Foreign Filer Report • Jul 1, 2010
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FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of
May, 2010
UNILEVER PLC
(Translation of registrant's name into English)
UNILEVER HOUSE, BLACKFRIARS, LONDON, ENGLAND
(Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F..X.. Form 40-F..... Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):_ Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ..... No .X.. If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ____
Exhibit 99 attached hereto is incorporated herein by reference.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| UNILEVER PLC |
|---|
| /S/ S G WILLIAMS By S G WILLIAMS SECRETARY |
Date:
1 June, 2010
EXHIBIT INDEX -------------
| EXHIBIT NUMBER | EXHIBIT DESCRIPTION |
|---|---|
| 99 | Notice to London Stock Exchange dated 1 June, 2010 |
Exhibit 99
This Report on Form 6-K contains the following:
Exhibit 1: Stock Exchange Announcement dated 6 May 2010 entitled 'Publication of Prospectus'
Exhibit 2: Stock Exchange announcement dated 10 May 2010 entitled 'N.V. Preference Shares'
Exhibit 3: Stock Exchange announcement dated 12 May 2010 entitled 'Result of AGM'
Exhibit 4: Stock Exchange announcement dated 14 May 2010 entitled 'Director Declaration'
Exhibit 5: Stock Exchange announcement dated 26 May 2010 entitled 'Director/PDMR Shareholding'
Exhibit 1:
Publication of Prospectus
The following prospectus has been approved by the UK Listing Authority and is available for viewing:
Information Memorandum dated 6th May 2010 relating to a
U.S.$15,000,000,000 Debt Issuance Programme with Unilever N.V., Unilever
PLC and Unilever Japan Holdings K.K. as issuers.
To view the full document, please paste the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/4944L_-2010-5-6.pdf
For further information, please contact:
Unilever PLC
Unilever House
100 Victoria Embankment
Blackfriars
London EC4Y 0DY
DISCLAIMER - INTENDED ADDRESSEES
Please note that the information contained in the Prospectus may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Prospectus) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Prospectus is not addressed. Prior to relying on the information contained in the Prospectus you must ascertain from the Prospectus whether or not you are part of the intended addressees of the information contained therein.
The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or any relevant securities laws of any state of the United States and are subject to U.S. tax law requirements. Subject to certain exceptions, the Notes may not be offered, sold or delivered in the United States or to or for the account or benefit of U.S. persons, as such terms are defined in Regulation S under the Securities Act.
Your right to access this service is conditional upon complying with the above requirement.
Exhibit 2:
POSITION OF MAJOR HOLDERS OF PREFERENCE SHARES ON PROPOSAL TO CANCEL AND BUY BACK EXISTING PREFERENCE SHARES
London, 10 May 2010. - On 29 March 2010, Unilever N.V. announced a proposal to its general meeting of shareholders to improve and simplify its corporate governance and capital structure. Unilever N.V. proposes to cancel the 4% Unilever N.V. cumulative preference shares and to seek authorisation to buy back its 6% en 7% Unilever N.V. cumulative preference shares. Unilever believes these actions will reduce the disproportionate voting rights in relation to the economic value.
Unilever N.V. now announces that it has been notified by the three major holders of these preference shares that they will vote against these proposals in tomorrow's Unilever N.V. general meeting of shareholders. They also do not intend to tender their preference shares in the proposed offer.
The position of these holders does not change Unilever N.V.'s proposals and given the anticipated wide support of other shareholders, Unilever N.V. is optimistic that the proposals will be approved by the general meeting of shareholders as a whole (although, as before, of course no certainty can be provided on matters within the remit of the Unilever shareholders).
Exhibit 3:
UNILEVER PLC
ANNUAL GENERAL MEETING
ALL RESOLUTIONS APPROVED
Unilever PLC shareholders today approved all resolutions put to the 2010 Annual General Meeting in London. Voting was by poll on each resolution and the results are set out below.
BOARD APPOINTMENTS
The following continuing directors stood for election and were duly re-elected by the shareholders of Unilever PLC: Paul Polman, Louise Fresco, Ann Fudge, Charles Golden, Byron Grote, Hixonia Nyasulu, Kees Storm, Michael Treschow, Jeroen van der Veer and Paul Walsh.
Jean-Marc Hu ë t and The Rt Hon Sir Malcolm Rifkind MP were proposed for election for the first time and were duly elected by the shareholders of Unilever PLC.
The Rt Hon The Lord Brittan of Spennithorne QC, DL, Wim Dik and Narayana Murthy retired as Non-Executive Directors at the close of the Annual General Meeting.
