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In this report
Strategic Report

About Unilever
2 Unilever at a glance
4 Our strategy & Growth Action Plan

Review of the Year

6 Chair’s statement
8 Chief Executive Officer’s statement
10 Unilever Group Financial Review
14 Business Group Review
34 Our People & Culture
38 Planet & Society

Our Performance
56 Financial performance
65 Non-financial performance

Our Principal Risks

70 Risk management approach
71 Principal risks
79 Viability statement

Governance Report

82 Chair’s Governance statement

84 Board of Directors
86 Unilever Leadership Executive (ULE)
88 Corporate Governance overview
102 Report of the Nominating and Corporate
Governance Committee
107 Report of the Audit Committee
112 Report of the Corporate Responsibility Committee
116 Directors’ Remuneration Report

Financial Statements

156 Statement of Directors’ responsibilities

157 KPMG LLP’s Independent Auditor’s Report
173 Consolidated Financial Statements Unilever Group
177 Notes to the Consolidated Financial Statements
227 Company Accounts Unilever PLC
230 Notes to the Company Accounts Unilever PLC
234 Group Companies
245 Shareholder information – Financial calendar
246 Additional Information for US Listing Purposes

Online

You can find more information about Unilever online at

www.unilever.com
The Unilever Annual Report and Accounts 2023 (and the
Additional Information for US Listing Purposes) along with other
relevant documents can be downloaded at
www.unilever.com/investors/annual-report-and-accounts
References to information on websites in this document are
included as an aid to their location and such information is not
incorporated in, and does not form part of this document. Any
website URL is included as text only and is not an active link.
Realising our full potential
Unilever is a company with many strengths. We have
a portfolio of iconic global and local brands serving
consumers in almost every part of the world. Our
talent base is engaged and diverse. And we have
industry-leading capabilities in science, innovation
and sustainability.

Our category-focused organisation is fully operational,

with our five Business Groups organised to accelerate
our growth, supported by a digital and technology-
enabled Business Operations team.

Nevertheless, our business performance in recent

years has not matched our full potential, and so we
have set out a Growth Action Plan to close that gap.

Our action plan outlines the steps we will take to

deliver faster growth, drive productivity and simplicity,
and dial up our performance culture. We are stepping
up our execution across each area, with relentless
focus: fewer things, done better, with greater impact.

This Annual Report and Accounts sets out the work

we have already started and our priorities for the
year ahead.
 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

About Unilever

Unilever at a glance
We are a global consumer goods business with strong
fundamentals and differentiated capabilities.

Category-focused organisation to accelerate growth

Beauty & Wellbeing Personal Care Home Care Nutrition Ice Cream

€12.5bn €13.8bn €12.2bn €13.2bn €7.9bn

Turnover Turnover Turnover Turnover Turnover

Powered by strong fundamentals and capabilities

Global footprint & reach
We are a global consumer goods business, with a portfolio serving
consumers in almost every part of the world.

Worldwide Strong distributive Emerging market

geographic reach trade footprint strength

190 4.4m 58%

countries where our retail stores served by of Group turnover in
products are sold distributors in top 10 emerging markets
emerging markets

Iconic global & local brands

We have about 400 brands meeting consumers’ daily needs,
from household staples to premium indulgence.

High household 30 Power Brands Marketing

penetration powerhouse

3.4bn ~75% €8.6bn

people use our turnover from our Power spend on brand and
products every day Brands marketing investment

Engaged & diverse talent base

Our people work in factories, offices, distribution warehouses,
R&D centres and customer-facing roles across 100+ countries.

Global talent Highly engaged Gender diverse

128,000 84% 55%

people employed by engagement score in of our managers
Unilever UniVoice employee survey are women

2 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

About Unilever

Digital & technology-enabled operations

Our Business Operations organisation is making our end-to-end
value chain more efficient and agile.

Global supply chain Future-fit Digitally connected

manufacturing logistics

57,000 280+ 23m

suppliers in around factories operated customer orders
150 countries by Unilever serviced

Differentiated science & technology

Our 5,000+ R&D team are working to create innovations to help
drive unmissable superiority.

Investment in R&D Leading science Innovating for

growth

€949m 20,000+ €1.8bn

spend on R&D patents protecting incremental turnover
our discoveries and from innovation
breakthrough innovations

Deep sustainability expertise

We have been pioneers in sustainable business for over
a decade, building resilience and creating strong foundations
for responsible growth.
Recognised Climate Livelihoods
industry leader

AAA- -74% 1.9m

2023 rating in CDP reduction in GHG SMEs use our digital
Forests, Water and emissions in our platforms to help grow
Climate operations since 2015 their businesses

Creating value for our stakeholders

Our business model leverages our organisational structure, deep operational

know-how and industry-leading expertise to create value.

Shareholders Our People Consumers Customers Suppliers & Planet &

Business Society
Partners
All numbers above for 2023 reporting period

Unilever Annual Report and Accounts 2023 3

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

About Unilever

Our strategy & Growth Action Plan

We are stepping up our execution to deliver improved
performance – focusing on faster growth, productivity
and simplicity, and performance culture.

Our purpose
Making sustainable living commonplace

Our financial ambition

(a)
Consistent and competitive growth driving top third Total Shareholder Return

Where to play
Build a consistently high growth portfolio

Win with our brands, powered by unmissable superiority

(b)
Accelerate growth in key markets and categories

Lead in key channels

How to win

Our Growth Action Plan

Strong fundamentals and a

focused action plan to unlock
potential and deliver consistent
value creation:

■ Faster growth: driving

unmissable brand superiority,
innovation and investment
behind our 30 Power Brands.

■ Productivity & simplicity: building

back gross margin and leveraging
the full benefits of our organisation.

■ Performance culture: dialling

up our performance edge and
rewarding out-performance.

(a) See pages 116 to 153 for details on TSR.

(b) Key markets and categories determined by the
growth potential in each of our Business Groups.

4 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

About Unilever

Faster growth

1 Focus first on 30 Power Brands

■ Ensure consistent in-market execution and brand support for Power Brands.
■ Apply same focused blueprint to other brands in the future.

2 Drive unmissable brand superiority

■ Address all elements of consumer 4 Increase brand investment and returns
■ Focus incremental investment on bigger
preference. multi-channel platforms, including digital.
■ Measure six superiority attributes: product, ■ Ensure increased effectiveness of investment.
proposition, packaging, place, promotion,
pricing.

3 Scale multi-year innovation

■ Prioritise scalable innovations that drive
5 Selectively optimise portfolio
■ Continued portfolio optimisation.
category growth and market development. ■ No transformational acquisitions in the
■ Leverage our strong science and foreseeable future.
technology platforms.
See Business Group Review pages 14-33

Productivity & simplicity

6 Build back
gross margin 7 Focus
goals
sustainability
8 Drive benefits of the
category-focused
■ Shift focus from gross savings ■ Four key priorities: climate, organisation
to net productivity. nature, plastics and ■ Further simplify operating
■ Step up capital expenditure livelihoods. model.
and apply disciplined approach ■ Focus on short-term ■ Strengthen frontline customer
to restructuring. roadmaps. development roles.
See Group Financial Review pages 10-13 See Planet & Society pages 38-55 See Our People & Culture pages 34-37

Performance culture

9 Renewed team
■ Dial up performance edge. 10 Drive and reward out-performance
■ Set simpler, more visible in-year targets.
■ Drive fewer, clearer priorities with more ■ Clearly link new reward framework to
single-point accountability. value creation.

See Governance Report pages 88-101 See Directors' Remuneration Report pages 116-153

Unilever Annual Report and Accounts 2023 5

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Chair’s statement

" I believe we
have the resource
and expertise
needed to get our
brands growing
consistently and
competitively
again.
Ian Meakins
"
Chair

It is an honour to be writing to you for the first time as Chair up 60bps on the prior year, to 16.7%, driven by improvements
of Unilever PLC. Unilever is a great company with a long and in gross margin. However, overheads were up by 10bps –
distinguished history. There are many strengths on which highlighting the opportunity to drive further productivity.
we can build for the future: great brands, well positioned in Operating margin was down 150bps due to the one-off gain
fast-growing markets; a geographic footprint that reaches on disposal of the global tea business in 2022.
across the developed and emerging world; and a talented
Underlying earnings per share (EPS) was up only 1.4% because
and committed workforce. With these strengths, I believe
of a negative currency impact of 9.6%, driven by our exposure
we can deliver attractive levels of growth over both the short
to emerging markets. The lack of EPS growth is the primary
and the long term to meet the needs of all our stakeholders.
reason why our share price has been flat over recent years.
Unfortunately, results going back several years have not met
Cash flow performance was strong. We returned €5.9 billion to
our and the markets' expectations. We have underperformed
shareholders in 2023 through dividends and share buybacks,
relative to a number of our principal competitors. We see
having completed the final two €750 million tranches of our
this reflected in the share price, with Unilever shares down
€3 billion buyback programme during the year. We have
compared to five years ago, having performed unfavourably
announced a further buyback programme of €1.5 billion for 2024.
against both the FTSE100 and our peer group average.
While there were positive and encouraging aspects to the
Group’s financial results in 2023, as covered in this report, Growth Action Plan
our performance overall was variable. In some areas we are Organic growth of our brands is the number one priority and
doing reasonably well, such as Beauty & Wellbeing in the US our CEO, Hein Schumacher – who took over on 1 July 2023 –
and Home Care in Latin America. Our global Deodorants and has wasted no time in putting into effect a concrete action
Food Solutions businesses also both did well last year. But Ice plan to accelerate growth, drive productivity and simplicity,
Cream performed poorly, while Home Care European volumes and sharpen Unilever’s performance edge.
declined double-digit. Nutrition also saw volumes in Europe
decline in the face of rising costs and increased competition. The plan will drive action by focusing on fewer, bigger priorities
I do believe we have the resource and expertise needed to and by applying a more rigorous approach to execution and
get our brands growing consistently and competitively. delivery. For example, our Power Brands will be prioritised for
Demonstrating this ability will be a key priority for all of investment, particularly when it comes to delivering large-scale,
us in 2024 and beyond. differentiated, science-backed innovations. The unmissable
brand superiority process will also be rolled out rapidly to
ensure we have the right diagnosis and action plans to deliver
Results brand growth and share gains. We will continue to increase
brand investment, funded by cost savings and productivity
The Group delivered underlying sales growth in 2023 of
gains. Changes to the organisation will give greater clarity in
7%. This was driven mainly by price growth in response to
driving P&L accountability into the five Business Groups. Better
continuing high levels of inflation, although the year did
management of costs, including a switch to measuring net
see a welcome return to volume growth as prices began to
productivity – rather than gross savings – will help to fund
moderate. Turnover growth was down (0.8)% due to adverse
the investments needed to accelerate growth while ensuring
currency and net disposals. Underlying operating margin was
we also meet our objective of margin expansion.

6 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

While organic growth is the number one priority, the Board I would like to thank the Board members for their work in 2023.
will continue to evaluate opportunities to improve Unilever’s A special thank you to those colleagues who will be stepping
portfolio to deliver faster growth, as we have done most down from the Board at the 2024 AGM: Nils Andersen as our
recently, for example, with the agreement to acquire the fast- former Chair, Judith Hartmann, Youngme Moon and Strive
growing K18 prestige hair care brand in the US and with the Masiyiwa. Thanks also to Feike Sijbesma, who stepped down in
planned disposal of the non-strategic Elida Beauty personal October 2023. Finally, thank you to our two Executive Directors
care brands. Until we have delivered faster organic growth, who stood down in 2023: Alan Jope as CEO, on 30 June, and
we do not think we should be considering large-scale Graeme Pitkethly as Chief Financial Officer, on 31 December.
acquisitions. We know that accelerated growth through
The Board is delighted to be working with the new Executive
the disciplined implementation of the Growth Action Plan
team that Hein has put together, and especially our new CFO,
is by far the best route to value creation.
Fernando Fernandez, who was appointed after an extensive
internal and external search. From 1 March 2024, we are also
very pleased to welcome Judith McKenna to the Board. Judith
Climate Transition Action Plan
brings a wealth of experience, most recently as President and
We will continue to work hard to become a more sustainable CEO of Walmart International.
business having made progress again in 2023. We go into
2024 with a sharpened focus around four major platforms that
most support our sustainability agenda and our commercial Looking ahead
objectives – climate, nature, plastics and livelihoods. Our plans
The Board and management of the company are all totally
are now fully integrated into the Business Group strategies,
committed to deliver a significant step-up in Unilever’s long-
which we believe will enable us to make progress on
term performance, starting in 2024. We have the necessary
sustainability while also delivering better performance.
talent and resources and by focusing hard on driving growth,
Climate change represents one of the biggest threats to the I am confident we can achieve the step-up required.
global economy and in March 2024 we published our updated
I am delighted and honoured to be taking up this role and
Climate Transition Action Plan (CTAP), in advance of an
excited about the possibilities ahead. Unilever is a business
advisory shareholder vote at our Annual General Meeting in
with great assets, not least our talented and dedicated
May 2024. While there was overwhelming support for our first
workforce. I want to thank each and every one of them for
CTAP at our AGM in 2021, we take nothing for granted and
their considerable efforts in 2023. I look forward to meeting
know that the updated CTAP will need to measure up to the
more of our Unilever team and working alongside them
higher levels of accelerated delivery now demanded.
in 2024.

Board and Governance

Responsibility for transforming Unilever’s performance will
be driven by Hein Schumacher and his Executive team. The
Board’s role will be to provide appropriate support and Ian Meakins
challenge to Hein and his team. Ensuring we have a high- Chair
calibre Board that approaches this task with energy and
conviction will be a key priority for me in 2024 and beyond.
Good governance is vital for all businesses. At times of
geopolitical and economic instability like this, it plays a
particularly important role in building and retaining trust
among a diverse base of stakeholders. Unilever operates
to a high level of governance and the Board will maintain
this approach going forward.
Following widespread consultation, we will bring forward
a revised Remuneration Policy for shareholders to consider
at the 2024 AGM. The proposals address the constructive
feedback we have received, and will form an important part of
the measures being taken to sharpen Unilever’s performance.

Unilever Annual Report and Accounts 2023 7

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Chief Executive Officer’s statement

" The Growth Action

Plan is highly
operational,
reflecting the
need to step up
the quality and
the consistency of
our execution.
Hein Schumacher
"
Chief Executive Officer

I began my career at Unilever and it is great to be back thirty re-affirming the financial health of the business. Cash flow
years later as CEO. I have returned to a company possessing from operating activities increased by €1.5 billion compared
many of the qualities needed to win in today’s consumer to the prior year.
goods environment: great brands, leading market positions
The quality of growth varied across the Business Groups.
and talented people.
Taken across the Group, growth was not competitive. We lost
Today, Unilever is also one of the world’s most global fast- market share and finished the year with the percentage of
moving consumer goods businesses, with nearly 60% of the business winning share – an imperfect but nevertheless
turnover in 2023 coming from emerging markets. That important measure of competitiveness – at only 37% (see
is a huge strength in such a highly competitive global page 12). We know this is not good enough and we are moving
environment. A sharpening of the portfolio over recent quickly to address it.
years and an overhaul of the company’s organisational
To that end, we set out a comprehensive and detailed
structure have underpinned these strengths further.
action plan in October to accelerate Unilever’s growth
This is key because there is an urgent need now to transform and strengthen our competitive position (see pages 4-5).
performance in line with Unilever’s potential. After a lengthy
period in which the share price has underperformed, it is
important that we move fast to rebuild investor confidence. Growth Action Plan
That means delivering higher quality, competitive, top- and The plan is highly operational, reflecting the need to step up
bottom-line growth, year in, year out. Work to achieve this is both the quality and the consistency of our execution. It is
well underway with early signs of progress apparent in the divided into three elements but is underpinned by one simple
results delivered for 2023. premise: the need to do fewer things, better, with greater
impact. This idea of greater focus permeates everything we
are doing and will remain our lodestar in the months and years
Results and performance 2023 ahead. It applies first and foremost to our most important
Underlying sales growth of 7% was broad-based, across each objective – faster growth.
of the five Business Groups, with two – Beauty & Wellbeing and
Personal Care – also delivering good volume growth. Managing Faster growth
the balance of price and volume growth in a period of more
normalised inflation will be a key priority for the year ahead. Our top 30 Power Brands represent our biggest opportunity.
Turnover was €59.6 billion, down (0.8)% versus the prior year, They account for around three-quarters of turnover and
including (5.7)% adverse foreign exchange translation and delivered underlying sales growth of 8.6% in 2023. We are
(1.7)% from disposals net of acquisitions. therefore devoting more of our energy and resource to these
proven drivers of growth.
On the bottom line, underlying operating margin was up
60bps, driven by an improvement of 200bps in gross margin, We are not only prioritising these brands for investment –
with 330bps coming in the second half of the year. This whether in marketing support, R&D or in the building of digital
enabled us to step up much needed investment behind capabilities and platforms – but also in ensuring they appeal
our brands, by €0.7 billion in 2023. Free cash flow delivery to consumers across multiple dimensions, making them what
was strong, at €7.1 billion, with 111% cash conversion, we are calling ‘unmissably superior’. The initial focus on these

8 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

30 brands is to ensure our plans are executed brilliantly. We Fernando is one of a number of changes to the executive
will then drive the plans across the wider portfolio. team. We have assembled a top team eminently capable
of unlocking Unilever’s potential through a combination of
Under the Growth Action Plan, we will also scale our
promoting exceptionally capable internal candidates, by
innovations more systematically and over longer time
matching experience closely to requirements, as with Peter ter
horizons, leveraging Unilever’s strengths in science and
Kulve’s appointment as President Ice Cream, and by bringing
technology more effectively. This will help to fuel the growth
in world leading talent from outside – such as the announced
of our brands, not least by ensuring we develop and expand
appointments of Heiko Schipper as President Nutrition and
the categories in which they compete.
Mairead Nayager as Chief People Officer. See page 87 for more
We have world-leading brands, which we are convinced – on ULE appointments.
with the right focus and attention – can drive accelerated levels
Leadership changes are a necessary condition for achieving
of growth. Hence, we see no need to pursue transformational
the step-up in performance we need, but are not enough by
acquisitions at this stage. However, we will continue to take
themselves. A key task for the new executive team will be to
opportunities wherever we can to optimise the portfolio.
oversee a dialling-up of Unilever’s performance edge. We will
We did this last year with the acquisition of the premium ice
do this by making some important shifts in the way we think
cream brand, Yasso, and with the agreement to acquire the
about, approach and reward performance. Going forward,
prestige hair care brand, K18 (completed in February 2024).
the emphasis will be on a series of actions designed to achieve
We sharpened the portfolio further in 2023 with the disposal of
a stronger link between performance and reward. Our work
Suave in North America and Dollar Shave Club, and we expect
here will also be shaped and guided by a streamlined set of
to complete the sale of the Elida Beauty brands by the middle
leadership behaviours. Again, fewer things, done better,
of 2024.
with greater impact.

Productivity and simplicity

Stronger growth will be enabled through a combination of Outlook
higher productivity and reduced complexity – the second It is likely the world economy will remain in a state of flux
pillar of our action plan. over the year ahead. The increased volatility brought about
We are making a number of interventions here, first by by geopolitical tensions and the effects of climate change
restoring gross margin to pre-pandemic levels. This is being will continue to bear down on global growth. Consumers across
done through tighter cost control, including shifting focus the world will continue to feel the effects of multi-year inflation,
from gross savings to net productivity, thereby enabling us although we see inflation easing to more normalised and
to determine more accurately the true level – and impact – historic levels in most of our markets. Some of our emerging
of costs on profitability. We made progress towards this market geographies were hit last year by significant currency
objective last year with gross margin rising to 42.2%, but have devaluations. We expect to see a slow recovery there in 2024.
a lot more to do to meet our ambitions and return to more In Europe, growth will remain subdued, although we remain
competitive levels. positive in our outlook for this important Unilever market.

