Unilever NV AGM 2018 voting results
Rotterdam - Unilever N.V. shareholders today approved all resolutions put to the Annual General Meeting in Rotterdam. Voting was by poll on each resolution and the results are set out below.
The following continuing directors stood for election and were duly re-appointed: Nils S. 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 appointed as Non-Executive Director.
Poll results Annual General Meeting 2018*
|Resloution||For||%||Against||%||Vote Witheld**||Issued Share Capital Present|
|2. Adoption Annual Accounts and appropriation of the profit for the 2017 financial year||1,445,588,325||99.61||5,599,799||0.39||254,861||68.82%|
|3. Discharge Executive Directors||1,433,363,911||99.32||9,754,655||0.68||8,304,744||68.82%|
|4. Discharge Non-Executive Directors||1,432,387,249||99.26||10,736,456||0.74||8,304,618||68.82%|
|5. Approve the Remuneration Policy||1,049,388,599||73.06||387,021,875||26.94||15,018,135||68.82%|
|6. Re-appointment Nils S. Andersen||1,446,330,443||99.72||3,997,697||0.28||1,115,463||68.82%|
|7. Re-appointment Laura Cha||1,381,777,512||95.26||68,825,992||4.74||835,168||68.82%|
|8. Re-appointment Vittorio Colao||1,421,945,889||98.01||28,823,138||1.99||674,476||68.82%|
|9. Re-appointment Marijn Dekkers||1,444,667,684||99.55||6,480,145||0.45||290,918||68.82%|
|10. Re-appointment Judith Hartmann||1,446,554,815||99.69||4,460,896||0.31||408,116||68.82%|
|11. Re-appointment Mary Ma||1,411,592,779||97.28||39,486,982||2.72||343,881||68.82%|
|12. Re-appointment Strive Masiyiwa||1,418,626,704||97.76||32,511,075||2.24||274,024||68.82%|
|13. Re-appointment Youngme Moon||1,425,609,730||98.24||25,536,860||1.76||277,043||68.82%|
|14. Re-appointment Graeme Pitkethly||1,449,668,753||99.95||661,016||0.05||1,107,084||68.82%|
|15. Re-appointment Paul Polman||1,415,945,248||97.63||34,386,867||2.37||1,106,392||68.82%|
|16. Re-appointment John Rishton||1,439,471,750||99.25||10,855,789||0.75||1,094,797||68.82%|
|17. Re-appointment Feike Sijbesma||1,421,906,355||98.03||28,585,926||1.97||935,132||68.82%|
|18. Appointment Andrea Jung||1,442,812,991||99.79||3,046,962||0.21||5,577,259||68.82%|
|19. Appointment of the Auditor charged with the auditing of the Annual Accounts for the 2018 financial year||1,424,798,411||98.20||26,070,991||1.80||547,577||68.82%|
|20. Authorisation of the Board of Directors to purchase 6% and 7%cumulative preference shares and depositary receipts thereof in the share capital of the Company||1,442,616,341||99.46||7,802,348||0.54||993,784||68.82%|
|21. Authorisation of the Board of Directors to purchase ordinary shares and depositary receipts thereof in the share capital of the Company||1,419,264,733||98.70||18,654,122||1.30||13,508,586||68.82%|
|22. Capital reduction with respect to 6% and 7% cumulative preference shares and depositary receipts thereof held by the Company in its own share capital||1,439,713,542||99.26||10,799,536||0.74||914,325||68.82%|
|23. Capital reduction with respect to ordinary shares and depositary receipts thereof held by the Company in its own share capital||1,447,450,272||99.80||2,830,067||0.20||1,147,318||68.82%|
|24. Designation of the Board of Directors as the company body authorised in respect of the issue of shares in the share capital of the Company||1,449,073,736||99.90||1,481,538||0.10||872,294||68.82%|
|25. Designation of the Board of Directors as the company body authorised to restrict or exclude the statutory pre-emption rights that accrue to shareholders upon issue of shares for general corporate purposes||1,445,675,940||99.67||4,818,710||0.33||918,604||68.82%|
|26. . Designation of the Board of Directors as the company body authorised to restrict or exclude the statutory pre-emption rights that accrue to shareholders upon issue of shares for acquisition purposes||1,435,832,886||99.01||14,400,871||0.99||1,179,364||68.82%|
Whilst shareholders approved the new Remuneration Policy at our AGM today, 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 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 eturn to explain how we intend to address possible areas of concern before next year’s AGM
* The shares represented were good for 1,451,452,839, which is 68.82% of our issued share capital.
**Only the ‘for’ and ‘against’ votes are counted and together add up to 100%. By law a ‘vote withheld’ is not considered to be a vote.
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Where relevant, these actions are subject to the appropriate consultations and approvals.
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