POLL RESULTS - ANNUAL GENERAL MEETING 12 MAY 2010
| RESOLUTION | NUMBER OF VOTES FOR* | NUMBER OF VOTES AGAINST | NUMBER OF VOTES VALIDLY CAST | % OF SHARE CAPITAL VALIDLY CAST VOTED FOR AND AGAINST | NUMBER OF VOTES WITHHELD |
|---|---|---|---|---|---|
| 1. To receive the Report and Accounts for the year ended 31 December 2009 | 830,601,163 | 9,504,462 | 840,105,625.00 | 64.12% | 2,329,344 |
| 2. To approve the Directors' Remuneration Report for the year ended 31 December 2009 | 738,879,591 | 77,436,588 | 816,316,179.00 | 62.31% | 26,131,240 |
| 3. To re-elect Mr P G J M Polman as a Director | 840,261,696 | 1,095,430 | 841,357,126.00 | 64.22% | 1,090,599 |
| 4. To elect Mr R J-M S Huët as a Director | 839,597,684 | 1,731,094 | 841,328,778.00 | 64.22% | 1,118,387 |
| 5. To re-elect Professor L O Fresco as a Director | 840,047,205 | 1,266,058 | 841,313,263.00 | 64.21% | 1,137,819 |
| 6. To re-elect Ms A M Fudge as a Director | 839,654,143 | 1,648,294 | 841,302,437.00 | 64.21% | 1,132,406 |
| 7. To re-elect Mr C E Golden as a Director | 839,248,507 | 2,067,063 | 841,315,570.00 | 64.21% | 1,126,855 |
| 8. To re-elect Dr B Grote as a Director | 840,259,583 | 1,043,670 | 841,303,253.00 | 64.21% | 1,130,019 |
| 9. To re-elect Ms H Nyasulu as a Director | 837,173,864 | 4,144,733 | 841,318,597.00 | 64.22% | 1,128,543 |
| 10. To re-elect Mr K J Storm as a Director | 815,764,724 | 12,676,772 | 828,441,496.00 | 63.23% | 13,998,856 |
| 11. To re-elect Mr M Treschow as a Director | 834,645,050 | 6,668,685 | 841,313,735.00 | 64.21% | 1,135,181 |
| 12. To re-elect Mr J van der Veer as a Director | 825,052,545 | 7,909,418 | 832,961,963.00 | 63.58% | 9,487,676 |
| 13. To re-elect Mr P Walsh as a Director | 832,138,937 | 4,371,348 | 836,510,285.00 | 63.85% | 5,919,546 |
| 14. To elect The Rt Hon Sir Malcolm Rifkind MP as a Director | 839,601,610 | 1,614,044 | 841,215,654.00 | 64.21% | 1,232,325 |
| 15. To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company | 837,053,641 | 1,069,865 | 838,123,506.00 | 63.97% | 4,299,334 |
| 16. To authorise the Directors to fix the remuneration of the Auditors | 840,787,767 | 414,494 | 841,202,261.00 | 64.21% | 1,221,780 |
| 17. To renew the authority to Directors to issue shares | 826,721,580 | 14,552,832 | 841,274,412.00 | 64.21% | 1,171,394 |
| 18. To renew the authority to Directors to disapply pre-emption rights | 837,846,490 | 1,885,136 | 839,731,626.00 | 64.09% | 2,699,519 |
| 19. To renew the authority to the Company to purchase its own shares | 837,803,011 | 3,584,417 | 841,387,428.00 | 64.22% | 1,038,296 |
| 20. To authorise Political Donations and Expenditure | 814,886,558 | 23,188,961 | 838,075,519.00 | 63.97% | 4,276,972 |
| 21. To shorten the Notice period for General Meetings | 800,571,695 | 40,407,885 | 840,979,580.00 | 64.19% | 1,438,090 |
| 22. To approve the Management Co-Investment Plan | 813,589,495 | 20,795,624 | 834,385,119.00 | 63.69% | 8,034,293 |
| 23. To adopt new Articles of Association of the Company | 837,291,879 | 3,448,374 | 840,740,253.00 | 64.17% | 1,683,729 |
NOTES:
The 'For' vote includes votes given at the Chairman's discretion and details of proxy votes cast are referred to in the table above.
The total number of Unilever PLC shares with voting rights in issue at 11.00am on Wednesday 12 May 2010 was 1,283,459,367. 26,696,994 shares are held in treasury and do not have voting rights attached).
A 'Vote withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'for' and 'against' a resolution.
In accordance with Listing Rule 9.6.1R, two copies of Unilever PLC's newly adopted Articles of Association (Resolution 23) will be available for inspection at the UKLA's Document Viewing Facility, which is situated at Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS.