By highlighting more clearly where the accountability for Despite these pressures and uncertainties, we expect
costs lies, our new organisational structure is facilitating the underlying sales growth for 2024 to be within our multi-year
delivery of this goal. The implementation of the changes to the 3-5% growth range, with more balance between volume and
organisation are now complete and we are squarely focused price growth. We have a robust plan and set of responses in
on reaping the full benefits of the new simplified model. place, not just to weather the economic storms, but to put
Unilever on the road to more sustained levels of volume-led,
The concept of fewer things, done better, with greater impact competitive growth. The potential at Unilever is significant.
applies equally to our sustainability goals. That is why we are We are all focused on doing what is needed to unlock that
honing our sustainability efforts around four critical platforms potential and ensure we deliver improved returns to
– climate, nature, plastics and livelihoods – and doing so on shareholders.
the basis of exacting, short-term, measurable and transparent
goals, complementing our more long-term objectives. Acknowledgements
In many ways this is a natural extension of the pioneering Finally, I want to thank my predecessor, Alan Jope, and our
work led by my predecessors, which has established Unilever outgoing CFO, Graeme Pitkethly, for all their support and for
as a leader in the field. I am determined we should retain that their long service to Unilever. My thanks also to Nils Andersen
leadership role, primarily through enhancing our reputation for his guidance and support during his time as Chair.
for delivery and for demonstrating even more clearly how
progress on sustainability drives business performance. In re-joining Unilever, I have received a very warm and
generous reception from colleagues across the company.
My appreciation goes to everyone at Unilever for that, as
Leadership changes and performance culture well as for the hard work and commitment that went into
We are approaching the opportunities and challenges ahead delivering the results for 2023. I am confident that together
with a refreshed leadership team having made a significant we can go on to achieve great things in the years ahead.
number of changes at the most senior levels of the company.
I am excited to be working alongside our new and highly
experienced Chair, Ian Meakins. We share a belief in
Unilever’s potential, as well as a desire to turn potential
into performance as soon as possible. I am also delighted to Hein Schumacher
be partnered by our new CFO, Fernando Fernandez, whose Chief Executive Officer
experience and knowledge of the consumer goods industry
make him well placed to help lead a step-up in Unilever’s
performance.

Unilever Annual Report and Accounts 2023 9

Review of the Year

Unilever Group Financial Review

Improving financial performance through implementing
the Growth Action Plan at pace, with positive 2023
delivery against our multi-year financial framework.

10 Unilever Annual Report and Accounts 2023

Performance highlights
Turnover in 2023

€59.6bn
2022: €60.1bn 2021: €52.4bn

Turnover growth

Underlying sales growth

Operating margin

Underlying operating margin

Pages 11 to 32 use GAAP and non-GAAP measures to explain the performance

of our business. See page 59 to 64 for further information.

Unilever Annual Report and Accounts 2023 11

 Review of the Year

Group Financial
Review
Year in summary
Economic volatility, continued inflationary and cost of living
pressures continued in 2023. While these eased in the second half
of the year, uncertainty remained amid geopolitical tensions.
Against this backdrop, we delivered an improving financial
performance, with the return to volume growth and margin
rebuilding. The Group generated turnover of €59.6 billion,
operating profit of €9.8 billion, net profit of €7.1 billion and
free cash flow of €7.1 billion during the year.

Growth
Turnover for the year was €59.6 billion, down (0.8)% versus
2022. Underlying sales growth contributed 7.0%, and we saw

"
a negative impact from acquisitions and disposals of (1.7)%,
with the disposals of Tea and Suave partially offset by the
2023 saw a return to inclusion of Nutrafol and Yasso.

volume growth and gross Beauty & Wellbeing grew underlying sales by 8.3%, with strong
volume growth of 4.4%. Prestige Beauty and Health & Wellbeing
margin expansion, however continued to grow double-digit and now account for a quarter
of Beauty & Wellbeing’s turnover. Personal Care grew underlying
our competitiveness was sales 8.9%, with 3.2% from volume and 5.5% from price, led by
strong sales growth of Deodorants. Home Care grew underlying
disappointing. We are now sales 5.9%, driven by 6.8% from price and (0.9)% from volume, with
positive volumes in emerging markets offset by a double-digit
focused on executing the decline in Europe. Nutrition grew underlying sales 7.7%, with 10.1%
from price and volumes down (2.2)% as we responded to higher
Growth Action Plan, to realise

"
input costs and a challenging European market. Ice Cream’s

Unilever's full potential.

underlying sales growth was disappointing at 2.3%, with price
growth of 8.8% and a volume decline of (6.0)%, reflecting the
impact of downtrading in the in-home channels. See page 14
to 33 for more on Business Group performance.
Fernando Fernandez
Chief Financial Officer Our 30 Power Brands, identified as a key focus in the Growth Action
Plan, contributed around 75% of the Group’s turnover and grew
(a)
8.6%. The percentage of our business winning market share on
a rolling 12-month basis was disappointing at 37%. This poor
performance reflects share losses to private label in Europe,
consumer shifts to super-premium segments in North America and
Highlights a significant reduction of unprofitable active SKUs globally. Our
competitiveness is not good enough and we are moving quickly
to address it.
Turnover growth down 0.8% due to
Acquisition and disposal activities had a negative impact of (1.7)%
adverse currency and net disposals. to turnover, driven by the Tea business disposal, partly offset by
strong growth in Nutrafol, which we acquired in 2022. More details
on acquisitions and disposals are in note 21 on pages 220 to 222.
Emerging markets (58% of Group turnover) grew underlying sales
USG of 7.0% with a return to positive 8.5%, with 1.6% from volume and 6.9% from price. Latin America,
volumes of 0.2%. Turkey and Africa delivered double-digit growth. India grew mid-
single digit led by volume, with lower input costs that led to
negative pricing in the fourth quarter. Sales in China grew low-
single digit led by volume while the market recovery continued to
be uneven and slower than expected. Growth in South East Asia
30 Power Brands accretive to growth and
was impacted by a sales decline in Indonesia in the fourth quarter
margins, with underlying sales up 8.6% as consumers avoided the brands of multinational companies in
and increased brand and marketing response to the geopolitical situation in the Middle East.
investment behind them. Underlying sales in developed markets (42% of Group turnover)
grew 4.8% in the full year with 6.7% from price and (1.8)% from
volume. North America delivered strong growth of 5.8% with 2.5%
from volume and 3.3% from price, with continued double-digit
Strong cash conversion of 111% with Free underlying sales growth in Prestige Beauty and Health &
Wellbeing. Volume growth in North America accelerated
Cash Flow up €1.9 billion to €7.1 billion. throughout the year leading to volume growth of 6.3% in the
fourth quarter. In Europe, underlying sales growth was 4.1%,
driven by 12.8% from price given its higher exposure to categories
with significant cost inflation, and a volume decline of (7.7)%.

(a) Competitiveness % Business Winning measures the aggregate turnover of the

portfolio components (country/category cells) gaining value market share as a
% of the total turnover measured by market data. It assesses what percentage
of our revenue is being generated in areas where we are gaining market share.
12 Unilever Annual Report and Accounts 2023
 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Margin Diluted earnings per share were €2.56, a (14.2)% reduction

versus prior year which included the gain on the disposal
Operating profit was €9.8 billion which included a gain on
of our Tea business. Underlying earnings per share increased
disposal of €0.5 billion mainly related to the disposal of our
1.4% to €2.60, including (9.6)% of adverse currency. Constant
Suave portfolio spread across Beauty & Wellbeing and
EPS increased by 11.0%, reflecting strong operational
Personal Care categories. Meanwhile, there were €0.5 billion
performance, lower net finance costs and a reduction
in restructuring costs from transformation technology and
in the number of shares as a result of the share buyback
supply chain projects, and continued investment to embed the
programme, partially offset by a higher underlying effective
Group’s category-focused organisation model. This was down
tax rate of 25.6%.
(9.3)% from the prior year primarily due to a gain of €2.3 billion
recognised on the disposal of the global tea business in 2022.
Underlying operating profit was €9.9 billion, up 2.6% versus Portfolio reshaping
the prior year. Underlying operating margin increased 60bps We continued to reshape the portfolio, allocating capital to
to 16.7%, with gross margin improving by 200bps to 42.2%. The premium segments through selective bolt-on acquisitions
impact of net material inflation, of around €1.8 billion was more and divesting lower-growth businesses while balancing
than mitigated through improved productivity, price and mix. investment in the business and shareholder returns.
Brand and marketing investment was 14.3% of turnover which
was an increase of 130bps. Overheads marginally increased as We acquired Yasso Holdings, Inc., a premium frozen Greek
we continued to invest in the expansion of our Prestige Beauty yogurt brand in the US, which completed on 1 August, and
and Health & Wellbeing businesses. K18, a premium biotech hair care brand, which completed on
1 February 2024. We also announced three disposals during
the year: Suave in North America, which completed on 1 May;
Cash, capital allocation and earnings Dollar Shave Club, which completed on 1 November; and Elida
Beauty, which is expected to complete by mid-2024.
We delivered strong cash conversion of 111% and generated
free cash flow of €7.1 billion, an increase of €1.9 billion
compared to 2022. This increase was largely driven by higher
underlying operating profit and improved working capital,
Looking forward
and included €0.4 billion linked to a tax refund in India. We are confident that the Growth Action Plan, which we set out in
October 2023, will strengthen our performance within our multi-
In 2023, we returned €5.9 billion to shareholders through year financial framework. We will focus on further rebuilding
dividends and share buybacks. We completed the final gross margin to reinvest behind our 30 Power Brands, stepping
two €750 million tranches of our €3 billion share buyback up volume growth and delivering improved competitiveness.
programme. Dividend payments were maintained in line Our financial ambition is to deliver Total Shareholder Return (TSR)
with prior year. Reflecting the Group's continued strong cash in the top third of our peer group.
generation we announced a share buyback programme of
€1.5 billion to be conducted during 2024.

Our Multi-Year Financial Framework

Our financial framework is to deliver long-term value creation through our Growth Action Plan which will drive
earnings growth, a strong cash flow and a growing dividend. Our 2023 results against the framework are below:

Modest margin 100% cash

USG of 3-5%
expansion conversion

7.0% '+60bps 111%

See pages 56 to 64 See pages 56 to 64 See pages 56 to 64

EPS growth and an Delivering TSR in top

Mid-teens ROIC
attractive dividend third of our peer group

UEPS Dividend
Bottom
16.2%
growth payout*

1.4% 66% third

See pages 56 to 64 See pages 56 to 64 See pages 116 to 153

*Calculated as dividend per share / underlying earnings per share

Unilever Annual Report and Accounts 2023 13

Review of the Year

Beauty & Wellbeing

We want to shape a new era of inclusive beauty
and wellbeing. Our commitment to ‘Purpose, Science,
Desire’ sits at the heart of our brands and guides
us in delivering high-performing and appealing
products for consumers.

14 Unilever Annual Report and Accounts 2023

Performance highlights
Turnover in 2023

€12.5bn
2022: €12.3bn 2021: €10.1bn

Turnover growth

Underlying sales growth

Operating margin

Underlying operating margin

Pages 11 to 32 use GAAP and non-GAAP measures to explain the performance

of our business. See page 59 to 64 for further information.

Unilever Annual Report and Accounts 2023 15

 Review of the Year

Purpose, Science,
Desire
About Beauty & Wellbeing
We are a global player in the fast-growing beauty and health
& wellbeing markets. In Hair Care we compete for global
leadership, and our Skin Care portfolio is particularly strong in
Asia. Our Prestige Beauty and Health & Wellbeing businesses
have a strong presence in high-growth areas including
Prestige Skin Care and Hair Care, Colour Cosmetics, and
Vitamins, Minerals and Supplements.

Our performance in 2023

In 2023 we delivered a strong full year performance. Turnover
increased by 1.8%, while underlying sales growth was 8.3%
balanced between good volume growth at 4.4% and price at
3.8%, with an unfavourable currency impact of (6.2)% driven
by the weakening of currencies in key markets such as India

"
and US.
We continued to embed The strong full year performance reflects continued double-
digit growth in Prestige Beauty and Health & Wellbeing as
our 'Purpose, Science, well as innovations in our Skin Care and Hair Care brands.

Desire' framework into our Europe delivered strong growth driven by price with slightly
negative volume.
brand propositions this year, Operating profit was €2.2 billion, which was flat compared to
the prior year. Non-underlying items were €122 million from
alongside a focus on volume

"
acquisition and disposal related costs, and restructuring

growth and premiumisation.

spend, offset by a gain from the disposal of our Suave business
in North America. Underlying operating profit was flat
compared to the prior year at €2.3 billion.

Priya Nair
President, Beauty & Wellbeing* Our strategic priorities
The enduring consumer trends which make beauty and wellbeing
an attractive industry remained in 2023, notably demand for more
premium science-backed products, and a desire for inclusive
beauty. Our strategy is firmly rooted in these trends and focuses
Highlights on three key priorities: premiumising our core Hair Care and Skin
Care brands; accelerating our high-growth Prestige Beauty and
Health & Wellbeing portfolios; and ongoing focus on gross margin
through productivity, complexity reduction and strengthening
Hair Care grew mid-single digit through operational execution. Improving our competitiveness in terms of
a combination of price and volume value is a key priority for the year ahead.
led growth.
Premiumising our Power Brands
Our Hair Care and Skin Care Power Brands – Sunsilk,
Prestige Beauty and Health & Wellbeing TRESemmé, Dove, Clear, POND's and Vaseline – continue
to use science and technology to elevate their superiority
grew double-digit and now represent credentials, alongside market making to scale innovations.
25% of turnover. This year we prioritised investment in these brands across our
key markets. Sunsilk’s strong multi-market execution shows the
effectiveness of this approach, with strong growth this year.

Vaseline, one of our Power Brands, Breakthrough science

reached €1 billion of turnover in 2023. Multi-year innovations which support premiumisation provide
a key growth platform for our brands – and will help to restore
competitiveness in Hair Care, especially in the US and India.
This year we rolled out a number of new breakthrough
innovations to support the ongoing premiumisation of our Hair
Care and Skin Care portfolios.
Clear continued its transformation to a premium holistic scalp
care offering with a new anti-dandruff formula – Clear Men
Scalp Pro Anti-Hair Fall – which was first launched in China
last year leading to market share gains. Along with Clear
Scalpceuticals Hair Fall Resist, the brand has now expanded
the range to three other key markets – Thailand, Turkey and
Brazil. POND’s also successfully launched an innovation
in Indonesia, with further launches in 2024 planned. The
* Fernando Fernandez, now CFO, was President of Beauty POND'S Bright Miracle range includes patented technology
& Wellbeing until 31st December 2023. for micro-repair.

16 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Market-making at scale portfolio). And at the end of 2023, we signed an agreement to

Alongside landing new innovations, we are stepping up acquire the premium biotech hair care brand K18.
our focus on market development. The success of Vaseline
in recent years exemplifies our approach, following the
launch of patented and clinically-proven Gluta Glow skin care Focused on gross margin
technology in South East Asia two years ago. We have now This year we delivered a step up in gross margin, supported
expanded the range to India and a number of Middle Eastern by our end-to-end productivity and savings programmes, and
markets, alongside launching another variant, Vaseline Pro- the new category-focused organisation. We are focused on
Age Restore, in Thailand and other South East Asian markets. ensuring that all our brands, and especially our Power Brands,
In the US, Vaseline extended its offering to address the have strong bottom line value creation fundamentals.
needs of melanin-rich skin, building on the award-winning
‘See My Skin’ initiative. Radiant X uses specially formulated Productivity and savings
premium skin care ingredients to fortify the skin and restore
its natural radiance. In our supply chain, we have achieved savings through
competitive buying of key ingredients such as silicones, as
well as vertical integration of supply for surfactants and
Accelerating high-growth portfolios palm oil. We have also begun work to optimise our North
America factory network, alongside investment in our logistics
We have built our fast-growing Prestige Beauty and Health & operations to improve customer service and productivity.
Wellbeing portfolios over a number of years, through carefully As part of our simplification agenda, we reduced active SKUs
selected bolt-on acquisitions. Our focus is on accelerating in our portfolio by 27% in 2023.
growth in the US, alongside selective international expansion.
Strengthening operational execution
Prestige Beauty
Improving the consistency of our execution and the
Our Prestige Beauty business continues to deliver consistent capabilities that underpin this, remains an important area
double-digit growth and is growing ahead of the premium of focus. In line with our strategy to deliver unmissable
beauty market globally. We have a strong presence in high- superiority, we are investing in competitively differentiated
growth areas such as Prestige Skin Care, Colour Cosmetics product experience capabilities that are critical to winning in
and Hair Care, as well as digital commerce channels which the market – such as packaging and product sensorials – with
accounted for over half of sales this year. the support of strategic partners.
Our Prestige Beauty portfolio includes science-backed skin This year, we formed a dedicated team of digital commerce
care Power Brands such as Paula’s Choice and Dermalogica, experts to drive growth across our Hair Care and Skin Care Power
which continue to expand their ranges across specialist beauty Brands globally. We are also using our expertise in social and live
and digital channels. Paula’s Choice has one of the top selling commerce in China to create new growth opportunities in other
products in the Amazon US beauty category, with strong growth key markets, such as Indonesia and the US. And in the modern
momentum this year. Dermalogica strengthened its presence in retail channel, we are working closely with strategic retail partners
the professional skin care therapist channel, supported by top to create multi-year value creation roadmaps which leverage our
tier media investment and the launch of new innovations in key portfolio, data, supply chain and digital capabilities.
markets – such as the LuminFusion treatment which restores
skin luminosity and diminishes signs of skin ageing.
Accelerating action on sustainability
Our sustainability agenda is focused on climate, nature
Health & Wellbeing
and plastic. This year, we initiated a number of long-term
Our Health & Wellbeing business continued its strong partnerships to develop lower GHG alternative ingredients
growth momentum in 2023. Liquid I.V. is the biggest health alongside a series of strategic investments through the
and wellbeing Power Brand in our portfolio. It is the number Climate & Nature Fund to support our brands – see page 40.
one functional hydration powder brand in the US, with an We continue to explore alternative packaging materials and
expanding range of products such as new sugar-free and kids’ formats to reduce our use of virgin plastic, leveraging our
variants with essential vitamins, which launched this year. The enhanced packaging and design capabilities.
brand also extended its presence outside of the US for the first
time, following a successful launch in Canada – with further
international roll-outs planned.
Acquired in 2022, Nutrafol is the number one dermatologist
recommended hair growth supplement brand in the US. As
a Power Brand, it has strong value creation fundamentals
and high-growth potential. To capitalise on this, we have
initiated international expansion, starting with China. Nutrafol’s
brand proposition is supported by ‘Shed the Silence’, a social
mission focused on destigmatising female hair thinning.

Optimising our portfolio

We have begun to unlock margin improvement opportunities
for our acquired brands by providing access to our technology
expertise, international expansion know-how and operational
synergies. Our portfolio strategy is designed to increase
exposure to higher growth areas and we continue to optimise
our portfolio. In February, we made a major divestment through
the sale of Suave (which included a Hair Care and Skin Care
POND's successfully launched the Bright Miracle range this
year, a multi-market innovation with patented technology.

Unilever Annual Report and Accounts 2023 17

Review of the Year

Personal Care
We have been at the forefront of personal care
product innovation for over 100 years. Supported by
our science and technology capabilities, our portfolio
of Power Brands offers personal hygiene, wellbeing
and body confidence to consumers across the world.

18 Unilever Annual Report and Accounts 2023

Performance highlights
Turnover in 2023

€13.8bn
2022: €13.6bn 2021: €11.7bn

Turnover growth

Underlying sales growth

Operating margin

Underlying operating margin

Pages 11 to 32 use GAAP and non-GAAP measures to explain the performance

of our business. See page 59 to 64 for further information.

Unilever Annual Report and Accounts 2023 19

 Review of the Year

Reinventing the
Power of Care
About Personal Care
As one of the world’s leading Personal Care businesses, we
have a strong portfolio across emerging and developed
markets. We are the number one Skin Cleansing and
Deodorants business, and in Oral Care, we are number
four globally, with strong positions in our key markets.

