Unilever Annual Report & Accounts and Form 20-F 2000
Unilever Annual Report & Accounts and Form 20-F 2000
Unilever Annual Report & Accounts and Form 20-F 2000
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42<br />
<strong>Unilever</strong> <strong>Annual</strong> <strong>Report</strong> & <strong>Accounts</strong> <strong>and</strong> <strong>Form</strong> <strong>20</strong>-F <strong>20</strong>00 <strong>Report</strong> of the Directors<br />
Remuneration report<br />
Participants are further incentivised by the grant of<br />
‘premium options’. These are options granted to reward<br />
commitment <strong>and</strong> good performance over a five year period.<br />
The first premium options will be granted in <strong>20</strong>02 in respect<br />
of initial grants of options made in 1997. To qualify for the<br />
grant of a premium option the Group must have performed<br />
well over the preceding five years <strong>and</strong> each individual must<br />
not have realised free cash from the exercise of options<br />
granted in the previous five years <strong>and</strong> must have received on<br />
average at least 100% of his normal allocation over the<br />
preceding five years. Premium options will be granted over<br />
<strong>20</strong>% of the number of shares subject to the individual’s<br />
initial grant of options under the scheme. Amongst the<br />
changes planned for implementation in <strong>20</strong>01, it is proposed<br />
that no grants of premium options will be made in respect<br />
of initial grants of options made after <strong>20</strong>00 <strong>and</strong> this<br />
incentive will be withdrawn.<br />
Under the terms of options to acquire ordinary shares under<br />
the NV Executive Option Plan, some individuals may be or<br />
have been granted the right to elect to receive the<br />
Options to purchase securities from NV, PLC or their subsidiaries<br />
equivalent cash value instead of receiving shares on the<br />
exercise of their options. This right is rescindable by the<br />
company (NV or a wholly owned subsidiary of NV) which<br />
granted such options, while they remain unexercised. It is<br />
the general intention of the company that this right will<br />
remain extended where it may be unduly disadvantageous<br />
to an individual not to have such a right.<br />
Under the terms of the PLC <strong>Unilever</strong> 1985 Unapproved<br />
Executive Share Option Scheme (formerly the <strong>Unilever</strong> PLC<br />
Expatriate Share Option Scheme), PLC has the right to<br />
substitute the equivalent cash value for any individual’s right<br />
to acquire shares on the exercise of their options. It is not<br />
PLC’s intention to exercise this right except in circumstances<br />
where it may be unduly disadvantageous to an individual<br />
were it not to do so.<br />
<strong>Unilever</strong> meets the obligations under its option plans by<br />
transferring previously purchased shares to directors <strong>and</strong><br />
employees as the options are exercised.<br />
Options held by directors <strong>and</strong> employees to acquire ordinary shares of NV <strong>and</strong> PLC at 31 December <strong>20</strong>00 are shown in note<br />
21 on page 65.<br />
Options over the following number of shares were granted, exercised, forfeited or expired between 31 December <strong>20</strong>00 <strong>and</strong><br />
28 February <strong>20</strong>01.<br />
Granted Exercised, forfeited or expired<br />
Shares of 1.4p Shares of Fl. 1.12 Shares of 1.4p Shares of Fl. 1.12<br />
UK Employee Sharesave Plan - - 508 190 -<br />
PLC Executive Option Plans - - 144 106 5 755<br />
NV Executive Option Plan - - 60 400 15 468<br />
Netherl<strong>and</strong>s Employee Option Plan - - - 22 000<br />
German Employee Option Plan - - - 8 655<br />
French Employee Option Plan - - - 11 400<br />
Restricted Share Plan - - - -<br />
Granted Exercised, forfeited or expired<br />
Shares of 1.4p Shares of 1.4p<br />
in the form of in the form of<br />
American Shares of Fl. 1.12 American Shares of Fl. 1.12<br />
Depositary of the New York Depositary of the New York<br />
Receipts Registry Receipts Registry<br />
NA Executive Option Plan - - - 5 800<br />
NA Employee Purchase Plan - - - 30 764<br />
As at 28 February <strong>20</strong>01 the directors <strong>and</strong> officers as a group held options to purchase the following ordinary shares:<br />
3 641 503 shares of 1.4p<br />
464 589 shares of Fl. 1.12<br />
454 828 shares of 1.4p (held as 113 707 ADR’s)<br />
215 915 shares of Fl. 1.12 of the New York Registry