Further, in accordance with Listing Rule 9.6.2 copies of all the resolutions passed, other than ordinary business, will be submitted to the UK Listing Authority ("UKLA") and will be available for inspection at the UKLA's Document Viewing Facility, which is situated at Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS. A copy of the resolutions can also be found in the Chairman's Letter and Notice of Meeting which is available on our website:
www.unilever.com/AGM
12 May 2010
Exhibit 4:
Unilever PLC Director Declaration
In accordance with Listing Rule 9.6.13 the following information is confirmed in respect of the appointments of the following two Directors to the Board of Unilever PLC on 12 May 2010:
Mr Jean-Marc Huët (Executive Director)
In accordance with paragraph 9.6.13(1): Current Directorships: None Directorships within previous 5 years: Bristol-Meyers Squibb Company In accordance with paragraphs 9.6.13(2)-(6) there are no details requiring disclosure.
The Rt Hon Sir Malcolm Rifkind MP (Non-Executive Director)
In accordance with paragraph 9.6.13(1): Current Directorships: Aberdeen Asset Management plc Directorships within previous 5 years: None In accordance with paragraphs 9.6.13(2)-(6) there are no details requiring disclosure.
14 May 2010
Exhibit 5:
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS
Unilever PLC was notified on 25 May 2010 that on 22 May 2010 the following awards granted to PDMRs in March 2007 have vested pursuant to the Unilever Global Share Incentive Plan:
Unilever Global Share Incentive Plan
Mr D A Baillie (PDMR) -
shares vested at 186% and received 11,382 Unilever PLC Ordinary shares of 3 1/9p each after 9,674 were sold to meet tax liabilities at a price of 1840p per share.
Mr M S Banga (PDMR) -
shares vested at 178% and received 14,827 Unilever PLC Ordinary shares of 3 1/9p each after 15,433 were sold to meet tax liabilities at a price of 1840p per share.
Mr D Lewis (PDMR) -
shares vested at 186% and received 6,055 Unilever PLC Ordinary shares of 3 1/9p each after 6,305 were sold to meet tax liabilities at a price of 1840p per share.
Mr H Manwani (PDMR)
-
shares vested at 178% and received 26,881 Unilever PLC Ordinary shares of 3 1/9p each after 5,667 were sold to meet tax liabilities at a price of 1840p per share.
Mr K C F Weed (PDMR) -
shares vested at 186% and received 8,868 Unilever PLC Ordinary shares of 3 1/9p each after 9,231 were sold to meet tax liabilities at a price of 1840p per share.
The above transactions were carried out in the UK.
Mr A J Ogg (PDMR) -
shares vested at 178% and received 12,137 Unilever PLC American Depositary Receipts (PLC ADRs) each representing 1 Ordinary 3 1/9 pence share after 10,487 were withheld to meet tax liabilities at a price of US$26.45 per share.
Mr M B Polk (PDMR)
-
shares vested at 178% and received 15,389 Unilever PLC American Depositary Receipts (PLC ADRs) each representing 1 Ordinary 3 1/9 pence share after 13,296 were withheld to meet tax liabilities at a price of US$26.45 per share.
The above transactions were carried out in the USA.
Mr K C F Weed became a PDMR on 1 April 2010. His beneficial shareholding following the above transactions is as follows:
| Mr K C F Weed | 500 |
|---|---|
| Mrs C Weed | 86 |
| Van Lanschot | 18,183 |
| MorganStanleySmithBarney | 8,868 |
| Total | 27,637 |
Mr D Lewis became a PDMR on 1 May 2010. His beneficial shareholding following the above transactions is as follows:
| Mr D Lewis | 1,490 |
|---|---|
| Van Lanschot | 13,360 |
| MorganStanleySmithBarney | 6,055 |
| Total | 20,905 |
This announcement is made following notifications under Disclosure and Transparency rule 3.1.4(R)(1)(a).
Name of contact and telephone number for queries:
HOLLY SCOTT - +44(0)207 822 5927
Name of authorised official of issuer responsible for making notification:
STEVE WILLIAMS - GROUP SECRETARY
26 May 2010
Safe Harbour
This announcement 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 'expects', 'anticipates', 'intends', 'believes' 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 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, including, among others, competitive pricing and activities, economic slowdown, industry consolidation, access to credit markets, recruitment levels, reputational risks, commodity prices, continued availability of raw materials, prioritisation of projects, consumption levels, costs, the ability to maintain and manage key customer relationships and supply chain sources, consumer demands, currency values, interest rates, the ability to integrate acquisitions and complete planned divestitures, the ability to complete planned restructuring activities, physical risks, environmental risks, the ability to manage regulatory, tax and legal matters and resolve pending matters within current estimates, legislative, fiscal and regulatory developments, political, economic and social conditions in the geographic markets where the Group operates and new or changed priorities of the Boards. 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 the 20-F Report and the Annual Report and Accounts 2009. 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.
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