Our performance in 2023

In 2023, we delivered positive growth momentum. Turnover
increased by 1.4% and we delivered underlying sales growth
of 8.9%, good volume growth of 3.2% and 5.5% from price,
including an unfavourable currency impact of 6.1% driven by
weakening currencies in key markets such as the US and India.
Latin America, Middle East & Turkey, South East Asia and

"
Europe delivered accelerated growth. The turnaround in
Europe was particularly notable, following increased focus
We delivered positive and investment in key categories.

growth momentum, Operating profit increased by 30.6% compared to the prior

year, to €3.0 billion. A net gain in non-underlying items of
resetting our business €165 million included a gain on disposal of Suave business
in North America offset by restructuring costs. Underlying
fundamentals by focusing on operating profit increased by 4.2% to €2.8 billion, driven by
a recovery in gross margin from price growth and a slowdown
our key categories and Power in inflation – partially offset by an increase in brand and

Brands. We will continue to

marketing investment.

unlock investment in science Our strategic priorities

Our strategic priorities are to: premiumise our portfolio
and technology to deliver

"
through superior science and technology which meets the

unmissable superiority.
needs of our consumers; leverage partnerships for category
growth; and step up our impact through gross margin,
portfolio optimisation and our sustainability priorities.
Restoring competitiveness in the US and India is also
Fabian Garcia a key priority.
President, Personal Care

Winning with science-led brands

We continue to develop our portfolio using breakthrough
innovations, supported by science-backed claims and
Highlights superior fragrance. Our focus is on premium products that
offer enhanced functional benefits such as health and
hygiene, superior skin cleansing, as well as more tailored
Skin Cleansing delivered mid-single-digit benefits including sweat protection.
growth with a return to volume growth.
Premiumising through superior science and technology
Skin Cleansing is our largest category. This year, we continued
to assert our market-leading position through superior
Deodorants grew double-digit led by technology and value-adding consumer benefits. We
strong volume growth. launched Dove Body Wash in the US, with 24-hour Renewing
MicroMoisture – powered by proprietary technology with
moisturising microdroplets which helps to retain moisture
and nourish the skin for 24 hours. Lifebuoy, the world’s number
one hygiene soap brand consolidated its category leadership
Oral Care grew mid-single digit led with the launch of a new Vitamin+ range of hand wash and
by price. body wash in South East Asia which boosts the skin’s natural
immunity.
Our Deodorants portfolio continued to cement its market-
leading positions through science-backed technologies
Balanced double-digit growth of the and an expanded range of products with tailored benefits.
Dove Personal Care portfolio. Powered by patented micro-technology, Rexona’s multi-year
72-hour sweat protection innovation is now available in
multiple markets across the world. Dove Men+Care’s new
range of deodorants now uses a version of this technology,
and is available across a number of North American, European
and Latin American markets.

20 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Dove’s Advanced Care antiperspirant range for women also End-to-end productivity
launched in the UK and Europe with a patented formula and Our gross margin recovered this year, following a period
triple moisturising technology, while Axe launched a Fine of high inflation. Ongoing Net Revenue Management and
Fragrance Collection to compete with super premium branded a focus on our end-to-end productivity programme continue
variants in North America and a number of European markets. to support margin progression. We have delivered savings
Our Oral Care brands, which include Pepsodent and Closeup, across a number of areas, including competitive buying
continued to focus on strengthening their core anti-cavity and and operational efficiencies in our factories and logistics
freshness propositions. Pepsodent relaunched its toothpaste warehouses. To support the transformation of our end-to-end
range in a number of key South East Asian markets, supported customer experience, we have implemented new tools and
by science-backed dental claims and free teledentistry. The automated systems such as a promotion planning tool.
brand is also expanding its premium range to offer more
advanced benefits such as therapeutics and whitening. Optimising our portfolio
This year, we made significant progress in the ongoing
optimisation of our portfolio. In February, we made a major
Partnerships for category growth divestment following the sale of Suave (which included a Skin
We are working with our customers and strategic partners Cleansing and Deodorant portfolio) and in October we
to create category growth opportunities for our brands. announced the sale of Dollar Shave Club to Nexus Capital
Management LP. We also received a binding offer from Yellow
Growing with key customers Wood Partners LLC to acquire Elida Beauty, with completion
expected by mid-2024. We have further simplified our portfolio
Modern retail is our largest channel. We are now consistently
by delisting a number of brands, as well as reducing active
recognised as top third tier by the majority of customers in
SKUs by around 29% in 2023.
most of the key markets surveyed by an independent customer
service benchmark – a significant improvement versus the
prior year. This was achieved through more focus on creating Innovation-focused sustainability
category growth opportunities, using our enhanced customer Sustainability is an important part of our strategy and includes
and strategy planning capabilities, as well as building supply a focus on palm oil, plastic and climate. Building on Unilever’s
chain capacity to support engagement with key hypermarket goal to deliver a deforestation-free supply chain for five key
and supermarket customers. commodities, including palm oil (see page 40), we are
exploring new technology which has the potential to reduce
Strategic brand partnerships the amount of palm-derived ingredients in our soap bars
as well as lowering GHG emissions – without compromising
To drive category growth with our customers, we have put in
superiority for consumers. Plastic remains an important priority
place a number of strategic partnerships to support deeper
and we continue to focus on reducing the amount of virgin
collaboration on brand innovations and in-store activations.
plastic in our portfolio focused on packaging innovations.
For example, we have rolled out a new deodorant category
See page 41 and 46 for more on climate and plastic.
initiative – from premium to value. And in Indonesia,
Pepsodent is working with a number of local stores and Some of our biggest brands are leveraging their long-term
larger supermarkets through in-store Oral Care Centres to commitment to social issues to drive impact, as a core part
build brand awareness. of their brand propositions. Dove, Lifebuoy and Pepsodent
continued to engage consumers on self-esteem, handwashing
This year, we significantly stepped up our brand and marketing
and oral hygiene issues this year, through powerful TV
investment through several high-profile football sponsorships.
advertising, digital activations and on-ground education
Our first sponsorship deal was with the Fédération Internationale
programmes. Dove's Emmy Awards-nominated ‘Cost of Beauty’
de Football Association (FIFA) for the FIFA Women’s World Cup
TM campaign highlighted the mental health impacts of toxic
2023 . Rexona, Dove, Lux and Lifebuoy worked with over
beauty among young people. See page 66 for the combined
30,000 retail stores globally to create a multi-brand, multi-
reach of our brand purpose programmes.
channel marketing campaign – engaging a global audience to
inspire the next generation of female footballers. The campaign
delivered strong results, raising brand awareness and driving
incremental growth. Further activations are planned in 2024.
In late 2023, Rexona, Dove Men+Care, Axe and Radox were
TM
also announced as Official Sponsors of UEFA EURO 2024 ,
along with several Nutrition brands.

Accelerating digital commerce

Digital commerce remains a priority focus in the US, China,
India and our largest emerging markets. In China, where
around a third of our Personal Care sales come from digital
commerce platforms, we launched our new Dove scrub range
with a ‘social-first’ approach, using social platforms and
influencer collaborations.

Stepping up our impact Rexona, Dove, Lux and Lifebuoy worked with customers
We continue to drive savings programmes to support gross to create category growth opportunities, as part of our
margin, as well as optimising our portfolio through disposals. sponsorship of the FIFA Women’s World Cup 2023 .
TM

Unilever Annual Report and Accounts 2023 21

Review of the Year

Home Care
We are on a mission to deliver a Clean Future through
superior, sustainable and great value household
cleaning and laundry products. Our global brands
provide the foundation to deliver this ambition.

22 Unilever Annual Report and Accounts 2023

Performance highlights
Turnover in 2023

€12.2bn
2022: €12.4bn 2021: €10.6bn

Turnover growth

Underlying sales growth

Operating margin

Underlying operating margin

Pages 11 to 32 use GAAP and non-GAAP measures to explain the performance

of our business. See page 59 to 64 for further information.

Unilever Annual Report and Accounts 2023 23

 Review of the Year

Clean Home, Clean

Planet, Clean Future
About Home Care
We are the second-largest global home care business with
a leading position in emerging markets and a proven model
for competitive growth. Our focus is on three key categories
– Fabric Cleaning, Fabric Enhancers and Home & Hygiene.

Our performance in 2023

In 2023, we delivered good performance across growth and
profile. Turnover decreased by 1.8%. Underlying sales growth was
5.9%, driven by 6.8% from price and offset by volume (0.9)%, with
an unfavourable currency impact of (7.2)% driven by weakening of
currencies in key markets such as Argentina, India, and Turkey.
Emerging markets growth was led by a strong delivery in South
Asia and Latin America. India grew volumes despite high pricing.
Growth in developed markets was muted as consumers tightened

"
their spending and competitive pressures stepped up, especially
Our Clean Future strategy in Europe which was flat with double-digit price growth offset by
volume declines.
helped deliver another Operating profit for the year was €1.4 billion, an improvement
year of consistent and of 33% compared to the prior year. Non-underlying items were
€77 million, mostly driven by restructuring spends on significant
competitive growth in 2023, network optimisation with strong delivery of our savings
programme. Underlying operating profit was €1.5 billion, an
despite high commodity improvement of 11% compared to the prior year, driven by gross
margin expansion with a step-up in brand and marketing
inflation and localised

"
investment, and continued R&D investment to drive our
Clean Future strategy.
competitive pressure.
Our strategic priorities
Eduardo Campanella Our track record of consistent performance provides strong
President, Home Care foundations as we respond to increasing competitive
pressures and high inflation which are particularly acute in
Europe. These challenges, coupled with changing consumer
expectations of home care products, demand an even more
compelling offering. As well as stain removal and hygiene,
Highlights consumers are looking for superior, sustainable products, at
a price they can afford. Far from seeing cleaning as a chore,
a growing number of people actively enjoy it – evidenced by
the rise of ‘cleanfluencers’.
Fabric Cleaning saw mid-single-digit
growth. Clean Future is our strategy to tap into the large segment of
consumers who want superior products that are sustainable
and great value. This is an integrated strategy to drive growth
through our biggest brands, in our key markets and across
traditional and modern retail, and digital commerce channels.
Fabric Enhancers delivered mid-single
digit growth.
Unmissable superiority
We know that consumers want more than just functional
cleaning and hygiene benefits, so our focus is on the whole
Home & Hygiene grew mid-single digit. product offering – from the ingredients and packaging, through
to how people use and experience the products in their home.
OMO encapsulates our approach to unmissable superiority.
This year, we continued to expand our range of laundry liquids
with superior benefits, launching the premium OMO Ultimate
Good 2023 performance, balanced
Liquid with naturally derived stain removers and enzymes
across growth and profit. that enhance efficacy, in three European markets. In Brazil,
we successfully launched two new OMO variants – OMO
Ultra Power with its high level of active ingredients, and OMO
Expert Branco Absoluto (Absolute White) which includes shade
whitening technology with sensorial fragrance and standout
packaging for on-shelf appeal.

24 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Standout innovation Our Home Care factories are embracing automation and
With innovation sitting at the heart of unmissable superiority, artificial intelligence to improve productivity. In Brazil, our
this year we stepped up our R&D investment to drive category laundry detergent factory achieved the coveted World
growth. Domestos Power Foam – a category-defining innovation Economic Forum Lighthouse status for incorporating Fourth
designed to spray upside down for improved cleaning and Industrial Revolution practices into its operations. Through
convenience – was successfully launched in the UK. Supported digital twinning and machine learning, the factory has
by strong customer collaboration to ensure high penetration improved cost efficiency and agility, while cutting its
across the country’s top retailers, it provides a blueprint for environmental footprint. Beyond the factory gate, we are
future roll-outs. also making investments in our supply chain to bring further
productivity improvements in the coming years. This includes
We are also using our science and technology capabilities to improving our dispatch capabilities to reduce the distance our
bring new consumer benefits to our products. For example, products travel to customers.
Comfort Beauty Perfume – which uses a fragrance innovation
from our Beauty & Wellbeing Skin Care category – has performed Growing with retail customers
well since its launch in Thailand. We expect to see more cross-
category fertilisation of innovation in the coming years. Creating value for customers goes beyond efficiencies – it
is about partnering to drive mutual growth. According to
Advantage Group, a leading benchmark of retailer and
Partnering for impact customer perceptions for the consumer goods industry,
An important driver of unmissable superiority is targeted Unilever Home Care was top tier versus industry competitors
brand and marketing across a wide range of consumer for driving category growth in 16 out of 21 markets in scope.
touchpoints. In 2023, Dirt Is Good, which includes OMO
and Persil, signed a two-year commercial partnership with The digitalisation of our customer operations is crucial to
Arsenal men’s and women’s football teams. We also launched optimise the availability of our products in-store and online.
an exclusive multi-market partnership for our brands to In India, we continue to use the B2B Shikhar digital commerce
reach new and next generation consumers in the #CleanTok platform to support our market development efforts with
cleaning community. This is one of TikTok's largest dedicated traditional ‘mom and pop’ stores.
communities for its users and a source of home cleaning hacks
and entertainment for millions of people who see cleaning as
an enjoyable experience. More sustainable
We are determined to lead an industry-wide transition in the
use of more renewable ingredients for our products. This year,
Great value we stepped up engagement with our suppliers, including
We are significantly affected by commodity inflation due to through our first Clean Future Summits in India and China –
the nature of ingredients we use in our products. Creating top see page 44 for more information. Our multi-year partnership
and bottom-line value is therefore an important area of focus. with Arzeda also made good progress with the development
Firstly, by offering a range of products to consumers, from of new low carbon, naturally derived enzymes with increased
affordable to more premium formats, and secondly, through stability, performance and sustainability benefits.
cost management and productivity improvements. Reducing virgin plastic use remains an important area of focus
and we continue to develop innovative packaging formats,
Value to consumers including recycled plastic and plastic alternatives. We have
now rolled out cardboard packaging for Persil and Skip
Creating a ‘good-better-best’ portfolio is a core element of
laundry capsules in France and the UK.
our strategy to build a resilient business – from entry-level
functional products like laundry soap bars, to laundry liquids
and capsules. In India for example, our detergent range
includes Wheel which is our mass market value brand, Rin
which offers consumers a mid-tier option, and Surf Excel
which offers advanced expert cleaning for the premium tier.
We are expanding our laundry range through new innovative
formats. Laundry sheets are convenient, sensorial and made
with plant-based and highly biodegradable ingredients. This
year, we rolled out laundry sheets through our Robijn brand in
the Netherlands, followed by Persil in the UK with an Amazon
‘Climate Pledge Friendly’ exclusive.

Focusing on productivity
In the face of ongoing macroeconomic and competitive
pressures, it is imperative that we continue to focus on cost
savings across our value chain. In the last two years we have
removed around €1.5 billion in costs, reinvesting the savings
to support our brands and innovation programme.
The Business Group structure has improved visibility of
our overheads and created opportunities to become leaner Domestos Power Foam launched this year – a category-
and more agile. This year, we simplified our portfolio by defining innovation designed to spray upside down for
removing around 19% of active SKUs, primarily in Latin America improved cleaning and convenience.
and Europe. Our integrated end-to-end business now also
includes procurement, which puts us in a stronger position to
buy more competitively.

Unilever Annual Report and Accounts 2023 25

Review of the Year

Nutrition

We are experts in food and nutrition. Our ambition

is to deliver superior tasting products that are
healthier for people and planet, through our global
and local brands, and Unilever Food Solutions.

26 Unilever Annual Report and Accounts 2023

Performance highlights
Turnover in 2023

€13.2bn
2022: €13.9bn 2021: €13.1bn

Turnover growth

Underlying sales growth

Operating margin

Underlying operating margin

Pages 11 to 32 use GAAP and non-GAAP measures to explain the performance

of our business. See page 59 to 64 for further information.

Unilever Annual Report and Accounts 2023 27

 Review of the Year

A world-class force
for good in food
About Nutrition
We are one of the world’s largest foods businesses with a well-
balanced global footprint across categories. Our biggest
brands are Knorr and Hellmann’s which focus on the Scratch
Cooking and Dressings categories respectively. Together,
they accounted for 60% of Nutrition’s turnover this year.
Our regional and local brands are focused on four other
categories: Functional Nutrition, Healthier Snacking, Plant-
based Meat, and Beverages. A number of our brands are
sold through Unilever Food Solutions (UFS) which serves
professional customers in away-from-home channels.

Our performance in 2023

While turnover decreased by 5.0%, underlying sales growth

"
was 7.7% driven by strong price of 10.1% and offset by volume
decline of (2.2)%, with a negative impact of (6.9)% from
We delivered a solid disposals following the sale of the Tea business. Weakening
of currencies in key markets such as Argentina, India, and the
performance this year, US resulted in an unfavourable currency impact of (5.2)%.

driven primarily by Knorr Growth continued to be price-led as we responded to higher

food ingredient input costs especially in Europe where volumes
and Hellmann’s, with were impacted by downtrading from our pricing actions,
while South East Asia and South Asia were impacted by local
a sharpened focus on markets factors in India and Indonesia respectively. However,

superior products and

other markets grew strongly including North America and
Latin America.

unmissable marketing

"
Operating profit was €2.4 billion, a decrease of (46.3)%
compared to the prior year which included a €2.3 billion gain
campaigns. on the sale of our Tea business. Non-underlying items were
€47 million, primarily driven by restructuring costs. Underlying
operating profit was €2.5 billion, an increase of 0.4% compared
Robbert de Vreede to the prior year, driven by gross margin improvement which
Chief Marketing and Business Development funded an increase in brand and marketing investment.
Officer, Nutrition*
Our strategic priorities
As part of our multi-year portfolio transformation, over the last
five years we have disposed of a number of under-performing
Highlights businesses. We now have a more advantageous footprint,
including a strong presence across faster-growing segments,
channels and emerging markets.
Scratch Cooking Aids delivered This is reflected in our ambition to be ‘a world-class force
high single-digit growth. for good in food’ – a growth strategy that aims to deliver
consistent, profitable and responsible growth while reasserting
our competitiveness. Our growth model is centred on reaching
more consumers in strategic channels through our biggest
brands offering holistically superior products which aim to satisfy
Dressings grew double-digit driven consumer preference on taste, health, trusted ingredients and
by price. sustainability. In 2023, we evaluated approximately half of our
turnover on these four measures versus competition with more
(a)
than 80% delivering holistic superiority. Growing profitability
ahead of the top line is another important part of our strategy,
Unilever Food Solutions grew delivered through end-to-end productivity, supply chain efficiency
and strategic pricing.
double-digit with positive volume
and price growth. (a) We will be evolving our approach to measuring superiority to align with
the Unilever-wide focus on 'unmissable superiority' – see page 5.

Leveraging our Power Brands

Knorr and Hellmann's accounted for Knorr is a global powerhouse in Scratch Cooking Aids. It
60% of Nutrition turnover, with Knorr achieved €5 billion in turnover this year, largely due to the
double-digit growth of bouillon and stock cubes, as well as
reaching €5 billion. introducing products tailored to local and regional taste profiles.
In India for example, we launched Knorr K-Pots, offering a range
of on-trend Korean-inspired mini meals to meet the growing
appetite for convenient snacking options. We continue to
* Heiko Schipper has been appointed Nutrition Business Group develop targeted campaigns that inspire healthier diets,
President with effect from 1 May 2024.

28 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

such as ‘Knorr Taste Combos’ in the US, which was supported Unilever Food Solutions accounts for around 20% of Nutrition
by a Grammy award-winning US rapper. sales and grew double-digit this year with positive volume –
driven by our strong presence in Europe, North America
Hellmann’s is our iconic Dressings brand and the world’s number
and North Asia, despite the slow post-pandemic economic
one mayonnaise in terms of global market share, with leading
recovery in China. End-to-end UFS digitisation continued to
positions in the US, the UK, Brazil and a number of other key
deliver greater productivity. In 2023, we further increased the
markets. With disproportionate pricing required to offset input
number of professional operators we reach and serve, while
cost headwinds, Hellmann’s market shares came under pressure
continuing to optimise sales force overheads through digital
in 2023, particularly in the US. To address this, we stepped up
selling scale and efficiencies.
our investment with a focus on high consumption festivities and
seasons as well as popular culture events. This year, for example, In addition to foodservice, we further scaled our sales in digital
was our third consecutive US Super Bowl ‘Make Taste, Not Waste’ commerce channels, which grew a solid double-digit in 2023,
campaign, with around 9.8 billion earned media impressions. and now represents more than 10% of Nutrition turnover. This
We have been rolling out this model to other markets such as was driven by ‘top dish’ penetration, an important part of our
in Brazil where Hellmann’s signed a new partnership with the marketing approach which targets consumers with content
NBA – helping to deliver share gains as well as contributing to on how our products can be used in popular local recipes.
strong in-market turnover growth.

