Board appointments
The following directors stood for re-election and were duly re-elected by the shareholders of Unilever PLC: Nils Andersen, Laura Cha, Vittorio Colao, Marijn Dekkers, Judith Hartmann, Mary Ma, Strive Masiyiwa, Youngme Moon, Graeme Pitkethly, Paul Polman, John Rishton and Feike Sijbesma.
Andrea Jung was proposed for election for the first time and was duly elected by the shareholders of Unilever PLC.
Ann Fudge will retire as a Non-Executive Director at the close of the Unilever N.V. AGM on 3 May 2018.
Poll results - Annual General Meeting 2 May 2018
Resolution | Total votes for | % | Total votes against | % | Total votes cast | % Of share capital validly cast voted for and against | Votes withheld |
|---|---|---|---|---|---|---|---|
1. To receive the Report and Accounts for the year ended 31 December 2017 | 887,672,536 | 98.89 | 9,982,912 | 1.11 | 897,655,448 | 72.88% | 878,345 |
2. To approve the Directors’ Remuneration Report | 855,085,404 | 97.19 | 24,688,545 | 2.81 | 879,773,949 | 71.42% | 18,758,929 |
3. To approve the Directors’ Remuneration Policy** | 551,927,886 | 64.19 | 307,862,477 | 35.81 | 859,790,363 | 69.80% | 38,734,868 |
4. To re-elect Mr N S Andersen as a Director** | 894,480,937 | 99.63 | 3,355,647 | 0.37 | 897,836,584 | 72.89% | 696,417 |
5. To re-elect Mrs L M Cha as a Director** | 817,407,142 | 91.04 | 80,474,585 | 8.96 | 897,881,727 | 72.89% | 652,480 |
6. To re-elect Mr V Colao as a Director** | 878,818,163 | 97.88 | 19,023,190 | 2.12 | 897,841,353 | 72.89% | 691,279 |
7. To re-elect Dr M Dekkers as a Director** | 884,759,585 | 98.54 | 13,106,036 | 1.46 | 897,865,621 | 72.89% | 669,354 |
8. To re-elect Dr J Hartmann as a Director** | 865,863,848 | 98.42 | 13,935,703 | 1.58 | 879,799,551 | 71.43% | 18,733,167 |
9. To re-elect Ms M Ma as a Director** | 884,091,699 | 98.46 | 13,793,535 | 1.54 | 897,885,234 | 72.89% | 648,129 |
10. To re-elect Mr S Masiyiwa as a Director** | 896,434,254 | 99.84 | 1,393,359 | 0.16 | 897,827,613 | 72.89% | 705,389 |
11. To re-elect Professor Y Moon as a Director** | 896,586,921 | 99.86 | 1,258,571 | 0.14 | 897,845,492 | 72.89% | 687,972 |
12. To re-elect Mr G Pitkethly as a Director** | 895,310,198 | 99.71 | 2,567,264 | 0.29 | 897,877,462 | 72.89% | 657,266 |
13. To re-elect Mr P Polman as a Director** | 886,088,405 | 98.68 | 11,811,381 | 1.32 | 897,899,786 | 72.90% | 640,947 |
14. To re-elect Mr J Rishton as a Director** | 892,290,307 | 99.38 | 5,554,783 | 0.62 | 897,845,090 | 72.89% | 689,564 |
15. To re-elect Mr F Sijbesma as a Director** | 895,147,042 | 99.70 | 2,688,817 | 0.30 | 897,835,859 | 72.89% | 698,718 |
16. To elect Mrs A Jung as a Director** | 870,024,161 | 96.96 | 27,276,168 | 3.04 | 897,300,329 | 72.85% | 1,234,349 |
17. To reappoint KPMG LLP as Auditors of the Company | 894,256,515 | 99.60 | 3,617,637 | 0.40 | 897,874,152 | 72.89% | 659,219 |
18. To authorise the Directors to fix the remuneration of the Auditor | 894,430,872 | 99.62 | 3,416,046 | 0.38 | 897,846,918 | 72.89% | 686,318 |
19. To authorise Political Donations and Expenditure | 886,396,780 | 99.27 | 6,517,848 | 0.73 | 892,914,628 | 72.49% | 5,600,964 |
20. To renew the authority to Directors to issue shares | 891,101,372 | 99.23 | 6,900,539 | 0.77 | 898,001,911 | 72.90% | 530,642 |
21. To renew the authority to Directors to disapply pre-emption rights | 895,121,169 | 99.73 | 2,401,505 | 0.27 | 897,522,674 | 72.86% | 1,012,286 |
22. To renew the authority to Directors to disapply pre-emption rights for the purposes of acquisitions or capital investments | 871,534,944 | 97.09 | 26,079,798 | 2.91 | 897,614,742 | 72.87% | 920,384 |
23. To renew the authority to the Company to purchase its own shares | 887,092,045 | 98.80 | 10,797,719 | 1.20 | 897,889,764 | 72.89% | 643,305 |
24. To shorten the Notice period for General Meetings | 825,653,749 | 92.41 | 67,821,117 | 7.59 | 893,474,866 | 72.54% | 5,060,009 |
Whilst shareholders approved the new Remuneration Policy at our AGM today, and is subject to being approved at the Unilever N.V. AGM on 3 May 2018, we recognise that a significant minority of shareholders have voted against the proposal.
Our new remuneration policy – which was approved by shareholders last year and subsequently applied to the top 3,000 managers in the company, outside the Executive Directors – is simpler, longer term, and requires greater personal commitment through share ownership to drive reward.
To address concerns about how these changes will work in practice for Executive Directors, the Chairman has confirmed Unilever will take the following four actions:
- As previously announced, the MCIP 2018-2021 award following the AGM will be capped at 1.5x target.
- Following Simplification, we will continue to provide shareholders with transparency on remuneration:
- We will continue to put our Directors’ Remuneration Policy to a binding vote every three years and
- We will continue to put our Directors’ Remuneration Report to an advisory vote every year
- In the months ahead, we will consult further with our shareholders. Once completed, we will return to explain how we intend to address possible areas of concern before next year’s AGM.