased and owned property throughout the Group. We are not aware of any environmental issues affecting the properties which would have a material impact upon the Group, and there are no material encumbrances on our properties. Any difference between the market value of properties held by the Group and the amount at which they are included in the balance sheet is not significant. We believe our existing facilities are satisfactory for our current business and we currently have no plans to construct new facilities or expand or improve our current facilities in a manner that is material to the Group.
Annual Report on Form 20-F | Additional Information for US Listing Purposes |
NOTES
168 | Notes | Annual Report on Form 20-F 2018 |
CAUTIONARY STATEMENT
This document may contain forward-looking statements, including ‘forward-looking statements’ within the meaning of the United States Private Securities Litigation Reform Act of 1995. Words such as ‘will’, ‘aim’, ‘expects’, ‘anticipates’, ‘intends’, ‘looks’, ‘believes’, ‘vision’, or the negative of these terms and other similar expressions of future performance or results, and their negatives, are intended to identify such forward-looking statements. These forward-looking statements are based upon current expectations and assumptions regarding anticipated developments and other factors affecting the Unilever Group (the ‘Group’). They are not historical facts, nor are they guarantees of future performance.
Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements. Among other risks and uncertainties, the material or principal factors which could cause actual results to differ materially are: Unilever’s global brands not meeting consumer preferences; Unilever’s ability to innovate and remain competitive; Unilever’s investment choices in its portfolio management; inability to find sustainable solutions to support long-term growth;growth including to plastic packaging; the effect of climate change on Unilever’s business; significant changes or deterioration in customer relationships; the recruitment and retention of talented employees; disruptions in our supply chain;chain and distribution; increases or volatility in the cost of raw materials and commodities; the production of safe and high quality products; secure and reliable IT infrastructure; successful execution of acquisitions, divestitures and business transformation projects; economic, social and political risks and natural disasters; financial risks; failure to meet high and ethical standards; and managing regulatory, tax and legal matters.
These forward-looking statements speak only as of the date of this document. Except as required by any applicable law or regulation, the Group expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Group’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Further details of potential risks and uncertainties affecting the Group are described in the Group’s filings with the London Stock Exchange, Euronext Amsterdam and the US Securities and Exchange Commission, including in the Unilever Annual Report and Accounts 2017.2018.
This document is not prepared in accordance with US GAAP and should not therefore be relied upon by readers as such.
In addition, a printed copy of the Annual Report on Form20-F 20172018 is available, free of charge, upon request to Unilever, Investor Relations Department, 100 Victoria Embankment, London EC4Y 0DY, United Kingdom.
This document comprises regulated information within the meaning of Sections 1:1 and 5:25c of the Act on Financial Supervision (‘Wet op het financieel toezicht (Wft)’) in the Netherlands.
The brand names shown in this report are trademarks owned by or licensed to companies within the Group.
References in this document to information on websites (and/or social media sites) are included as an aid to their location and such information is not incorporated in, and does not form part of, the Annual Report on Form20-F 2017.2018.
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UNILEVER N.V. | UNILEVER PLC | |
Head Office and Registered Office | Head Office | |
Weena 455, PO Box 760 | 100 Victoria Embankment | |
3000 DK Rotterdam | London EC4Y 0DY | |
The Netherlands | United Kingdom | |
T +31 (0)10 217 4000 | T +44 (0)20 7822 5252 | |
Commercial Register Rotterdam Number: 24051830 | Registered Office | |
Unilever PLC | ||
Port Sunlight | ||
Wirral | ||
Merseyside CH62 4ZD | ||
United Kingdom | ||
Registered in England and Wales | ||
Company Number: 41424 |
FOR FURTHER INFORMATION ABOUT
UNILEVER PLEASE VISIT OUR WEBSITE:
WWW.UNILEVER.COM
FOR FURTHER INFORMATION ABOUT UNILEVER PLEASE VISIT OUR WEBSITE:
WWW.UNILEVER.COM |