Boldly healthier diets Growing profitability and resilience

At the core of our holistic superiority framework is an ambition Inflationary pressures impacted agricultural commodity costs
to be boldly healthier for people and the planet. We continue in 2023. The new category-focused organisation with full end-
to increase the nutritional value of our products to align with to-end accountability and ownership has helped us counteract
Unilever Science-based Nutrition Criteria (USNC). This year, we these pressures at scale – through our comprehensive savings
reduced the salt content of Knorr Veggie Bouillon in France by programme and targeted pricing guided by Net Revenue
around a quarter, improving its Nutri-Score profile from C to B. Management – especially in Europe where inflation was
We also launched USNC-compliant Knorr Rice Cups in North particularly high. The savings generated have helped to
America. In addition, we are working to double the number increase our investment in growth areas – such as our
of products sold that deliver positive nutrition – foods and snack pot and noodle factory in Poland to capitalise
beverages that contain meaningful amounts of ingredients on the burgeoning premium noodle market in Europe.
such as vegetables and fruits, or micronutrients. At the end of Additionally, we continued to simplify our portfolio. In 2023,
2023, 81% of our Nutrition and Ice Cream servings sold met we delivered a further 14% reduction in active SKUs. We also
USNC and 52% of servings sold delivered positive nutrition. reduced food waste in our factories and warehouses – see
See page 66 for our progress. page 66.
We have also further strengthened our leading market share Adopting regenerative agriculture practices helps to build a
position in Functional Nutrition in India and returned to growth more resilient supply chain and also reduces GHG emissions.
– with both our Horlicks and Boost brands contributing. We have initiated a number of projects for our key crops –
see page 40. Our efforts on nature and agriculture have been
Growing plant-based recognised externally. We achieved number one ranking in
While the meat replacement market growth has slowed the World Benchmarking Alliance’s Food and Agriculture
down in the last year, driven partly by inflationary pressures, Benchmark for the second consecutive time, and number
consumer interest in wider plant-based lifestyle and diets two ranking in its first Nature Benchmark.
coupled with the strength of our plant-based portfolio make
this an important area of focus that continues to deliver
disproportionate growth for us.
We continued to expand our range of vegan and plant-based
alternatives, such as Hellmann’s Vegan Mayo which has
doubled its turnover over the last three years and is now
available in close to 40 markets. Together with our Ice Cream
Business Group, we achieved €1.2 billion in sales from products
in scope for our plant-based goal, growing double-digit before
applying currency corrections – see page 66 for more. The
Vegetarian Butcher grew strongly, supported by partnerships
with fast food outlets such as Burger King and Domino’s, a
strong offer to professional kitchens through Unilever Food
Solutions, and novel innovations – such as NoBacon 2.0 with a
new plant protein technology and a plant-based meat skewer
for restaurants and kebab chains in Europe.

Accelerating in strategic channels

We continue to focus on growing our key categories through
retailer partnerships – including strong category-specific
Hellmann's US Super Bowl activation entered its third year,
execution through our Customer Strategy & Planning capability.
generating 9.8 billion earned media impressions in 2023.
For example, this year Knorr and Hellmann’s worked with Kroger
in the US to inspire shoppers to create new recipes with leftover
ingredients. And in Europe, we continued to partner with Albert
Heijn on growing our share within the plant-based category.

Unilever Annual Report and Accounts 2023 29

Review of the Year

Ice Cream

We have strong fundamentals, with innovations that have

led the industry for many years. Our portfolio is designed
for in-home and out-of-home consumption and includes
premium indulgence and iconic mainstream brands.

30 Unilever Annual Report and Accounts 2023

Performance highlights
Turnover in 2023

€7.9bn
2022: €7.9bn 2021: €6.9bn

Turnover growth

Underlying sales growth

Operating margin

Underlying operating margin

Pages 11 to 32 use GAAP and non-GAAP measures to explain the performance

of our business. See page 59 to 64 for further information.

Unilever Annual Report and Accounts 2023 31

 Review of the Year

Building the Ice

Cream category
About Ice Cream
We are a global market leader in the Ice Cream category
across developed and emerging markets, accounting for
approximately one-fifth of the market. Our portfolio includes
premium Power Brands, such as Magnum and Ben & Jerry’s,
which have a turnover in excess of €1 billion. The acquisition of
Yasso – a premium frozen Greek yogurt brand in the US – adds
to our portfolio strength. Our iconic mainstream brand
portfolio includes Wall’s and Breyers.

Our performance
Turnover increased by 0.5%. Underlying sales growth was
2.3%, with a (6.0)% from volume and 8.8% from price, with an
unfavourable currency impact of (2.7)% driven by the weakening

"
of currencies in key markets such as Turkey, the US, and Russia.
2023 was a challenging year with a second year of double-
2023 was a challenging year digit material inflation impacting our input costs. The pricing
actions we took to protect our margins led to volume decline,
for Ice Cream. We are focused while consumer downtrading accelerated competitive

on expanding operating pressure from private labels, impacting our overall grocery
market share especially in Europe. In the latter part of the year,
profit and recovering our we started to regain market share in the US. Emerging markets
delivered mid-single-digit growth, driven by a strong
global market share, performance in Turkey.

alongside building our

Operating profit was €760 million, a decrease of (2.1)% compared
to the prior year. Non-underlying items were €92 million which

brands and accelerating included primarily restructuring items. Underlying operating profit

"
was €852 million, a decrease of (7.3)% compared to the prior year
market development. driven by lower gross margin due to continued input cost inflation,
while brand and marketing investment increased.

Peter ter Kulve Our strategic priorities

President, Ice Cream Our innovations have led the industry for many years, and we are
convinced our strong fundamentals can sustain our leadership
as category builders. Ice cream remains an attractive market
with solid growth rates driven by new consumers, omni-channel
distribution and a significant premiumisation opportunity – with
Highlights new entrants accelerating market growth opportunities. Our
immediate strategic priority is on global market share and the
expansion of operating profit. We will do this by: building our
Volumes impacted by high price brands; accelerating market development in emerging markets;
and by stepping up our performance and productivity.
elasticities and less favourable summer
weather mainly in Europe.
Building our Power Brands
We have a strong premium brand portfolio which is well
positioned to meet consumers' desire for superior and indulgent
Out-of-home Ice Cream grew high ice cream products and experiences. With competitive pressures
single-digit driven by pricing moderately ongoing in our markets, we continue to prioritise growth
opportunities for our biggest premium brands.
offset by volume decline.
Premium indulgence
We have been at the forefront of ice cream innovation for
many years and our aim is to continue to lead the category,
Marginal decline in In-home Ice Cream, especially on premium indulgence. Our focus is on creating
with volumes down high single-digit bigger multi-year innovation platforms for our biggest brands
broadly offset by pricing. such as Magnum. This year, we launched our biggest ever ice
cream innovation: Magnum Double Sunlover and Magnum
Double Starchaser – new flavour combinations for ‘day and
night-time indulgence’. A number of Magnum's product ranges
were impacted by consumers temporarily trading down in
Continued investment behind the four a high inflationary environment. Our focus for 2024 is to
Ice Cream Power Brands, which generate reinforce Magnum’s superiority credentials. We are also
almost 85% of Ice Cream turnover. investing in technologies that allow us to keep our competitive
edge – such as Ben & Jerry's newly launched Sundae range. Ben &
Jerry's regained growth compared to 2022.

32 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Our premium Talenti brand consolidated its presence in important to manage the seasonal variation in consumption
the fast-growing US premium frozen snacking space, following and profitability. We have already started to implement plans
the launch of four new Talenti Mini Gelato & Sorbetto Bars – to address these gaps and will continue to prioritize productivity
expanding the range from pints into snacking novelties. Our in the coming year.
acquisition of Yasso in mid-2023, now also gives us a foothold
in the fast-growing market for healthier and indulgent snacks. Optimising our operating model
Yasso’s indulgent low-carbohydrate brand proposition has
shown its value creation potential and we see further growth We have put in place a new leadership team to drive competitive
opportunities. intensity and to unlock profitable growth. They have deep
operational performance track records, and over half have
multi-year Ice Cream category expertise. One of our key priorities
Differentiated innovation is to reduce overheads and we have started work on a plan to
As market pressures persist, we are stepping up investment deliver best-in-class overhead levels. We are also leveraging the
in technologies to help maintain our competitive edge. One area end-to-end organisation launched in 2022 to run our Ice Cream
of focus is our expanding non-dairy range, fruit lollies and plant- supply chain as a more integrated function. Alongside this work,
based alternatives. This year we launched Ben & Jerry’s Caramel we are redesigning our distribution networks and optimising our
Café Sundae range, and Magnum Vegan Raspberry Swirl in portfolio through active SKU simplification.
Europe. Our plant-based portfolio continued to grow in 2023
– see page 66 for more. We continue to drive global innovation Accelerating our digitalisation programmes
in our mini & bite-sized ice cream portfolio to generate new
consumption occasions. This year we launched a new Cornetto As the global leader in out-of-home ice cream, we continue to
& Magnum Minis range and expanded our Mochi portfolio with accelerate our digitalisation programmes to help drive faster
new flavours in several Asian markets. growth and higher levels of productivity. While we have made
some progress, there is more work to do and further value
creation opportunities to capitalise on. One area of focus is on
Growing our iconic mainstream brands the digital interface with our retailers. Digital demand creation
Our portfolio includes iconic favourites such as Cornetto. We and order taking show promise and have already helped to
are the market leader in cones in several key markets and increase the availability of our products in-store – as well as
continued to expand this format in Asia this year – notably optimising deliveries and reducing costs. This year, we also
India and China. We are also repositioning some of our extended the roll-out of AI image capturing within our cabinets
heritage brands, including Wall’s Viennetta, with the launch to monitor stock levels and trigger automatic replenishment,
of Mini Viennetta on sticks and in cups in China. as well as an AI tool to optimise the allocation of cabinets.

Growing consumption and market development A commercial sustainability agenda

We are the number one player in out-of-home consumption, Sustainability has been an integral part of our Ice Cream
and a first mover in the direct-to-consumer quick commerce – brand for a number of years, and underpins our strategic
and we see further growth potential. Our Ice Cream Now platform priorities. Our focus is on commercial opportunities which
(ICNOW) continues to play a key role in creating consumption create value for our business and our customers. For example,
occasions throughout the year, and grew double-digit this year. we are targeting electricity use in freezer cabinets and have
We are working in partnership with digital aggregators and seen encouraging results from our 'warming up the cold chain'
grocery players to ensure our mainstream brands are available, pilots. To support wider efforts on decarbonisation, we have
supported by joint retailer promotions. Our Ice Cream business also shared some formulation patents with the industry and
in China is also capitalising on the growing trend of social continue to work with dairy producers to reduce GHG emissions
commerce to create new sales opportunities for our brands. – see page 44 for more.
Around a third of our total Ice Cream turnover is from emerging
markets, which had mid-single-digit growth in 2023. Low
per-capita consumption coupled with a large consumer base,
offer significant future growth opportunities for our iconic
mainstream brands.
We are accelerating market development programmes in our
eight biggest emerging markets. Despite currency devaluation
and high inflation in Turkey, we are growing competitively
and increasing volumes sold – by leveraging our portfolio
and through strong sales execution. In China, against a
challenging macroeconomic backdrop, we strengthened our
competitive position by increasing availability of our brands,
with a focus on digital commerce. And in Brazil, we delivered
strong sales and margin progression following a multi-year
transformation programme.

Stepping up performance and productivity

A difficult year calls for reflection. Functional integration and
especially productivity are the core drivers of our future growth The acquisition of Yasso, a premium frozen Greek yogurt
and profitability. Through competitor benchmarking, we have brand in the US, adds to our portfolio strength.
identified significant productivity gaps. Tackling this is especially

Unilever Annual Report and Accounts 2023 33

Review of the Year

Our People & Culture

Our business is powered by over 128,000 people

who work in factories, offices, distribution
warehouses, R&D centres and across a variety of
customer-facing roles. We have a clear plan to dial
up the performance edge in our culture, to deliver
consistent and competitive performance.

34 Unilever Annual Report and Accounts 2023

34 Unilever Annual Report and Accounts 2023

Performance highlights

Employee engagement
% engagement rate in annual UniVoice survey

Gender diversity in senior management

% employees in senior leadership roles one work level below ULE

Gender diversity in management

% employees in management roles including senior management and ULE

Total Recordable Frequency Rate

Accidents per million hours worked

Unilever Annual Report and Accounts 2023 35

 Review of the Year

Dialling up our
performance culture
Our transformation agenda
Last year, we began an important transformation initiative
to unlock the potential of our business. 2023 was our first full
year operating under the new category-focused organisation
structure and we have made good progress so far – but there
is more work to do. To support the next critical stage of our
transformation, we have set out a clear Growth Action Plan to
dial up the performance edge of our culture. We already have
a strong and identifiable culture. Building on this foundation,
we believe that a greater focus on performance will help us to
ultimately deliver more consistent and competitive growth.
This year, we relaunched our people strategy to harness the
many positives of the new category-focused organisation and
to target the areas that require further work. Our strategy
focuses on four priority areas: dialling up the performance

"
edge in our culture, creating a faster and simpler organisation,
We have a diverse talent building a diverse talent powerhouse, and developing
capabilities to sharpen our competitive edge.
base, highly engaged
people and a vibrant Strong culture fundamentals
Our annual UniVoice survey is a key measure of employee
culture. We are now dialling sentiment – and a helpful diagnostic of our culture today – to

up the performance edge in ensure we take the right actions for the future. The response
rate increased this year, with 106,000 office-based and factory
our culture to accelerate employees completing the survey. The results confirmed that

"
(a)
employee engagement has increased to 84% – versus 83% in
growth. 2022 – well above the industry benchmark. This demonstrates
that Unilever has many enduring qualities, such as: belief in our
products; trust in senior leadership; and support for our strategy.
This year’s survey results also pointed to the many positive aspects
Nitin Paranjpe of our culture: a strong commitment to safety, sustainability and
Chief People and Transformation Officer integrity, and concern for inclusion and wellbeing. However, it
also highlighted areas that have prevented us from executing
consistently at scale, notably on aspects of our performance
culture and operational effectiveness.

Highlights
Linking behaviours to performance
This year, we began to take the first steps to dial up the
Began work to dial up our performance performance edge in our culture. Our first priority has been
edge focused on goal setting, reward to simplify our standards of leadership to make it clear what
and leadership behaviours. behaviours we expect of our people. We are now being more
explicit about how these relate to business performance –
emphasising performance enablers such as agility versus
our competitors, getting closer to consumers and partnering
with customers. Our focus next year will be to embed these
Launched a global initiative equipping behaviours into our talent acquisition and management
and empowering our people to shape processes as well as continuing our work to foster psychological
safety – a key enabler of performance culture. We will also be
their careers. refining some of our reward mechanisms to increase the line
of sight between reward and performance.

Embedded gender and diversity Faster and simpler organisation

representation requirements into our We have seen tangible evidence in the past year that the
executive search contracts for senior new category-focused organisation we have put in place is
starting to deliver quicker, more empowered decision-making by
leadership roles. our leadership. For example, we have been able to take decisive
action to reduce the number of active SKUs across our portfolio
and have started to unlock efficiency improvements from the
integration of end-to-end value chains into our Business Groups.
Invested in targeted capability building While the latest UniVoice survey showed signs of improvement
in our biggest markets including customer on the speed of our decision-making, we know there is more
strategy and planning, digital marketing work to do in some critical parts of our business. One area of
and generative AI. focus next year will be on making our go-to-market customer
development operations as effective as possible.

36 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Building a diverse talent powerhouse

Our talent base is strong and diverse, and we are focused on
continuing to develop this further. To support the development
of our internal talent pipeline, we launched ‘Shape Your Own
Adventure’ – a global initiative to empower employees to
develop the skills, performance edge and leadership they
need to progress in their careers. Our recent UniVoice survey
showed that employee perceptions of career development
opportunities have since improved.
Securing a strong pipeline of future talent is an important area
of focus. We are the FMCG employer of choice for graduates
and early career talent in 10 out of our 20 biggest markets,
as well as having the highest number of followers on LinkedIn
for our industry. Access to hybrid working is a key requirement
for a growing number of jobseekers and so we continue to
refine our hybrid approach, to strike the right balance
between in-person time and remote working arrangements.
We are also developing our approach to flexibility for In November, employees from around the world joined a global
employees to increase our access to talent and support Unilever Live webcast to learn more about the Growth Action
business agility. Our ‘U-Work’ flexible employment model – Plan and the critical role they play in delivering this.
which combines the security of regular employment with the
flexibility of contract work – is now active in 10 markets. Safety-first
Creating an inclusive and equitable workplace underpins Health and Safety is a key part of our Code and ways of
our talent strategy – and supports our aim to become more working. It is deeply embedded in our culture, governance
consumer-centric. We continue to pilot our new Equity & and operating structures, with accountability at all levels.
Inclusion Advancement Framework and through this work Our programmes and standards cover all employees and
have identified specific interventions to eliminate any contractors who work on our sites. Strong safety leadership is
unintended bias and discrimination in our people practices key to our work. Since 2022, over 100 leaders have visited 30
and policies across under-represented groups. This year, we countries as part of a safety leadership site visit programme –
maintained gender balance at management level and we showing their commitment to safety and encouraging people
are aiming to increase representation of women at more to speak up when they witness unsafe behaviour.
senior levels – which now stands at 36% – through targeted
interventions such as embedding gender and diversity We have dedicated programmes to address key safety risks,
requirements into executive search for senior leadership roles. including road safety which is a primary cause of injury among
our employees. For example, we upgraded our global fleet
procurement policy to ensure that all new Unilever vehicles
Capabilities to sharpen competitive edge purchased have the most advanced safety features, such as
blind spot detection and anti-collision systems.
Our focus this year has been on senior leadership capabilities,
including a bespoke multi-year programme for our top 140 By continuing to strengthen our safety-first mindset and targeting
leaders. This aims to drive a higher appetite for risk-taking and key safety risks, our employee Total Recordable Frequency Rate
a focus on speed and agility. We are also investing in targeted (TRFR) improved by 13% versus 2022, to 0.58 accidents per million
capability building in our biggest markets to step up expertise hours worked. Accidents involving our people are addressed with
in customer strategy and planning, digital marketing and the utmost care and attention. A contractor sadly passed away
generative AI. We also continue to roll out programmes to reskill while working at one of our factories. We responded with a full
and upskill our frontline workforce on digital capabilities. investigation and applied the lessons learned to sites worldwide
to prevent a similar reoccurrence.
Alongside our work on safety, we continue to support
Business integrity employees who are experiencing occupational and mental
Unilever’s Code of Business Principles and Code Policies are health challenges. This year, we grew our 4,000-strong network
the non-negotiable expectations we set to ensure we grow of trained Mental Health Champion volunteers as well as
responsibly. Our employees are required to submit an annual offering a wide range of mental health support resources.
pledge to confirm they have understood, and commit to, and
adhere to, the Code. It is embedded through comprehensive
business integrity training programmes, covering issues such
as countering corruption and harassment. Our zero-tolerance
(a) Engagement is a composite score of four other metrics focused on: pride
approach to bribery is supported by targeted mandatory training, in working for Unilever; job satisfaction; willingness to recommend Unilever
including for those in frontline customer and supplier roles. for employment; and intention to remain employed by Unilever. This year,
106,000 employees took part in the survey.
Across all areas of our Code, we received 1,390 Code reports
this year – an increase of 21% versus last year. This reflects
our efforts to encourage people to ‘speak up’ when they see
Code breaches. We have also strengthened our procedures to
check that employees have not experienced retaliation after
reporting a breach of the Code. Following investigations by
our Business Integrity teams, we closed 969 Code reports and
confirmed 507 reports as breaches, resulting in 337 people
leaving the business.

Unilever Annual Report and Accounts 2023 37

Review of the Year

Planet & Society

We continue to embed sustainability into the core

of our business. Our focus from 2024 will be on
accelerating progress against our four key priorities:
climate, nature, plastics and livelihoods.

38 Unilever Annual Report and Accounts 2023

Performance highlights

GHG emissions reduction in our operations

% change in GHG emissions from energy and refrigerant use since 2015

Scope 3 GHG emissions

Million tonnes CO2e in scope of our net zero ambition

Deforestation-free supply chain

% of palm oil, paper and board, tea, soy and cocoa order volumes
(a)
which were deforestation-free by the end of 2023

97.5%
Virgin plastic reduction
% change in total tonnes of virgin plastic used vs 2019 baseline

Diverse supplier spend

Total spend in €

For additional information on these metrics see page 65.

(a) Deforestation-free refers to the meeting of Unilever's deforestation-free
requirements.

Unilever Annual Report and Accounts 2023 39

 Review of the Year

More focus for

bigger impact
Building on our sustainability commitment
We have been driving an ambitious and wide-reaching
sustainability agenda since 2010. During that time, we have
taken decisive action to embed sustainability into the core
of our business. This Annual Report provides a review of our
progress this year against the goals we set in 2021.
We are more certain than ever that it is the right time to focus
our sustainability efforts on the four key priorities where we
are best placed to drive impact: climate, nature, plastics
and livelihoods. We will focus our resources on accelerating
progress against these, and we intend to publish a smaller
number of new or updated medium-term goals in 2024.
Human rights will continue to underpin our sustainability
agenda and we remain committed to issues such as Equity,
Diversity & Inclusion – see page 42.

