Report & accounts 2002 in full - Unilever

Unilever Annual Report & Accounts and Form 20-F 2002
Remuneration report 55
Directors’ shareholding requirements
It is a requirement of the long-term incentive arrangements described on pages 50 to 52 that over a period of five years
(starting from the date of appointment or 1 April 2000, whichever is the later), each director must build up and maintain
a personal shareholding in NV and PLC equivalent in value to one and a half times their annual base salary.
Directors’ interests: share capital
The interests in the share capitals of NV and PLC and their group companies of those who were directors at the beginning
and end of 2002 and of their immediate families were as shown in the tables below:
Shares Matching Total Shares Matching Total
held at shares at shares at held at shares at shares at
1 January 1 January (c)
1 January 31 December 31 December (c) 31 December
NV (€0.51 ordinary shares)
A Burgmans 44 765 1 867 46 632 30 533 3 635 34 168
N W A FitzGerald 6 766 3 195 9 961 5 510 5 511 11 021
A C Butler 2 351 1 288 3 639 3 502 2 439 5 941
P J Cescau 942 942 1 884 2 403 2 403 4 806
K B Dadiseth 434 434 868 1 752 1 752 3 504
A R van Heemstra 1 000 1 000 2 000 1 953 1 953 3 906
R H P Markham 32 106 1 274 33 380 33 430 2 598 36 028
C B Strauss 3 859 2 245 6 104 12 971 4 157 17 128
NV (€0.05 preference shares)
A Burgmans 7 750 7 750
PLC (1.4p ordinary shares)
N W A FitzGerald 48 965 24 191 73 156 361 951 40 581 402 532
156 815 034 (a) 156 815 034 (a)
A Burgmans 24 643 14 076 38 719 37 159 26 592 63 751
A C Butler 32 110 9 943 42 053 44 910 18 091 63 001
P J Cescau 7 129 7 129 14 258 17 471 17 471 34 942
K B Dadiseth 5 360 3 172 8 532 17 679 12 499 30 178
A R van Heemstra 7 429 7 429 14 858 14 174 14 174 28 348
R H P Markham 48 319 9 803 58 122 57 689 19 173 76 862
C B Strauss 16 475 16 475 32 950 (b) 30 014 30 014 60 028 (b)
Hindustan Lever Limited (ordinary shares)
KBDadiseth 107 490 107 490
Margarine Union (1930) Limited (shares)
N W A FitzGerald 400 (a) 400 (a)
(a) Held jointly as a trustee of the Leverhulme Trust and the Leverhulme Trade Charities Trust with no beneficial interest. The holding of
156 815 034 PLC ordinary shares represents 5.39% of the ordinary issued share capital of PLC.
(b) Partially held as American Depositary Receipts (ADRs).
(c) Matching shares were conditionally awarded as part of the annual performance bonus plan (see page 50).
The directors, in common with other employees of PLC and its United Kingdom subsidiaries, had beneficial interests in
41 531 145 PLC ordinary shares at 1 January 2002 and 43 176 360 PLC ordinary shares at 31 December 2002, acquired
by the Unilever Employee Share Trusts for the purpose of satisfying options under the PLC Executive Option Plans and
the UK Employee Sharesave Plan. Further information, including details of the NV and PLC ordinary shares acquired
by certain group companies in connection with other share option plans, is given in note 29 on page 111.
The voting rights of the directors who hold interests in the share capitals of NV and PLC are the same as for other
holders of the class of shares indicated. Except as stated above, none of the directors’ or other executive officers’
shareholdings amounts to more than 0.01% of the issued shares in that class of share. Except as stated above, all
shareholdings are beneficial.
The only changes in the interests of the directors and their families in NV and PLC ordinary shares between
31 December 2002 and 28 February 2003 were that:
(i) the holding of the Unilever Employee Trusts has reduced to 42 945 620 PLC shares.
(ii) N W A FitzGerald acquired 36 PLC shares through a reinvestment of dividends.
(iii) C B Strauss gifted 100 NV shares.
Report of the Directors