UNILEVER N.V. —20-F EXHIBIT LIST
Exhibit Number | Description of Exhibit | |
1.1 | Articles of Association of Unilever N.V. 1 | |
2.1 | Trust Deed dated as of July 22, 1994, among Unilever N.V., Unilever PLC, Unilever Capital Corporation, Unilever United States, Inc. and The Law Debenture Trust Corporation p.l.c., relating to Guaranteed Debt Securities 2 | |
2.2 | Twenty-first Supplemental Trust Deed as of April 22, 2016, incorporating the Trust Deed as of July 22, 1994, as Amended and Restated on April 22, 2016 3 | |
2.3 | Amended and Restated Indenture as of September 22, 2014, among Unilever Capital Corporation, Unilever N.V., Unilever PLC, Unilever United States, Inc. and The Bank of New York Mellon, as Trustee, relating to Guaranteed Debt Securities 4 | |
2.4 | Amended and Restated Transfer, Registration, Paying Agent and Shareholder Services Agreement dated as of July 1, 2014 by and among Unilever N.V. and Deutsche Bank Trust Company Americas as U.S. Registrar, Transfer Agent, Paying Agent and Shareholder Services Agent 5 | |
4.1(a) | Equalisation Agreement between Unilever N.V. and Unilever PLC 6 | |
4.1(b) | Deed of Mutual Covenants 7 | |
4.1(c) | Agreement for Mutual Guarantees of Borrowing 8 | |
4.2 | Service Contracts of the Executive Directors of Unilever N.V. | |
4.3 | Letters regarding compensation of Executive Directors of Unilever N.V. | |
4.4 | Unilever North America 2002 Omnibus Equity Compensation Plan as Amended and Restated as of November 1, 2012 9 | |
4.5 | The Unilever N.V. International 1997 Executive Share Option Scheme 10 | |
4.6 | The Unilever Long Term Incentive Plan 11 | |
4.7 | Global Share Incentive Plan 2007 12 | |
4.8 | The ManagementCo-Investment Plan 13 | |
4.9 | Unilever Share Plan 2017 | |
8.1 | List of Subsidiaries | |
12.1 | Certifications of the Chief Executive Officer and Financial Director/Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
13.1 | Certifications of the Chief Executive Officer and Financial Director/Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
15.1 | Consent of KPMG LLP and KPMG Accountants N.V. | |
101.INS | XBRL Instance Document | |
101.SCH | XBRL Taxonomy Extension Schema Linkbase Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
Certain instruments which define rights of holders of long-term debt of the Company and its subsidiaries are not being filed because the total amount of securities authorized under each such instrument does not exceed 10% of the total consolidated assets of the Company and its subsidiaries. The Company and its subsidiaries hereby agree to furnish a copy of each such instrument to the Securities and Exchange Commission upon request.
| Incorporated by reference to Exhibit 1.1 of Form20-F (File No:001-04547) filed with the SEC on March 8, 2013. | |
| Incorporated by reference to Exhibit 2.2 of Form20-F (File No:001-04547) filed with the SEC on February 27, 2003. | |
| Incorporated by reference to Exhibit 2.2 of Form20-F (File no:001-04547) filed with the SEC on February 18, 2017 | |
| Incorporated by reference to Exhibit 2.3 of Form20-F (File No:001-04547) filed with the SEC on March 6, 2015. | |
| Incorporated by reference to Exhibit 2.4 of Form20-F (File No:001-04547) filed with the SEC on March 6, 2015. | |
| Incorporated by reference to Exhibit 4.1 of Form20-F (File No:001-04547) filed with the SEC on March 5, 2010. | |
| Incorporated by reference to Exhibit 4.1(b) of Form20-F (File No:001-04547) filed with the SEC on March 6, 2015. | |
| Incorporated by reference to Exhibit 4.1(c) of Form20-F (File No:001-04547) filed with the SEC on March 6, 2015 | |
| Incorporated by reference to Exhibit 99.1 of FormS-8 (File No:333-185299) filed with the SEC on December 6, 2012. |
Incorporated by reference to Exhibit 4.5 of Form20-F (File No:001-04547) filed with the SEC on March 28, 2002. | ||
Incorporated by reference to Exhibit 4.7 of Form20-F (File No:001-04547) filed with the SEC on March 28, 2002. |
12. | Incorporated by reference to Exhibit 4.7 of Form20-F (File No:001-04547) filed with the SEC on March 26, 2008. | |
Incorporated by reference to Exhibit 4.8 of Form20-F (File No:001-04547) filed with the SEC on March 4, 2011. | ||
Incorporated by reference to Exhibit 4.9 of Form20-F (File No:001-04547) filed with the SEC on February 28, 2018. | ||
15. | The required information is set forth on pages 138 to 145 of the Annual Report on Form20-F |
SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing on Form20-F and that it has duly caused and authorised the undersigned to sign this Annual Report on its behalf.
Unilever N.V.
(Registrant)
/s/ |
R SOTAMAA, |
Chief Legal Officer and Group Secretary |
Date: 28 February 201811 March 2019