" Our approach to sustainability

is evolving to accelerate
progress on four key priorities:
Climate
Our Climate Transition Action Plan (CTAP) outlines the actions
we are taking to reduce GHG emissions in our business and
across our value chain, to reach net zero by 2039. This Annual
Report contains our third CTAP Progress Report – see pages 43
climate, nature, plastics and to 47. We published our updated CTAP in March 2024, in

livelihoods. We will focus on advance of an advisory shareholder vote at our Annual

General Meeting in May 2024.
short-term actions to deliver
more impact.
"
Nature
Our business depends on nature, including land, forests
and water systems. We also recognise biodiversity loss as
an emerging risk, so protecting these systems is important
to ensure the resilience of our business and the communities
Rebecca Marmot where we operate. This year, we stepped up our efforts to
Chief Sustainability Officer deliver a deforestation-free supply chain and continued
to make investments to protect and regenerate nature.

Deforestation-free supply chain

Highlights In 2020, we set a goal to achieve a deforestation-free supply
chain in palm oil, paper and board, tea, soy and cocoa. By the
end of 2023, we had put in place the infrastructure, monitoring
Achieved interim GHG emissions reduction and verification systems to manage a deforestation-free
target in our operations and continued supply chain. For example, we have strengthened the
traceability and transparency of our palm oil supply chain
to build supplier capability to enable
by using satellite imagery and geolocation data to measure
future Scope 3 emissions reduction. deforestation. Additionally, 97.5% of our palm oil, paper and
board, tea, soy and cocoa order volumes were deforestation-
free by the end of 2023, based on Unilever's deforestation-free
requirements.
Set up infrastructure, monitoring We initiated a large-scale transformation programme within
and verification systems to manage our supply chain to reach this milestone, including independently
a deforestation-free supply chain by verifying our suppliers through audits. Strategic investments
have helped to drive change – including a €131 million ($142
the end of 2023. million) total investment in our Unilever Oleochemicals facility
to source deforestation-free palm oil and palm kernel oil
directly in the coming years. We have also worked with
suppliers to support the transformation in our soy supply
Reduced use of virgin plastic, chain, including investment in a ‘Green Refinery’ in Brazil which
alongside investment in new will increase the availability of deforestation-free soy for our
business and the wider industry.
Packaging R&D Centre.
Protecting and regenerating nature
Our Climate & Nature Fund continues to support our work to
protect and regenerate 1.5 million hectares of land, forests
Supplier diversity programme is now and oceans by 2030. By the end of 2023, the Fund had spent
active in 25 markets, broadening access and committed €0.3 billion, which has helped to protect and
to suppliers with the potential to benefit regenerate 0.3 million hectares since 2021 – an increase of
our business. 0.1 million hectares since 2022. In partnership with the Rimba

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Review of the Year

Collective, Dove aims to enhance and protect rainforests in

South East Asia as part of the ‘Dove Nature Regeneration
Project’. Hellmann’s, in partnership with others, continues to
work with soybean farmers in the US to encourage adoption of
regenerative agriculture practices.
Empowering smallholder farmers to embrace new agricultural
practices is another important part of our nature agenda.
Magnum is creating a more resilient supply chain by working with
cocoa farmers in Côte d’Ivoire to adopt agroforestry practices –
improving soil health, increasing yields and boosting farmers’
incomes. Our work to protect and regenerate nature is
underpinned by sustainable sourcing. In 2023, 79% of our 12 key
agricultural commodities were sourced sustainably versus 81%
in 2022. As part of our work to improve supply chain traceability
in support of our deforestation-free goal, we have invested in
buying palm oil directly from smaller suppliers. This has impacted
our certified palm oil volumes in the short-term.

Protecting water We are investing in our Packaging R&D Centre to develop

next-generation packaging materials and formats.
Water is a critical resource used to grow agricultural crops,
and in the manufacture and use of our products. This year,
we continued to roll out our water stewardship programmes
to more water-stressed areas. By the end of 2023 we had Designing for recycling and reuse
implemented 13 programmes. We are also building long-term We continue to design our packaging formats for recycling,
partnerships with suppliers to replace ingredients that do not such as using mono-material alternatives for our rigid packaging.
meet our biodegradability standards with biodegradable In 2023, the ‘actual recyclability’ rate of our plastic packaging
alternatives that continue to deliver superior performance. portfolio was 53%, compared to 55% in 2022. This decrease
In 2023, we continued to roll-out products with more was primarily driven by lower sales volume of recyclable rigid
biodegradable formulations such as Dove Body Wash in packaging formats, such as bottles and jars in North America
the US and Canada, and Simple Facial Cleansers in India. and Europe. The proportion of our plastic packaging which was
'technically recyclable' using existing technology, increased
marginally to 72% versus 71% in 2022. We recognise that ‘actual
Plastics recyclability’ at scale relies on the development of infrastructure
Tackling plastic waste and pollution is a critical priority for our to collect, sort and process the materials. We are also working
business. Although there is more work to do, we continue to with industry partners and other stakeholders to overcome
make progress against our goals. To accelerate action, we are challenges in the development of viable and scalable solutions to
refining our programmes and have invested in our Packaging replace hard-to-recycle plastic sachets – with alternative formats,
R&D Centre which brings together materials scientists, materials and business models.
packaging experts and digital modellers to develop next- We are working to increase the number of reusable and refillable
generation packaging materials and formats. formats, as well as strengthen refill business models. This year,
we expanded our network of refill outlets in Indonesia to around
Reducing virgin plastic 800, with our dish wash brands Rinso, Sunlight and Wipol now
We have reduced the amount of virgin plastic in our packaging available. We are also collaborating with partners such as the
by 18% since 2019, an improvement of 5% versus last year. Ellen MacArthur Foundation and the Consumer Goods Forum to
Using recycled plastic in our packaging is one of the biggest advocate for the systemic changes that will help make reuse-refill
levers to reduce our virgin plastic footprint – as well as models scalable and economically viable. And with the World
lowering Scope 3 GHG emissions (see page 44). In 2023, we Economic Forum's Consumers Beyond Waste initiative, we are
increased our use of recycled plastic in our packaging to 22%. developing a standardised approach for reuse measurement
Some of our biggest Power Brands – such as Hellmann’s, Dove and reporting to inform future policy.
and Sunlight – continue to drive the transition to recycled
plastic across our portfolio. We are also finding new packaging Collecting and processing plastic
solutions, such as ice cream wrappers which include 50% This year, we helped to collect and process 61% of our global
certified food-grade recycled plastic, with plans to roll this plastic packaging footprint. Our businesses in Indonesia and
out further in 2024. Vietnam continued to collect and process more plastic than
Alternative packaging materials and formats also play an they sold, through physical collection and the inclusion of
important role in reducing or removing plastic entirely. Our recycled plastic in packaging. In Latin America, we have
laundry brands have rolled out cardboard boxes for their invested in the Circulate Capital Ocean Fund to help scale
3-in-1 capsules across several European markets. And Pot waste management systems in the region and improve access
Noodle is trialling paper-based pots in the UK, with an to recycled materials.
estimated 4,000-tonne saving of virgin plastic per year
once fully launched. Advocating for a global plastics treaty
Making our packaging lighter also supports our virgin plastic Voluntary initiatives alone will not solve the challenge of
reduction efforts, while also lowering transport emissions. plastic pollution – policymakers play a key role in driving
This year, we launched new lightweight packaging formats for systemic change. As part of the Business Coalition for a
our Sure, Rexona and Dove roll-on deodorants, using around Global Plastics Treaty, we are campaigning for an ambitious
a third less plastic. And our new toothpaste tubes in Indonesia and effective UN treaty to end plastic pollution. This includes
and France are now designed for recycling and use less plastic advocating for the establishment of well-designed extended
than other toothpaste tubes in the market. producer responsibility (EPR) schemes.

Unilever Annual Report and Accounts 2023 41

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Review of the Year

Opportunities for under-represented groups

Our supplier diversity programme aims to enhance access
to new capabilities at the same time as supporting our
livelihoods work – and is focused on diverse businesses that
are owned, managed and controlled by members of under-
represented or minority groups. The programme is now active
in 25 markets following expansion to Colombia, Chile and
the Philippines, with our total spend reaching €1.1 billion in
2023. In Latin America, we have partnered with an accelerator
programme that supports diverse suppliers who are
developing sustainability solutions, with potential to benefit
our business.
We are one of the world’s largest advertisers by spend. Our
long-running Act 2 Unstereotype initiative aims to strengthen
the participation of under-represented communities in our
advertising. In 2023, we have focused on under-representation
of people with disabilities in advertising production, launching
We have helped 1.9 million small and medium-sized retailers an Inclusive Set Commitment to increase access and
grow by providing access to our digital commerce platforms opportunities across the industry.
such as Shikhar in India.

Human Rights
Livelihoods Respecting human rights is fundamental to how we operate
Our Livelihoods agenda aims to positively impact the and underpins our four sustainability priorities. The United
lives of people across our value chain, including suppliers, Nations Guiding Principles (UNGPs) on Business and Human
and small and medium-sized businesses. In 2023, our Rights continue to inform our approach.
livelihoods priorities were to: ensure our suppliers pay their
This year, we commissioned an external review of our human
employees a living wage; helping small and medium-sized
rights issues and concluded that the eight we identified in 2015
businesses grow; and to advance equity, diversity and
remain the most salient. However, we have broadened the
inclusion through our advertising and with our suppliers.
scope of some salient issues such as harassment which now
Underpinning our livelihoods agenda is an ongoing
includes bullying, and health and safety which considers
commitment to embedding and promoting respect for
impacts beyond the workplace. We now also formally
human rights throughout our value chain.
recognise the human rights impact of climate and gender
across all our salient issues.
Championing a living wage
In response to growing pressure on human rights defenders we
One of the most impactful ways we can improve livelihoods is
published new Principles in support of human rights defenders
by ensuring workers who directly provide goods and services
in our agriculture supply chain. Alongside targeted policy
to us are paid a living wage. Since 2021, we have focused our
interventions, our RPP continues to play a key role in setting
efforts on ensuring that the contracts we sign with dedicated
mandatory requirements for our suppliers across a range of
collaborative manufacturers include a requirement to pay
human rights and sustainability issues. In 2023, 85% of our
a living wage. We plan to make a living wage a mandatory
spend was with suppliers meeting RPP requirements, up from
requirement in our Responsible Partner Policy (RPP). In advance
76% in 2022.
of this, we have asked priority suppliers to voluntarily sign our
Living Wage Promise. To help create a level playing field and
mainstream living wage, we are also advocating for change
through industry forums such as the UN Global Compact as
well as supporting free, publicly accessible living wage data.

Helping small retailers grow

Our work with small and medium-sized retailers focuses on
scaling our digital commerce platforms so that they can buy
directly from us. In 2023, 1.9 million small retailers across
eight emerging markets were active on these platforms
– for example, our long-running Shakti initiative now includes
digital ordering through the Shikhar platform.

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Review of the Year

Climate Transition Action Plan: Annual Progress Report

Putting in place the foundations for net zero Our progress this year
Our first Climate Transition Action Plan (CTAP) was published in In 2023, we reduced our Scope 1 and 2 GHG emissions in our
2021, detailing our climate targets and some of the key actions operations by 74% against a 2015 baseline. This means we
to reduce greenhouse gas (GHG) emissions in our business and have achieved our interim target to reduce Scope 1 and 2 GHG
across our value chain, towards our net zero ambition by 2039. emissions by 70% by 2025, two years ahead of our ambition.
We published our updated CTAP in March 2024. This will be
GHG emissions in scope of our net zero ambition (referred to
subject to an advisory shareholder vote at the Annual General
as 'our GHG emissions', which excludes emissions from indirect
Meeting in May 2024.
consumer use) decreased by 1% in 2023 versus 2022. This
This report sets out the actions we have taken and progress reduction is net of increased emissions related to greater media
we made towards our climate targets in 2023. It also explains and marketing spend, and increased HFC propellant emissions
how we continued to improve the measurement and accuracy due to volume growth in US and Canadian aerosol products.
of our GHG emissions for the reporting period 2021-2023. An
In addition, our full value chain Scope 1, 2 and 3 GHG
analysis of our emissions and details of this revision are set
emissions reduced by 3%, on a per consumer use basis,
out on page 47.
versus 2022, and by 21% against a 2010 baseline.
More detail on performance against our climate metrics and
targets can be found on page 46.

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Review of the Year

Raw materials and ingredients transitioning to ingredients that use renewable or recycled
carbon. In 2023, we successfully launched hand dish wash
Raw materials and ingredients account for 52% of our GHG
products with plant-based surfactants and zero petrochemical
emissions and represent our largest emissions source. Raw
active agents in Indonesia. We also made good progress in
material and ingredient emissions from Forest, Land and
developing lower carbon proteins and enzymes for use in our
Agriculture (FLAG) decreased by 1% in 2023 while Energy
products in the future.
and Industrial (E&I) related emissions decreased by 2%.
In August, we ran an event with suppliers based in India –
In 2023, we started to establish the foundations for
including a number who are part of our Supplier Climate
accelerated GHG emissions reductions in future years by
Programme – to accelerate research into innovative
scaling up our Supplier Climate Programme, reaching a key
ingredients and production processes. 18 of these suppliers
milestone in our deforestation-free goal, and by continuing
pledged to reduce their GHG emissions and develop GHG-
to develop lower-emission ingredients in our cleaning and
reduction roadmaps. We are also working with two chemical
laundry products.
companies to develop lower GHG soda ash and surfactants for
use in laundry powders. Initial findings suggest that this could
Supplier Climate Programme result in significant GHG emissions reductions.
We continue to support suppliers of raw materials, ingredients
and packaging to deliver long-term reductions in GHG
emissions. In 2023, we expanded our Supplier Climate Packaging materials
Programme to reach more than 100 suppliers, with around Emissions associated with our packaging materials account
80 delivering on our asks. Our focus is on providing suppliers for 11% of our GHG emissions. In 2023, GHG emissions from
with access to tools and expert support to build key climate packaging decreased by 4% versus 2022, driven by a reduction
capabilities and to better measure their impact. in product volumes for the period measured (1 October 2022
Our suppliers with more mature climate programmes have to 30 September 2023), increased use of recycled plastic (PCR)
now sent us around 240 Product Carbon Footprint (PCF) data and further lightweighting in our packaging formats. See page
points that meet industry standards and can be incorporated 41 for more on plastic.
into our GHG measurement in the future. Alongside this, we are
helping to shape industry standards for PCF data through the
World Business Council for Sustainable Development’s Indirect procurement
Partnership for Carbon Transparency programme. Emissions associated with indirect procurement make up 16%
of our GHG emissions – and include emissions from media and
Deforestation-free supply chain and regenerative marketing suppliers. In 2023, we conducted a more detailed
agriculture review of our indirect procurement spend and the associated
emissions in this category. The largest category of spend here
To achieve our goal of a deforestation-free supply chain, we is our advertising and media spend. We need to work with third
have fundamentally reshaped the way we source the five key parties and suppliers in these areas to reduce these emissions.
commodities in scope – palm oil, paper and board, tea, soy and Unilever has been encouraging the advertising industry to
cocoa. By the end of 2023, we had put in place the infrastructure, reduce media and marketing related emissions, helping to
monitoring and verification systems to manage a deforestation- establish and continuing to support the industry initiatives
free supply chain. Additionally, by the end of 2023 97.5% of palm Ad Net Zero with the Advertising Association, and the Planet
oil, paper and board, tea, soy and cocoa order volumes were Pledge with the World Federation of Advertisers.
deforestation-free, based on Unilever's deforestation-free
requirements.
Our regenerative agriculture programme plays an important Our operations
role in transforming our value chain and reducing land-based Although our operations represent just 1% of our overall GHG
emissions from raw material production, as well as increasing emissions, it is the area where we have the most direct impact.
resilience within our supply chain. By moving to renewable electricity and renewable heat, and
Some of our climate actions including deforestation-free focusing on energy efficiency improvements, we have reduced
supply chain and regenerative agriculture are closely linked Scope 1 and 2 emissions by 74% versus our 2015 baseline.
to delivering our nature goals. See pages 40 to 41 for more Since 2015, energy efficiency in our manufacturing sites has
information on the progress we have made this year. improved by 15%. In 2023, we spent an additional €42 million of
capital expenditure on sustainability investments in our factories,
including energy efficiency and renewable energy projects.
Lower-carbon dairy
Reducing emissions from dairy products is a priority for our
Ice Cream Business Group. Through our Ben & Jerry’s brand,
Renewable electricity
we have expanded a lower-carbon dairy pilot to 17 farms, In 2023, 92% of our electricity came from renewable sources,
to further test new technology and regenerative agricultural a decrease of 1% versus 2022. This was partly driven by more
practices. The initiative, which began in 2022, aims to reduce accurate data from our combined heat and power plants and
GHG emissions from these dairy farms to half the industry increased on-site non-renewable electricity generation at
average by 2025. We are supporting each farm to build a some sites due to market conditions – such as grid electricity
tailored roadmap based on their knowledge and experience rationing in South Asia (known as ‘load shedding’). We have
of emissions reduction and the farming conditions at each also improved the quality of our Energy Attribute Certificate
location. We have also tested a feed additive that has the (EAC) sourcing and continue to align with RE100 criteria,
potential to reduce total GHG emissions by 12-15% per meaning we only report electricity as ‘renewable’ when the
kilogram of milk. certificate is issued from the same market in which the energy
is used. In markets where EACs are not available, we purchase
the equivalent amount of EACs from neighbouring markets to
Chemical ingredients
cover the energy used.
Our Home Care Business Group relies on chemicals derived
from fossil fuels and is working to reduce emissions by

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Review of the Year

Renewable thermal energy This will allow us to begin reformulating some of our aerosol
In 2023, 37% of our thermal energy came from renewable products in the US and will be a priority action to deliver GHG
sources. We continue to switch to electric-powered heating emission reductions in the future.
technologies, such as heat pumps and to biofuels sourced in
line with our Biofuel Sourcing Principles. For example, in 2023,
we commissioned a new biomass-fuelled hot air generator at Product end of life
our Min Buri factory in Thailand which is expected to deliver The disposal of product residuals and packaging, including
a reduction in Scope 1 GHG emissions of over 8,000 tonnes the biodegradation of product formulations after their use,
per year. accounts for 6% of our GHG emissions. In 2023, our product
end-of-life emissions fell by 2% versus 2022. We remain focused
on increasing the use of renewable and recycled ingredients
Logistics which lower GHG emissions as our products biodegrade. See
Logistics emissions from upstream transport and distribution chemical ingredients and packaging on page 44.
accounts for 3% of our GHG emissions and decreased by 13%
versus 2022. In 2023 we reduced our total logistics emissions
by 14% versus 2020. We are working to minimise the number Indirect consumer use
and length of journeys, as well as maximising the number Around a half of our products’ full value chain GHG emissions
of pallets carried per truck – shipping directly to consumers are indirect emissions associated with consumer use of our
where possible. This has resulted in a 7% reduction in products. In 2023, indirect consumer use emissions decreased
kilometres travelled per tonne of products sold in 2023, by 18% from 2022, as a result of reductions in product volumes
versus 2022. We have reduced total kilometres travelled by for the period measured (1 October 2022 to 30 September
19% since 2020. We have started to transition the fuel used for 2023) and ongoing grid energy decarbonisation in the US, UK
some of our truck fleet in the US, UK, Netherlands, Italy and and European Union. In the run-up to COP28, we advocated for
the United Arab Emirates to alternatives such as biofuels. greater investment in renewable electricity generation to triple
current capacity by the end of the decade.

Ice cream cabinets

The ice cream cabinets that we lease to retail stores account GHG impact of products across product lifecycle
for 4% of our GHG emissions. In 2023, cabinet emissions Our full value chain GHG emissions target includes both direct
decreased by 22% versus 2022. This was partly driven by and indirect consumer use emissions across the product
energy grid decarbonisation in the US, UK and some countries lifecycle. This is calculated using Scope 1, 2 and 3 emissions
in the European Union. Reductions also came from the across the full value chain, and the number of consumer uses
purchase of EACs to cover some of our cabinet electricity of our products (expressed as ‘per consumer use’ – single use,
consumption in Turkey and Indonesia – which accounts for portion or serving). In 2023, our GHG emissions per consumer
approximately half of the emission reduction from cabinets in use reduced by 3% versus 2022, and by 21% since 2010 –
2023. We will continue to evaluate EACs and other options to primarily due to reductions in indirect consumer use emissions.
support the transition of our cabinet fleet towards renewable
energy sources.
Using our influence
Additionally, we continue to invest in more energy-efficient
freezers, which has reduced average cabinet energy We continue to engage on policy areas that will help limit
consumption by around 2% in 2023. We have launched a guide global temperature rise to 1.5°C and unlock faster emissions
for our operating sales teams to train customers on how to run reduction in our value chain. In 2023, this included:
our freezers more efficiently, helping them to cut energy use ■ Working with RE100 to advocate for investment in zero

and reduce their running costs. carbon electricity grids and the introduction of market-
based renewable electricity mechanisms.
■ Commissioning research by the University of Oxford

Direct consumer use identifying the policy interventions needed to address the
carbon emissions of everyday cleaning, laundry, and home
In the majority of our markets, we use natural hydrocarbon
care products.
propellant gases with a low global warming potential (GWP)
■ Ahead of COP28, we endorsed a 'call to action' with other
– primarily in hairsprays, body sprays and spray deodorant.
organisations for the transition to include food systems
However, in the US and Canada, regulation on Volatile
in national climate plans. We also announced the Action
Organic Compounds (VOCs) restricts the use of these
Agenda on Regenerative Landscapes to accelerate the
propellants. Instead, hydrofluorocarbon (HFC) propellants with
transition of large agri-food businesses to regenerative
a higher GWP tend to be used by industry to lower VOC levels.
agriculture.
HFC propellant accounted for 3% of our GHG emissions in 2023,
and make up the majority of our GHG emissions from direct
consumer use of sold products.
Governance and disclosure
In 2023, GHG emissions from direct consumer use of sold Details on climate governance can be found in our TCFD
products increased by 1% versus 2022. This was driven by statement on page 48. In addition to the climate disclosures
product volume growth in the US and Canada, and the use of in our Annual Report and Accounts, we provide annual
a propellant system in our dry shampoo products, to comply submissions to CDP. In 2023, we received a rating of AAA- for
with 2023 reduction VOC regulation targets in the USA. After our CDP Forests, Water and Climate disclosures (based on
many years of working with the California Air Resources Board 2022 data).
to advocate for change, VOC regulations were updated in
the US in 2022 to include provisions permitting the use of
alternative propellant systems with lower GWPs.

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Review of the Year

Our climate metrics and targets

We use several key metrics and targets to assess and manage climate risks and opportunities across our full value chain.
Two of our near-term targets are validated as science-based by the Science Based Targets initiative ('SBTi'):
■ Reduce in absolute terms our operational (Scope 1 and 2) emissions by 100% by 2030 against a 2015 baseline and;

■ Halve the full value chain emissions (Scope 1 to 3) of our products on a per consumer use basis by 2030 against a 2010

baseline.
In addition, we have an interim target to reduce in absolute terms our operational emissions (Scope 1 and 2) by 70% by 2025
against a 2015 baseline.
While our operational target is validated by the SBTi as aligned with the 1.5°C ambition of the Paris Agreement, our full value
chain target is validated by SBTi as aligned with limiting temperature increase to 2°C. This is because it was set in 2010 and
validated by the SBTi before the 1.5°C validation was introduced. We intend to retire this target in 2024 once our new, more
ambitious near-term 1.5°C-aligned Scope 3 targets have been validated by the SBTi. These are as follows:
■ Reduce absolute energy and industrial Scope 3 GHG emissions from Purchased Goods and Services (associated with

ingredients and packaging), Fuel and Energy Related Activities, Upstream Transport and Distribution, direct emissions from
Use of Sold Products (associated with HFC propellants), End-of-Life Treatment of Sold Products, and Downstream Leased
Assets (associated with ice cream retail cabinets) by 42% by 2030 from a 2021 baseline year.
■ Reduce absolute Scope 3 Forest, Land and Agriculture (FLAG) GHG emissions from Purchased Goods and Services (associated

with ingredients) by 30.3% by 2030 from a 2021 baseline year.

For more details about this change, see our updated CTAP which is available on our website, and will be subject to an advisory
shareholder vote at our 2024 AGM.
We also set an ambition to achieve net zero emissions by 2039 and have additional nature and plastic goals which play an
important role in tackling climate change.

Progress against climate metrics and targets

The table below shows our progress against the key climate metrics and targets – see pages 43 to 45 for progress commentary.
Additionally, see page 66 for progress against our plant-based and food waste goals.

Metrics and targets Note 2023 2022 2021

(a) (b) (b)
GHG emissions in scope of net zero ambition (million tonnes CO2e) 1 52.86 53.63 56.25
Scope 1 and 2 GHG emissions (Unilever operations)
Reduce GHG emissions in our operations by 100% by 2030 (reduction in emissions from
(a)(c) Θ
energy and refrigerant use in our operations since 2015) -74% '-68% -64%
(a)(d) †
100% renewable electricity in our operations 92% 93% 86%
(a)(e)
100% renewable heat in our operations by 2030 37% – –
(a) † Θ
Energy use in GJ per tonne of production in our manufacturing sites 1.15 1.22 1.23
(a) † Θ
CO2 emissions from energy use in kg per tonne of production in our manufacturing sites 25.94 30.35 34.06
Scope 1, 2 and 3 GHG emissions (Unilever operations, upstream and downstream)
40%-50% reduction in logistics emissions by 2030 (% change since 2020) -14% -9% –
(f) △
Halve GHG impact of our products across the lifecycle by 2030 (% change since 2010) 3 -21% '-19% '-14%
Nature
(g) †(h)
Deforestation-free supply chain in palm oil, paper & board, tea, soy and cocoa by 2023 97.5% – –
(i)
100% sustainable sourcing for key agricultural crops 79% 81% 79%
Implement water stewardship programmes in 100 locations in water-stressed areas by 2030 13 8 –
†
Help protect and regenerate 1.5 million hectares of land, forests and oceans by 2030 (hectares) 0.3m 0.2m 0.1m
Plastics
(a)(j) †
25% recycled plastic by 2025 22% 21% 18%
Supported by:
€1 billion Climate & Nature Fund – spent and committed €0.3bn €0.2bn 0

† This metric was subject to independent limited assurance by PricewaterhouseCoopers LLP (‘PwC’) in 2023. For PwC's 2023 Limited Assurance report and the 2023
Unilever Basis of Preparation for assured metrics, see Independent Assurance in the Sustainability Reporting Centre on unilever.com.
Θ This metric was subject to independent limited assurance by PwC in 2022. For PwC's 2022 Limited Assurance report and the 2022 Unilever Basis of Preparation for
assured metrics, see Reporting Archive in the Sustainability Reporting Centre on unilever.com.
Δ This metric was subject to independent limited assurance by PwC in 2021. For PwC's 2021 Limited Assurance report and the 2021 Unilever Basis of Preparation for
assured metrics, see Reporting Archive in the Sustainability Reporting Centre on unilever.com.
(a) Measured for the 12-month period ended 30 September.
(b) Restated for 2021 and 2022. See Note 1 for further detail.
(c) These emissions exclude Scope 1 & 2 emissions related to small office and logistics sites, fuel consumption from company vehicles, methane and N2O from both fossil
fuels and biofuels, and SF6 from electrical insulators in grid connections.
(d) Excludes electricity related to small office and logistic sites.
(e) Excludes heat related to small office and logistic sites.
(f) Measured for the 12-month period ended 30 June.
(g) Deforestation-free refers to the meeting of Unilever's deforestation-free requirements.
(h) Measured for all commodity volumes ordered for the 3-month period October to December 2023 except for order volumes of palm oil for India measured only for
December 2023.
(i) Comprising 66% key agricultural crops purchased from suppliers that comply with the requirements set out in Unilever’s Sustainable Agriculture Code 2017 (71% in
2022, 69% in 2021) and, 13% purchased from non-sustainable suppliers but have been matched by Credits purchased for raw materials (10% in 2022, 10% in 2021).
(j) Scope of reporting on our plastic goals is 27 countries.

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Notes on metrics and targets

Note 1: Analysis of GHG emissions

2023 – 2022
GHG emissions (million tonnes CO2e) 2023 2022 2021 % change
(a) (b) (b)
Scope 1 and 2 GHG emissions: Unilever operations (Note 2) 0.73 0.81 0.91 -10%
(a) (b) (b)
Scope 3 GHG emissions in scope of our net zero ambition 52.13 52.82 55.34 -1%
Purchased goods and services 41.47 41.15 43.35 1%
Raw materials and ingredients – Forest Land and Agriculture (FLAG) 12.18 12.32 13.09 -1%
Raw materials and ingredients – Energy and Industrial (E&I) 15.35 15.71 16.93 -2%
Packaging materials 5.60 5.84 6.06 -4%
Indirect procurement 8.34 7.28 7.27 15%
Upstream transport and distribution (logistics) 1.57 1.81 1.91 -13%
Ice cream cabinets 2.30 2.93 3.09 -22%
Direct consumer use 1.48 1.46 1.23 1%
Product end of life 3.25 3.32 3.54 -2%
(c)
Others 2.06 2.15 2.22 -4%
Total Scope 1, 2 and 3 GHG emissions in scope of net zero ambition 52.86 53.63 56.25 -1%
Scope 3 GHG emissions – indirect consumer use 47.07 57.54 64.87 -18%
†
Total Scope 1, 2 and 3 GHG emissions 99.93 111.17 121.12 -10%
† This metric was subject to independent limited assurance by PricewaterhouseCoopers LLP (‘PwC’) in 2023. For PwC's 2023 Limited Assurance report and the 2023
Unilever Basis of Preparation for assured metrics, see Independent Assurance in the Sustainability Reporting Centre on unilever.com.
(a) Measured for the 12-month period ended 30 September.
(b) Restated for 2021 and 2022. See below for further detail.
(c) Includes Fuel and Energy related services, Capital goods, Waste generated in operations, Employee commuting, Business travel, Franchises, Downstream Transport
and Distribution.

In 2023, we implemented improvements in our GHG emissions measurement and restated our 2021 and 2022 GHG emissions
measurement to reflect these changes. The revised 2021 emissions are the baseline for our new 2030 Scope 3 emissions
reduction targets.
We improved our Scope 1 and 2 emissions measurement with more complete and accurate data related to small office and
logistics sites, fuel consumption from company vehicles, methane and N2O gases from both fossil fuels and biofuels and SF6 gas
from electrical insulators in grid connections. We also implemented a new measurement system for our most material Scope 3
emission categories which measures emissions from procured goods and services, using data on real volumes of procured raw
materials/packaging and services combined with standard emissions factors for these materials, applying the latest guidance
on the use of emissions factors (IPCC AR6) and the draft GHG Protocol Land Sector guidance.
As well as measuring emissions on a procurement basis, we are still using product footprint data – based on a representative
sample of products including the impact on indirect consumer use emissions – as part of our product innovation decisions. Over
time, we expect the new measurement system to be able to incorporate this data and provide product footprint information.

Note 2: Analysis of GHG emissions in our operations

Scope 1 and 2 GHG emissions (million tonnes CO2e) 2023 2022 2021
(a) (b) (b)
Scope 1 GHG emissions 0.62 0.66 0.73
Renewable energy 0.04 0.03 0.04
Non-renewable energy 0.56 0.61 0.67
(c)
Refrigerants and other gases 0.02 0.02 0.02
(a) (b) (b)
Scope 2 GHG emissions 0.11 0.15 0.18
Purchased renewable electricity 0 0 0
Purchased non-renewable electricity 0.03 0.06 0.09
Purchased renewable thermal energy 0 0 0
Purchased non-renewable thermal energy 0.08 0.09 0.09
Total Scope 1 and 2 GHG emissions 0.73 0.81 0.91

(a) Measured for the 12-month period ended 30 September.

(b) Restated for 2021 and 2022. See Note 1 for further detail.
(c) Other gases include SF6, PFCs and NF3.

Note 3: Analysis of GHG emissions per consumer use

GHG per consumer use 2023 2022 2021

(a)
GHG impact per consumer use (grams CO2e) 40.0 41.4 43.6
(a) △
Reduction in GHG impact per consumer use since 2010 (%) -21% '-19% '-14%

△ This metric was subject to independent limited assurance by PwC in 2021. For PwC's 2021 Limited Assurance report and the 2021 Unilever Basis of Preparation for
assured metrics, see Reporting Archive in the Sustainability Reporting Centre on unilever.com.
(a) Measured for the 12-month period ended 30 June.

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Task Force on Climate-related Financial Disclosures statement

The following statement, which Unilever believes is consistent Additional ULE subcommittees are also in place to support
with the Task Force on Climate-related Financial Disclosures our climate agenda and ULE decision-making, including:
(TCFD) Recommendations and Recommended Disclosures, ■ Business Operations Sustainability Steering Committee:

details the risks and opportunities arising from climate Provides strategic guidance on implementation of our
change, the potential impact on our business and the actions climate, nature and livelihoods goals within our extended
we are taking to respond. We also integrate climate-related supply chain. Chaired by our Chief Business Operations
disclosures throughout this Annual Report and Accounts, Officer, attended together with our Chief Sustainability
including in our Climate Transition Action Plan (CTAP) Annual
Officer (CSO), Chief Procurement Officer and Head
Progress Report on pages 43 to 47. A detailed breakdown of
of Sustainable Business and Reporting.
our emissions can be found on page 47. We have updated our
■ Climate and Nature Investment Committee: Evaluates and
CTAP, in advance of an advisory shareholder vote at our Annual
General Meeting in May 2024. See our website for the latest CTAP. approves investment proposals and reviews progress against
key milestones for the Climate & Nature Fund, our €1 billion
commitment to fund disruptive transformations across our
Governance value chain. Chaired by our Chief Business Operations Officer
The overall governance structure for managing Unilever’s together with our CSO, Chief R&D Officer, Head of Sustainable
climate risks and opportunities is the same as for any of Business and Reporting, and our five Business Group Presidents.
Unilever’s other key risks and opportunities i.e. all of the Each Business Group has a sustainability lead to ensure that
following play a key role in governance: the Board, the Board sustainability risks and opportunities are embedded into their
subcommittees, ULE, ULE subcommittees, Business Group strategies and performance is monitored.
leadership teams, specialist management governance groups
and specialist teams together with the support of relevant We also have a specialist corporate team, the Global
policies and procedures applied by everyone in the business Sustainability Function, led by our CSO. This team supports the
(see page 88). Business Group teams in developing their business strategies
whilst also driving transformational change across markets
Whilst the Board takes overall accountability for the through advocacy and partnerships.
management of all risks and opportunities, including climate
change (see page 70), our CEO is ultimately responsible for In addition, included within the Supply Chain, R&D and Finance
oversight of our climate change agenda. The Board delegates corporate functions, we have teams of experts who are
specific climate change matters to each of the Board focused on the sustainability agenda which includes climate-
subcommittees: related matters. Their activities include developing relevant
■ The Corporate Responsibility Committee – oversees the policies and procedures, e.g. responsible sourcing and metric
development of Unilever’s sustainability agenda (which definitions (scope and calculation methodologies).
includes climate matters), and the progress against that
We regularly engage with our investors on a wide range of
agenda, including performance against specific targets,
sustainability matters including our climate strategy. In 2021,
whilst also reviewing sustainability-related risks,
we achieved shareholder support for our CTAP through an
developments and opportunities (see page 114).
advisory vote at our AGM. During the fourth quarter of 2023, we
■ The Audit Committee – oversees the non-financial
commenced our engagement with investors on our updated
disclosures in our Annual Report and Accounts, which
CTAP. We engaged with more than 20 of our largest institutional
includes climate-related disclosures. This includes reviewing
investors and have used their feedback to help shape the
the scope and results of any internal and external assurance
updated CTAP.
activities obtained over the disclosures (see page 109).
■ The Compensation Committee – supports the sustainability Remuneration for management employees – up to and
strategy which includes the climate strategy through including the ULE – continues to be formally linked to
alignment of Unilever’s incentive plan to the sustainability performance against climate change goals. Their reward
agenda and ambitions (see page 128). packages include fixed pay, a bonus as a percentage of fixed
■ The Nominating and Corporate Governance Committee – pay and eligibility to participate in a long-term Performance
is responsible for ensuring that the composition of the Share Plan (PSP).
Board provides sufficient skills and experience in
sustainability matters including climate change to deliver The PSP is linked to financial and sustainability performance,
on the sustainability agenda (see page 105). guided by our Sustainability Progress Index (SPI), which
■ The Board is supported by the ULE and the Sustainability
accounts for 25% of the total PSP award. The SPI in 2023 was
Advisory Council. The Council is made up of seven determined by considering performance against a number
independent external specialists in social and of sustainability goals – see page 136 for details.
environmental matters, and it convened in 2023 to guide See pages 136 to 137 for more on PSP including the role of
and critique our strategy. The ULE discuss key strategic the Board’s Compensation Committee and Corporate
sustainability matters at least quarterly. During 2023, Responsibility Committee in determining how the PSP
climate change matters were discussed at each meeting operates, and the SPI outcome each year.
including progress against our climate-related Compass
goals. The specific topics discussed included our GHG
emissions measurement and setting a new baseline for
our total emissions, GHG reduction plans for our Business
Groups, and implications of the changes in the SBTi
guidelines on setting new targets.

48 Unilever Annual Report and Accounts 2023

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Strategy and risk management The IPCC also sets out multiple pathways that the world
could take to limit global warming to 1.5°C. The nature
Climate change is a principal risk to Unilever which has the
of the pathway taken significantly impacts the risks and
potential – to varying degrees – to impact our business in the
opportunities that a business will face.
short, medium and long term. We face potential physical
environment risks from the effects of climate change on our In assessing the material risks and opportunities Unilever
business, including extreme weather and water scarcity. would face in a world focused on achieving 1.5°C, we have
reviewed in detail two pathways, ‘proactive’ and ‘reactive’,
Potential regulatory and transition market risks associated with
that we assessed as more likely than other more extreme
the shift to a low-carbon economy include changing consumer
possible pathways. In the ‘proactive’ route, there is an early
preferences and future government policy and regulation. These
and steady reduction of emissions as a result of a fast
also present opportunities. The potential impacts of climate
response from all economic actors, meaning there is less
change are taken into account in developing the overall
dependence on technological advancements to remove
strategy, our Business Group strategies and financial plans.
carbon from the atmosphere in the second half of the century.
More detail on these risks, opportunities and the mitigating Conversely, in the ‘reactive’ route, significant action by
and adaptation actions we are taking can be found on pages economic actors is delayed to 2030, after which a very rapid
50 to 55. transition across all actors is required, accompanied by
deployment at a very large scale of low-carbon energy and
The process for assessing and identifying climate-related risks carbon removal activities and technology.
is the same for each of the principal risks and is described on
page 70. The risks are reviewed and assessed on an ongoing
basis and formally at least once per year. For each of our
principal risks, we have a risk management framework
detailing the controls we have in place, who is responsible for
managing both the overall risk and the individual controls
mitigating it. We monitor risks throughout the year to identify
changes in the risk profile.
We regularly, where appropriate, carry out climate-related risk
assessments at site level, supplier level, as well as innovation-
project level. Climate-related risks are managed by the team
relevant to where the risk resides. For example, climate risks in
relation to commodities in the supply chain are managed by
our procurement team.

Understanding financial impact: scenario analysis

We have conducted several high-level scenario analyses on
the potential impacts of climate change to help us consider
and adapt our strategies and financial planning. In prior years,
we have reported the potential financial impacts of climate
change on our business in 2030 if average global temperatures
were to rise by 2°C and 4°C above pre-industrial levels by 2100.
This analysis led us to understand that limiting warming to
2°C would primarily expose us to economic and regulatory
transition risks, whereas a 4°C warming level would expose us to
unprecedented physical risks. In 2021, as new scientific evidence
was released by the UN’s Intergovernmental Panel on Climate
Change (IPCC) and the global consensus around the need for
governments to commit to a 1.5°C world strengthened, we
extended our scenario analyses to assess the impacts of a
1.5°C temperature increase above pre-industrial levels by
2100 on our business in 2030, 2039 and 2050.

Understanding and modelling the potential financial

impact on the business in 2030, 2039 and 2050 of
limiting global warming to 1.5°C
The IPCC’s sixth assessment report (AR6), the most up-to-date
compendium from the global scientific community on Proactive route Reactive route
climate change, states that limiting warming to 1.5°C above
Aggressive and persistent Gradual regulation by
pre-industrial levels is necessary to prevent the severe
■ ■

regulation from today 2030; very aggressive

environmental consequences that are likely to occur in a 2°C
Dramatic changes to post-2030
warmer world, and the catastrophic impacts that would
■

lifestyle from today, Continuation of historical

materialise if temperatures rose by 4°C.
■

towards minimising societal trends until 2030,

However, it also noted that achieving a 1.5°C world would still climate impact and social then rapid pivot
imply major disruption and would necessitate a fast and inequality ■ Major reliance on
aggressive transition of our global economy, encompassing ■ Reliance on available and technologies that are not
policy and regulation, production and consumption systems, proven technologies yet proven to scale
societal and economic structures and behaviours, and ■ Lower reliance on carbon ■ Higher reliance on carbon
infrastructure development and deployment of new technologies. removal technologies removal technologies

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Review of the Year

Risks and opportunities assessed in creating our Key risks and opportunities
1.5°C scenario Out of all the risks and opportunities we assessed as part
In creating our 1.5°C scenario analysis, we took the two of our 1.5°C scenario assessment, there are 11 which we
pathways and considered the five broad types of risks and believe are significant and could at some time in the future
opportunities using the TCFD risk framework: Regulatory risks; be material to our business. We have combined the outputs
Market risks; Physical environment risks; Innovative products from the ‘proactive’ and ‘reactive’ analyses since the risks and
and services opportunities; and Resource efficiency, resilience, opportunities are similar, with the differences only being in the
and market opportunities. We identified approximately 40 size and timing of impact. Due to the nature of climate risks
specific risk and opportunity areas which could impact us in and opportunities we are monitoring them across a number
2030, 2039 and 2050, each of which we assessed qualitatively, of time horizons. Short term (up to three years) – this aligns
supported where possible with high-level quantitative with our three-year strategic plans, medium term (three to
assessments. The assessments are based on financial ten years) and long term (beyond ten years).
scenarios and do not represent financial forecasts. They
Where we have been able to quantify the risk, the ranges
exclude any actions that we might undertake to mitigate
represent potential impacts of the different pathways.
or adapt to these risks.
Actions to mitigate and adapt to the risks and to capitalise
The quantitative assessments were developed to understand
on the opportunities have been consolidated into our
high-level materiality and order of magnitude financial impact
sustainability goals (pages 65 to 66) and our CTAP progress
rather than perform detailed simulations or forecasts on the
update (pages 43 to 47).
long-term future of markets and products.
Below we summarise the 11 risks and opportunities. Given
The data used was from internal environmental, operational,
the nature of our products, all of the risks noted below are
and financial data and external science-based data, and
applicable to all our Business Groups and there are only
assumptions from reputable and broadly used sources such
modest variations in their relative significance for each
as the IPCC or the International Energy Agency (IEA).
Business Group. For more details on key targets and goals,
see pages 65 to 66.

Regulatory risks

Risk Management of risk

Carbon tax
This includes carbon taxes and voluntary removal costs. Actions: We have a CTAP which sets out in detail activities to
Tightening regional or national regulations as well as reduce our carbon emissions. For example, our eco-design
climate commitments across individual businesses could programmes will reformulate our products with alternative
drive widespread implementation of these taxes or market less carbon-intensive ingredients and, through our Supplier
schemes. This could translate into rising direct and indirect Climate Programme, we are working with our largest suppliers
costs linked to carbon emissions, where the strongest impact to help them build plans to decarbonise the products they
would likely be on costs of sales linked to raw materials,
supply to us. We also aim to cut emissions from energy use
production, and distribution emissions. Carbon taxes on
in more than 3 million point-of-sale ice cream cabinets.
household emissions or costs passed through to our
consumers linked to household emissions may impact their In 2023, we submitted a new 2030 absolute emissions
disposable income and ultimately their purchasing power. reduction target to the SBTi which is awaiting approval.

Impact on Business Groups: All Business Groups could be We support the use of internal carbon pricing as a tool
impacted by carbon taxes or voluntary removal costs. Per unit to help us achieve our net zero emissions goal. We use
of consumption, our Ice Cream business has the highest an internal carbon price of €70 per tonne to inform our
carbon emissions from the use of dairy ingredients and the investment decision-making.
energy used in ice cream storage/transport/point-of-sale Key targets:
freezer cabinets. The highest absolute carbon emissions ■ Zero GHG emissions in our operations by 2030
from sourcing materials, production and distribution is in ■ Reduce absolute Scope 3 energy and industrial GHG
Home Care whereas it is lowest in Beauty & Wellbeing. emissions from Purchased Goods and Services (direct
Timeframe: Medium term to long term procurement), Fuel and Energy related activities, Upstream
Transport and Distribution, direct emissions from Use of
Sold Products (HFC propellants), End-of-Life Treatment
of Sold Products, and Downstream Leased Assets (ice
cream cabinets) by 42% by 2030 from a 2021 base year.
■ Reduce absolute Scope 3 FLAG (Forest, Land and

Agriculture) GHG emissions from Purchased Goods and

Services (ingredients) by 30.3% by 2030 from a 2021
base year.
■ Net zero GHG emissions ambition across our value chain

by 2039

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Review of the Year

Regulatory risks continued

Risk Management of risk

Land use regulations

These could drive reforms to radically restructure current global Actions: We monitor potential land use regulations to ensure
land use patterns to conserve and expand forest land, serving we understand their implications so that we can adapt our
as the main natural carbon removal solution. This could reduce raw material supply strategy. By the end of 2023 we had put in
land available for food crops, pasture and timber and hence place the infrastructure, monitoring and verification systems
access to our primary commodities which could drive reduced to manage a deforestation-free supply chain. In addition, we
crop output and increase raw material prices. are working with farmers across our supply chain to drive
Impact on Business Groups: All Business Groups could be sustainable sourcing and regenerative agriculture.
impacted by land use regulation. The majority of our products
Key goals:
are derived from agricultural raw materials and thus any
■ Deforestation-free supply chain in palm oil, paper and
limitations placed on land use would have a similar impact
board, tea, soy and cocoa by 2023
across each Business Group. Specific land use regulations vis-
■ Help protect and regenerate 1.5 million hectares of land,
à-vis certain usages/crops could impact the Business Groups
forests and oceans by 2030
differently e.g. if dairy farming land was restricted and nothing
else, then the Ice Cream business would be most impacted.
Timeframe: Medium term to long term

Product composition regulations

These could restrict or ban the use of certain GHG-intensive Actions: We monitor regulatory developments to ensure
components and ingredients in everyday products. This would that our product composition is compliant and that future
require the redesign of products and packaging to comply, innovations/products are designed to consider forthcoming
which could increase costs. climate-related legislation. As part of our CTAP, we are
Impact on Business Groups: All Business Groups could be committed to reducing the GHG impact of our products and as
impacted by product composition regulations. If there was part of this, we are reviewing our intensive GHG components
a ban on the use of GHG-intensive ingredients/components, and ingredients and looking for substitutions or how changes
then there is a greater likelihood that the impact on our in their production processes can reduce their GHG emissions.
Personal Care and Home Care businesses would be greater We have a diverse portfolio of products and offer a range of
than on our other businesses, as some personal care products formats to meet consumers' needs and this helps mitigate
in certain countries use HFC propellants and in home care, the potential impact of restrictions or bans on specific GHG-
various chemicals such as soda ash are used. intensive materials. Specifically, on HFC propellants, we have
Timeframe: Medium term to long term successfully advocated for a change in regulations in the US to
allow the use of alternative less carbon-intensive propellants.
Key goals:
■ Reduce emissions from aerosol propellants in the US and

Canada

Sourcing transparency and product labelling regulations

These could increase significantly through pressure from Actions: We monitor regulatory developments to ensure that
regulators, consumers, and investors. This could lead to our product labelling is compliant and that future innovations/
disclosure compliance risks and rising commodity costs products are designed to consider forthcoming climate- related
linked to radical transition to transparent supply chains, legislation. As part of our CTAP we are committed to improving
as well as a potential loss of market share to more sourcing transparency, through collaboration with our
transparent competitors. suppliers, and transparency with consumers through product
Impact on Business Groups: All Business Groups could be labelling. We are currently working with the EcoBeautyScore
impacted by sourcing transparency and product labelling Consortium to develop a common labelling convention that
regulations and, given the nature of all the raw materials will allow consumers to compare the environmental impact
used, the risk to each Business Group is equal. of products. We have a diverse portfolio of products and offer
Timeframe: Medium term to long term a range of formats to meet consumers' needs and this helps
mitigate the potential impact of product labelling regulations.
Key goals:
■ 100% sustainable sourcing for key agricultural crops

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Review of the Year

Regulatory risks continued

Risk Management of risk
Extended producer responsibility (EPR)
This means that producers are held accountable for their Actions: We support EPR policies and schemes and we are
environmental and social impacts across the product value investing directly in waste collection, processing and capacity-
chain. This could lead to improvements of lifecycle traceability building projects to recycle more plastic.
from sourcing to managing end-of-life treatment of products Innovation is also critical to help develop:
and packaging. Circular product design and manufacturing ■ Suitable packaging that is fully recyclable and more widely
practices could become a requirement in many regions to recyclable.
incentivise efficient and responsible resource extraction, and ■ Product formats suitable for refill and reusable packaging
pass waste management costs through higher disposal and solutions.
recycling fees to producers. ■ Higher levels of recycled material into our packaging and

Impact on Business Groups: All Business Groups could be components.

impacted by the extended producer responsibility risk. Given Key goals:
the nature of our products and their packaging, the risk to ■ 50% virgin plastic reduction by 2025
each Business Group is equal with the exception of the Ice ■ 100% reusable, recyclable or compostable plastic packaging
Cream business which does not sell product in single-use by 2025
sachets. These sachets are difficult to collect and recycle. ■ 25% recycled plastic by 2025

■ Collect and process more plastic than we sell by 2025

Timeframe: Short term to long term
Energy transition and rising energy prices
This could be driven by increased electrification, the Actions: We mitigate our market risks by decarbonising our
deployment of renewable energy solutions, associated operations through eco-efficiency measures in our factories,
transmission, distribution and storage infrastructure, as well powering our operations with renewables and transitioning
as the adoption of emerging low-carbon technologies such heating and cooling for our factories to lower emission and
as biogas, green hydrogen and ammonia. This could increase renewable sources (see page 44).
our operations, suppliers, and end-consumers’ utility costs.
Key goals:
Impact on Business Groups: All Business Groups could be ■ 100% renewable electricity by 2030
impacted by energy transition and rising energy prices and the ■ Transition to 100% renewable heat by 2030
likely impact would be equal across all the Business Groups.
Timeframe: Short term to long term
Energy and commodity market volatility
This could potentially lead to increased uncertainty in Actions: We manage commodity price risks through forward-
financial planning and forecasting for key commodities, as buying of traded commodities and other hedging
well as a higher cost associated with risk management. Other mechanisms.
considerations include potential manufacturing or supply
disruptions linked to availability or higher cost of energy and Key goals:
sourced commodities. ■ 100% sustainable sourcing for key agricultural crops

Impact on Business Groups: All Business Groups could be

impacted by energy and commodity market volatility and the
likely impact would be equal across all the Business Groups.
Timeframe: Short term to long term

Physical environment risks

Risk Management of risk

Water scarcity
This could lead to increased droughts while limited resources to Actions: We mitigate physical environment risks by investing in
irrigate soils could reduce crop outputs. Water shortages could new products and formulations that work with less water, poor
also impact our manufacturing sites and our ability to supply quality water or no water. Many of our hair care products now
water-based products. Our consumers could also face water have fast-rinse technology as standard, using less water and
shortages in their everyday activities in certain regions, creating we have developed concentrated home care products which
a need for water-smart or waterless products or services. reduce water use at our sites but also contribute to reduced
Impact on Business Groups: All Business Groups could be packaging and distribution costs. We are working with local
impacted by water scarcity. Given the nature of our products, communities to develop water stewardship programmes.
the impact of drought on crop production would be equal We monitor changing weather patterns on a short-term
across all Business Groups. However, the impact of water basis and integrate weather system modelling into our
shortages on consumers would likely impact their washing forecasting process.
behaviours and hence impact the Personal Care and Home
Care businesses to a greater extent. Key goals:
■ Implement water stewardship programmes in 100 locations
Timeframe: Medium term to long term in water-stressed areas by 2030

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Review of the Year

Physical environment risks continued

Risk Management of risk

Extreme weather events

This could significantly disrupt our entire value chain. Actions: We have extreme weather contingency plans which
Sustained high temperatures could lead to reduced crop we implement as necessary to secure alternative key material
outputs due to reduction in soil productivity which could supplies at short notice or transfer or share production
translate into higher raw material prices. Weather events such between manufacturing sites. We manage commodity price
as hurricanes or floods, which would become increasingly risks through forward-buying of traded commodities and other
common and intense, could cause plant outages or disrupt hedging mechanisms. Our Regenerative Agriculture Principles
our distribution infrastructure. Additionally, macroeconomic
and Sustainable Agriculture Code encourage our agricultural
negative shocks, caused by extreme weather events, could
raw material suppliers to adopt practices which increase their
reduce or destroy consumer demand and purchasing power
among affected communities. productivity and resilience to extreme weather and we aim to
increase the hectares of protected and regenerated land.
Impact on Business Groups: All Business Groups could be
impacted by extreme weather, the most likely significant impact Key goals:
being the reduction of crop outputs which, given the nature of ■ Help protect and regenerate 1.5 million hectares of land

our products, would impact the Business Groups equally.

Timeframe: Medium term to long term

Innovative products and services opportunities

Opportunity Capitalisation of opportunity

Growth in plant-based or lab-grown foods

This could increase rapidly in the coming years. As people Actions: We are capitalising on innovative product and service
become more environmentally conscious and there is opportunities by offering a range of vegan and vegetarian
regulation on land use, we could see a rise in plant-based products in our Nutrition and Ice Cream Business Groups.
diets away from animal-based protein.
Key goals:
Timeframe: Short term to long term ■ €1.5 billion of sales per annum from plant-based products

in categories whose products are traditionally using animal-

derived ingredients by 2025

Resource efficiency, resilience, and market opportunities

Opportunity Capitalisation of opportunity

Investment in energy transition technologies

This represents a shift to efficient and less centralised energy Actions: We capitalise on resource efficiency opportunities by
supply and consumption (e.g. through on-site renewable generating renewable electricity at our factory sites where
energy generation and storage), zero-emission logistics and feasible (see page 44), targeting emissions reduction from our
designing products for resource-efficient consumption. This logistics suppliers and own vehicle fleet (see page 45) and
could drive decarbonisation across the value chain, while through product reformulations which make our products
opening up the opportunity to access the utility market as more resource efficient in use – for example, many of our
an off-grid generator and create new revenue streams
laundry products are now low-temperature washing as
from grid balancing or demand side response services, or
standard (see page 25).
providing excess renewable power of oversized capacity
to supply chain partners. Key targets:
■ Zero GHG emissions in our operations by 2030
Timeframe: Short term to long term

Unilever Annual Report and Accounts 2023 53

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Summary of high-level quantitative assessment

We have undertaken high-level quantitative assessments for six risks and opportunities. The results are shown in the tables
below. These assessments show the gross impact before any action which Unilever might take to respond. The ranges reflect
the different results from the reactive (r) and proactive (p) pathways assessed. We first undertook scenario analysis in 2017 on
2°C and 4°C scenarios. In 2021, we completed a 1.5°C scenario analysis.
The results of this work on the way to 1.5°C is consistent with this previous work. The key differences are due to: the more extreme
measures that would need to be taken to achieve a 1.5°C outcome; the evolution of the scientific assumptions contained within
the IPCC's AR6 report; and a more detailed approach to the scenario analysis. The financial impact in 2030 is more significant
in the 1.5°C scenario. However, the scenario avoids the greater negative impacts from the physical risks associated with higher
temperature rise scenarios in 2050 and beyond. In 2023, we updated our financial impact assessment of carbon tax and
voluntary carbon removal costs based on i) restated 2021 baseline emissions, ii) an assumption that we achieve 90% reduction
by 2050 and iii) only carbon removals are used to achieve net zero goals (no offsets).
Our current internal carbon price of €70 per tonne, reviewed annually, is based on the range and expected increase from the
High-Level Commission on Carbon Pricing’s report, released in 2017, concluding on a carbon price of $40-$80 per tonne of CO2e
by 2020, rising to $50-$100 per tonne by 2030. The carbon prices used for our 1.5°C scenario analysis for the medium to long term
(2030–2050) range from $90/tonne to $250/tonne across the proactive and reactive pathways. These are based on the IEA’s
Global Energy and Climate ('GEC') 2023 Model 'Net Zero Emissions by 2050 Scenarios' which assume that carbon prices rise
rapidly across all advanced economies as well as in emerging economies with net zero emissions pledges. Our carbon pricing
progression thus reflects the expectation from IEA modelling that carbon prices will increase from current prevailing levels.

Potential financial impact on profit in the

Financial quantification of assessed risks and opportunities year (€bn)
(a)

Regulatory and Market Risks Key assumptions Sensitivity 2030 2039 2050
1. Carbon tax and voluntary carbon ■ Absolute zero Scope 1 and 2 emissions
removal costs by 2030
We quantified how high prices from ■ Scope 3 emissions taxes exclude
carbon regulations and voluntary removal indirect consumer use emissions
markets for our upstream Scope 3 ■ 90% reduction of emissions by 2050 from p -5.4 -10.4 -1.8
emissions might impact our raw and 2021 baseline
packaging materials costs, our ■ Carbon price would reach 250 USD/
distribution costs and the neutralisation tonne by 2050, rising more aggressively
of our residual emissions post-2039.
in early years in a proactive scenario
■ The price of carbon removals would
reach 88 USD/ tonne by 2050
■ Removal of 100% emissions on and after
2039 r -3.5 -9.3 -1.8
■ 100% of emissions on or after 2039
exposed to both removal costs and
carbon taxes

2. Land use regulation impact on food ■ By 2050, in a proactive scenario, land

crop outputs use regulation would increase prices by:
We quantified how changing land use ■ Palm: ~28% p -0.8 -2.1 -5.1
■ Commodities and food ingredients:
regulation to promote the conversion of
current and future food crops to forests ~33%
By 2050, in a reactive scenario, land use
could drive reduced crop output and lead ■

regulation would increase prices by:

to increased raw material prices,
■ Palm: ~10%
impacting sourcing costs. ■ Commodities and food ingredients:
r -0.3 -0.7 -1.7
~11%

3. Impact of rising energy prices for ■ High uncertainty surrounds possible

suppliers and in manufacturing shifts to energy prices during a
We quantified how electricity and gas transition to 1.5°C world p -0.6 -1.5 -3.4
price increases could impact both total ■ Analysis assumes that by 2050 average
energy annual spend as well as indirect electricity prices would:
cost increases passed through from raw ■ Rise ~16% in The Americas

material suppliers. ■ Rise ~18% in Europe

(b)
■ Decline ~1% in ASIA/AMET/RUB
r -0.6 -1.5 -3.4
■ By 2050, average global gas prices
would rise by ~141%

(a) These potential financial impacts are based on high-level quantitative assessments of certain risk and opportunity areas which could impact us in 2030, 2039 and
2050 and assume no actions to mitigate risk are taken and if no actions to capitalise on opportunities are taken.
(b) Refers to Asia, Africa, Middle East, Turkey, Ukraine and Belarus.

54 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Review of the Year

Potential financial impact on profit in the

Financial quantification of assessed risks and opportunities year (€bn)
(a)

Physical Environmental Risks Key assumptions Sensitivity 2030 2039 2050

4. Water scarcity impact on crop yields ■ By 2050, in a proactive scenario, water
We quantified how increased water- scarcity would increase prices by:
stressed areas and prolonged droughts ■ Palm: ~10% p -0.2 -0.5 -1.2
would reduce crop outputs due to water ■ Commodities and food ingredients:
scarcity in agricultural regions, decreasing ~11%
crop viability, and impacting raw material ■ By 2050, in a reactive scenario, water
prices. scarcity would increase prices by:
■ Palm: ~14%
r -0.3 -0.7 -1.7
■ Commodities and food ingredients:

~16%

5. Extreme weather (temperature) ■ By 2050, in a proactive scenario,

impact on crop yields extreme weather would increase
We quantified how extreme weather prices by:
■ Palm: ~12%;
p -0.3 -0.8 -1.9
events such as sustained high
■ Commodities and food ingredients:
temperatures could impact crop output
and therefore sourcing costs across key ~14%
By 2050, in a reactive scenario, extreme
commodities.
■

weather would increase prices by:

■ Palm: ~18%
r -0.4 -1.1 -2.8
■ Commodities and food ingredients:

~21%

Opportunities Key assumptions Sensitivity 2030 2039 2050

6. Growth in plant-based foods category ■ By 2050, the total global market for
We quantified the potential revenue plant-based products would rise to
opportunity from anticipated growth ~USD 1.6 trillion p 0.5 1.7 6.4
in the global plant-based foods market ■ Maintain a constant market share
and possible market share in 2025. ■ Product mix and product margins
would remain constant
r 0.5 1.7 6.4

Next steps
The analysis suggests that policy interventions and changing socio-economic trends, such as regulations related to carbon
pricing, land use, product composition, sourcing transparency and product labelling, and EPR would have the most significant
impact on our value chain along the journey to a 1.5°C world. The next level of impact would be as a result of the transition of
the energy system with rising energy prices and market volatility. We would also experience the impact of physical environment
risks associated with a warmer climate, even in a 1.5°C world. While the potential risks and financial impact of limiting global
warming to 1.5°C are significant if no mitigating actions are taken, the impact of the potential risks that would exist if we were
not to reduce warming to 1.5°C is potentially even more significant.
The outcomes from our analysis provide us with initial high-level insights into these potential business and financial impacts.
These form an important input to our strategic planning process and updated CTAP.
In summary, the radical and disruptive system-wide transformation we could face in the journey to limit warming to 1.5°C by
2100, would present a significant range of material risks, where regulatory and economic risks would be the most disruptive.
However, many opportunities would also emerge, which we would be well placed to seize given our ambitious goals and targets
are aligned with a proactive route towards net zero by 2039.
There is still much to do to advance our understanding of the risks and opportunities facing our business and our industry, and
our strategic responses to such a radically different future. This analysis represents an important step to continue to engage
and challenge our business and our stakeholders to define how we can make sustainable living commonplace.

Metrics and targets

Our CTAP includes key metrics and targets to assess and manage climate risks and opportunities across our value chain. Two
of the targets are recognised as science-based targets by the Science Based Targets initiative (SBTi). We intend to retire our
target to halve our greenhouse gas impact across the lifecycle by 2030 in 2024. Therefore, we have submitted two new Scope 3
near-term targets to the SBTi during 2023 which are awaiting approval – see page 46 for more details. A summary of the climate
metrics and targets we are currently able to measure can be found on pages 46 to 47, and form part of these TCFD disclosures.

Unilever Annual Report and Accounts 2023 55

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

Financial performance
Unilever Group performance
Unilever 2023 2022 2021

Turnover growth (0.8)% 14.5% 3.4%

Underlying sales growth* 7.0% 9.0% 4.5%
Underlying volume growth* 0.2% (2.1)% 1.6%
Operating margin
16.4% 17.9% 16.6%
Underlying operating margin*
16.7% 16.1% 18.4%
Cash flow from operating activities €11.6bn €10.1bn €10.3bn
Free cash flow* €7.1bn €5.2bn €6.4bn
Net cash flow (used in)/from investing activities €(2.3)bn €2.5bn €(3.2)bn
Net cash flow (used in)/from financing activities €(7.2)bn €(8.9)bn €(7.1)bn

Business Group performance

Beauty & Wellbeing 2023 2022 2021

Turnover €12.5bn €12.3bn €10.1bn

Turnover growth 1.8% 20.8% 11.6%
Underlying sales growth*
8.3% 7.8% 8.5%
Operating margin
17.7% 17.6% 21.1%
Underlying operating margin*
18.7% 18.7% 22.1%

Personal Care 2023 2022 2021

Turnover €13.8bn €13.6bn €11.7bn

Turnover growth 1.4% 15.9% (2.3)%
Underlying sales growth*
8.9% 7.9% 0.3%
Operating margin
21.4% 16.6% 19.9%
Underlying operating margin*
20.2% 19.6% 21.3%

56 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

Business Group performance continued

Home Care 2023 2022 2021

Turnover €12.2bn €12.4bn €10.6bn

Turnover growth (1.8)% 17.3% 1.1%
Underlying sales growth*
5.9% 11.8% 3.9%
Operating margin
11.6% 8.6% 12.2%
Underlying operating margin*
12.3% 10.8% 13.4%

Nutrition 2023 2022 2021

Turnover €13.2bn €13.9bn €13.1bn

Turnover growth (5.0)% 6.1% 4.9%
Underlying sales growth*
7.7% 8.6% 5.5%
Operating margin 18.3% 32.4% 16.1%
Underlying operating margin*
18.6% 17.6% 19.3%

Ice Cream 2023 2022 2021

Turnover €7.9bn €7.9bn €6.9bn

Turnover growth 0.5% 14.8% 3.2%
Underlying sales growth* 2.3% 9.0% 5.7%
Operating margin 9.6% 9.8% 12.1%
Underlying operating margin*
10.8% 11.7% 13.9%
∗ Key Financial Indicators.

Underlying sales growth, underlying volume growth, underlying operating margin and free cash flow are non-GAAP measures. For further information about these
measures, and the reasons why we believe they are important for an understanding of the performance of the business, please refer to our commentary on non-GAAP
measures on pages 59 to 64.

Unilever Annual Report and Accounts 2023 57

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

Additional financial disclosures

Cash flow Goodwill and intangible assets were €39.5 billion. This was
Cash flow from operating activities increased by €1.5 billion. a decrease of €(1.0) billion compared to the prior year. The
This included a €0.8 billion favourable working capital decrease was due to an adverse currency impact of €1.0
movement in 2023 compared to a €0.4 billion outflow in billion, with other movements from the acquisitions of Yasso
2022. This was partly driven by a reduction of inventories of and OZiva offset by the disposal of Suave and classification of
€(0.8) billion due to the disposal of Dollar Shave Club and Elida Beauty as held for sale. See note 21 on pages 220 to 222
Suave and an improvement in the average inventory days on and note 9 on pages 195 to 197 for more.
hand. Receivables also decreased by €(0.8) billion offset by Other non-current assets decreased by €(0.3) billion with a
reduced payables of €(0.3) billion. The drivers included the exit reduced net pension surplus mainly due to lower interest rates
of the TSA arrangement relating to the disposal of the global leading to increased pension liabilities, partly offset by the
tea business. increased value of bonds and similar assets. Current assets
decreased by €(1.3) billion led by trade and other current
€ million 2023 2022
receivables, inventories and cash and cash equivalents, partly
Operating profit 9,758 10,755
offset by an increase in other financial assets and assets held
Depreciation, amortisation and impairment 1,579 1,946 for sale following the announcement on the sale of the Elida
Changes in working capital 814 (422) Beauty business. Inventories decreased by €(0.8) billion due to
Pensions and similar obligations less payments (281) (119) currency movements, improved inventory days on hand and
Provisions less payments (185) 203 the impact of business disposals. Receivables decreased by
€(1.3) billion, including the impact of €(0.6) billion due to
Elimination of (profits)/losses on disposals (433) (2,335)
currency movements and €(0.7) billion due to the exit of the
Non-cash charge for share-based compensation 212 177 TSA relating to the disposal of our global tea business. Cash
Other adjustments 97 (116) and cash equivalents decreased by €(0.2) billion.
Cash flow from operating activities 11,561 10,089
Non-controlling interest was flat versus the prior year.
Income tax paid (2,135) (2,807)
Net capital expenditure (1,703) (1,627)
Net debt*
Net interest paid (632) (457)
Closing net debt was €23.7 billion, in line with 31 December
Free cash flow* 7,091 5,198
2022. Capital returns of €4.4 billion in dividends and €1.5 billion
Net cash flow (used in)/from investing activities (2,294) 2,453 in share buybacks to PLC shareholders, as well as net spend
Net cash flow (used in)/from financing activities (7,193) (8,890) on acquisition and disposal activity, were fully funded by the
free cash flow delivery of €7.1 billion. Net debt to underlying
Income tax paid decreased by €(0.7) billion compared to the earnings before interest, taxation, depreciation and
prior year due to tax refunds, lower tax on disposals, changes amortisation (UEBITDA) was 2.1 as at 31 December 2023, in line
in geographical profit footprint and other one-off items. with the prior year. Underlying EBITDA means operating profit
before the impact of depreciation, amortisation and non-
Net cash flow used in investing activities was €(2.3) billion underlying items within operating profit. This is primarily used
compared to €2.5 billion in the prior year. This variance was to assess our leverage level.
primarily due to the cash proceeds received from the disposal
of the global tea business in 2022 of €4.6 billion. The net cash
outflow in 2023 was primarily the result of capital expenditure, Movement in net pension liability/asset
purchase of financial assets and acquisitions, partly offset by The table below shows the movement in net pension liability/
proceeds from the disposals of Suave and Dollar Shave Club. asset during the year. Pension assets net of liabilities were
Capital expenditure was at a similar level as the prior year. in surplus of €2.4 billion at the end of 2023 compared with a
surplus of €2.6 billion at the end of 2022. The decrease was
Net cash flow used in financing activities was €(7.2) billion
primarily driven by reductions in interest rates increasing
compared to €(8.9) billion in the prior year primarily due to a
liabilities more than assets.
lower net repayment of borrowings of €1.7 billion. The impact
€ million 2023
from share buybacks was consistent with the prior year.
1 January 2,569
Gross service cost (128)
Balance sheet Employee contributions 11
Actual return on plan assets (excluding interest) 131
€ million 2023 2022
Net interest income/(cost) 110
Goodwill and intangible assets 39,466 40,489
Actuarial gain/(loss) (870)
Other non-current assets 17,898 18,175
Employer contributions 407
Current assets 17,902 19,157
Currency retranslation 186
Total assets 75,266 77,821 (a)
Other movements (15)
Current liabilities 23,507 25,427
31 December 2,401
Non-current liabilities 30,995 30,693
Total liabilities 54,502 56,120 (a) Other movements relate to special termination benefits, changes in asset
ceiling, past service costs including losses/(gains) on curtailment, settlements
Shareholders’ equity 18,102 19,021
and other immaterial movements. For more details see note 4B on pages 185
Non-controlling interest 2,662 2,680 to 190.
Total equity 20,764 21,701 * Certain measures used in our reporting are not defined under IFRS. For further
Total liabilities and equity 75,266 77,821 information about these measures, please refer to the commentary on non-
GAAP measures on pages 59 to 64.

58 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

Finance and liquidity Further details are set out in the following notes to the
Approximately €0.9 billion (or 21%) of the Group’s cash and consolidated financial statements: note 10 on pages 197 to
cash equivalents are held in central finance companies, for 199, note 15C on pages 206 to 207, and note 20 on pages 219
maximum flexibility. These companies provide loans to our and 220. We are satisfied that our financing arrangements
subsidiaries that are also funded through retained earnings are adequate to meet our short-term and long-term cash
and third-party borrowings. We maintain access to global debt requirements. In relation to the facilities available to the
markets through an infrastructure of short- and long-term Group, borrowing requirements do not fluctuate materially
debt programmes. We make use of plain vanilla derivatives, during the year and are not seasonal.
such as interest rate swaps and foreign exchange contracts,
to help mitigate risks. More detail is provided in notes 16, 16A, Guaranteed US debt securities
16B and 16C on pages 208 to 214. The remaining €3.3 billion At 31 December 2023, the Group had in issue US$11.2 billion
(or 79%) of the Group’s cash and cash equivalents are held in (2022: US$10.8 billion; 2021: US$12.1 billion) bonds in
foreign subsidiaries which repatriate distributable reserves connection with a US shelf registration. See page 255 for
on a regular basis. For most countries, this is done through more information on these bonds and related commentary
dividends which are in some cases subject to withholding or on guarantor information.
distribution tax. This balance includes €98 million (2022: €449
million, 2021: €83 million) of cash that is held in a few countries
where we face cross-border foreign exchange controls and/or Non-GAAP measures
other legal restrictions that inhibit our ability to make these
balances available in any means for general use by the wider Certain discussions and analyses set out in this Annual Report
business. The cash will generally be invested or held in the and Accounts (and the Additional Information for US Listing
relevant country and, given the other capital resources Purposes) include measures which are not defined by
available to the Group, does not significantly affect the ability generally accepted accounting principles (GAAP) such as IFRS.
of the Group to meet its cash obligations. We closely monitor We believe this information, along with comparable GAAP
all our exposures and counter-party limits. Unilever has measurements, is useful to investors because it provides a
committed credit facilities in place for general corporate basis for measuring our operating performance, and our
purposes. The undrawn bilateral committed credit facilities ability to retire debt and invest in new business opportunities.
in place on 31 December 2023 were $5,200 million and €2,600 Our management uses these financial measures, along with
million. Further information on liquidity management is set the most directly comparable GAAP financial measures, in
out in note 16A to the consolidated financial statements. evaluating our operating performance and value creation.
Non-GAAP financial measures should not be considered in
isolation from, or as a substitute for, financial information
Material cash commitments from contractual and presented in compliance with GAAP. Wherever appropriate
other obligations and practical, we provide reconciliation to relevant
The following table shows the amount of our contractual and GAAP measures.
other obligations as at 31 December 2023. The material cash
commitments from contractual and other obligations arise
from our borrowings which include bonds, commercial paper, Explanation and reconciliation of non-GAAP
bank and other loans, interest on these borrowings and trade measures
payables and accruals.
Unilever uses ‘constant rate’ and ‘underlying’ measures
primarily for internal performance analysis and targeting
Due Due in purposes. We present certain items, percentages and
within 1 Due in Due in over 5 movements, using constant exchange rates, which exclude
€ million 2023 year 1-3 years 3-5 years years
the impact of fluctuations in foreign currency exchange rates.
Bonds 25,782 2,595 5,048 5,932 12,207
We calculate constant currency values by translating both the
Commercial paper, current and the prior period local currency amounts using the
bank and other prior year average exchange rates into euro, except for the
loans 1,973 1,972 1 — — local currency of entities that operate in hyperinflationary
Interest on economies. These currencies are translated into euros using
financial liabilities 4,268 607 1,032 805 1,824 the prior year closing exchange rate before the application
Trade payables of IAS 29.
and accruals 16,245 16,113 86 20 26
The table below shows exchange rate movements in our
Lease liabilities 1,691 407 576 346 362
key markets.
Other lease
commitments 291 64 42 37 148 Annual average Annual average
rate in 2023 rate in 2022
Purchase
(a)
obligations & Brazilian real (€1 = BRL) 5.405 5.414
other long-term Chinese yuan (€1 = CNY) 7.635 7.047
commitments 4,370 1,510 1,806 789 265
(b)
Indian rupee (€1 = INR) 89.232 82.303
Others 715 306 407 — 2
Indonesia rupiah (€1 = IDR) 16,457 15,535
Total 55,335 23,574 8,998 7,929 14,834
Philippine peso (€1 = PHP) 60.110 57.194
(a) For raw and packaging materials and finished goods.
UK pound sterling (€1 = GBP) 0.870 0.851
(b) Includes other financial liabilities and deferred consideration for acquisitions.
US dollar (€1 = US$) 1.081 1.050

Unilever Annual Report and Accounts 2023 59

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

In the following sections, we set out our definitions of the ■ underlying earnings per share;
following non-GAAP measures and provide reconciliation ■ underlying effective tax rate;
to relevant GAAP measures: ■ constant underlying earnings per share;
■ underlying sales growth;
■ free cash flow;
■ underlying price growth;
■ cash conversion;
■ underlying volume growth;
■ net debt;
■ non-underlying items;
■ underlying return on invested capital; and
■ underlying operating profit and underlying operating
■ underlying return on assets.
margin;

Underlying sales growth

Underlying sales growth (USG) refers to the increase in turnover for the period, excluding any change in turnover resulting from
acquisitions, disposals, changes in currency and price growth in excess of 26% in hyperinflationary economies. Inflation of 26%
per year compounded over three years is one of the key indicators within IAS 29 to assess whether an economy is deemed to be
hyperinflationary. We believe this measure provides valuable additional information on the underlying sales performance of the
business and is a key measure used internally. The impact of acquisitions and disposals is excluded from USG for a period of 12
calendar months from the applicable closing date. Turnover from acquired brands that are launched in countries where they
were not previously sold is included in USG as such turnover is more attributable to our existing sales and distribution network
than the acquisition itself.
The reconciliation of changes in the GAAP measure of turnover to USG is as follows:

Beauty &
2023 vs 2022 (%) Wellbeing Personal Care Home Care Nutrition Ice Cream Group
(a)
Turnover growth 1.8 1.4 (1.8) (5.0) 0.5 (0.8)
Effect of acquisitions 1.9 — — — 0.9 0.5
Effect of disposals (1.7) (0.9) — (6.9) — (2.1)
Effect of currency-related items, (6.2) (6.1) (7.2) (5.2) (2.7) (5.7)
of which:
Exchange rate changes (7.5) (8.0) (10.3) (6.8) (5.4) (7.8)
(b)
Extreme price growth in hyperinflationary markets 1.5 2.1 3.4 1.7 2.8 2.2
(b)
Underlying sales growth 8.3 8.9 5.9 7.7 2.3 7.0
2022 vs 2021 (%)
(a)
Turnover growth 20.8 15.9 17.3 6.1 14.8 14.5
Effect of acquisitions 3.8 — — 0.3 — 0.8
Effect of disposals (0.1) — — (7.1) — (1.8)
Effect of currency-related items, 8.1 7.4 4.9 4.9 5.4 6.2
of which:
Exchange rate changes 6.9 6.2 2.6 3.6 3.9 4.7
(b)
Extreme price growth in hyperinflationary markets 1.0 1.1 2.2 1.2 1.5 1.4
(b)
Underlying sales growth 7.8 7.9 11.8 8.6 9.0 9.0
2021 vs 2020 (%)
(a)
Turnover growth 11.6 (2.3) 1.1 4.9 3.2 3.4
Effect of acquisitions 6.0 — — 1.3 — 1.4
Effect of disposals — — (0.1) (0.3) (0.1) (0.1)
Effect of currency-related items, (3.0) (2.6) (2.6) (1.5) (2.3) (2.4)
of which:
Exchange rate changes (3.1) (2.9) (2.9) (1.8) (2.6) (2.6)
(b)
Extreme price growth in hyperinflationary markets 0.2 0.3 0.3 0.3 0.4 0.3
(b)
Underlying sales growth 8.5 0.3 3.9 5.5 5.7 4.5
(a) Turnover growth is made up of distinct individual growth components, namely underlying sales, currency impact, acquisitions and disposals. Turnover growth is
arrived at by multiplying these individual components on a compounded basis as there is a currency impact on each of the other components. Accordingly, turnover
growth is more than just the sum of the individual components.
(b) Underlying price growth in excess of 26% per year in hyperinflationary economies has been excluded when calculating the underlying sales growth in the tables
above, and an equal and opposite amount is shown as extreme price growth in hyperinflationary markets.

60 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

Underlying volume growth Underlying price growth

Underlying volume growth (UVG) is part of USG and means, Underlying price growth (UPG) is part of USG and means, for
for the applicable period, the increase in turnover in such the applicable period, the increase in turnover attributable to
period calculated as the sum of (i) the increase in turnover changes in prices during the period. UPG therefore excludes
attributable to the volume of products sold; and (ii) the the impact to USG due to (i) the volume of products sold; and
increase in turnover attributable to the composition of (ii) the composition of products sold during the period. In
products sold during such period. UVG therefore excludes determining changes in price we exclude the impact of price
any impact on USG due to changes in prices. growth in excess of 26% per year in hyperinflationary
economies as explained in USG above.

The relationship between USG, UVG and UPG is set out below:

2023 vs 2022 2022 vs 2021 2021 vs 2020

Underlying volume growth (%) 0.2 (2.1) 1.6
Underlying price growth (%) 6.8 11.3 0.3
Underlying sales growth (%) 7.0 9.0 1.9

Non-underlying items
Several non-GAAP measures are adjusted to exclude items defined as non-underlying due to their nature and/or frequency
of occurrence:
■ Non-underlying items within operating profit are: gains or losses on business disposals, acquisition and disposal related costs,

restructuring costs, impairments and other items within operating profit classified here due to their nature and frequency.
■ Non-underlying items not in operating profit but within net profit are: net monetary gain/(loss) arising from hyperinflationary

economies and significant and unusual items in net finance cost, share of profit/(loss) of joint ventures and associates and
taxation.
■ Non-underlying items are both non-underlying items within operating profit and those non-underlying items not in operating

profit but within net profit.

The breakdown of non-underlying items is shown below:

€ million € million € million

2023 2022 2021
Non-underlying items within operating profit before tax (173) 1,072 (934)
(a)
Acquisition and disposal-related costs (242) (50) (332)
(b)
Gain on disposal of group companies 489 2,335 36
(c)
Restructuring costs (499) (777) (632)
(d)
Impairments (1) (221) (17)
(e)
Other 80 (215) 11
Tax on non-underlying items within operating profit 207 273 219
Non-underlying items within operating profit after tax 34 1,345 (715)
Non-underlying items not in operating profit but within net profit before tax (153) (164) (64)
Interest related to the UK tax audit of intangible income and centralised services (11) (7) 10
Net monetary gain/(loss) arising from hyperinflationary economies (142) (157) (74)
Tax impact of non-underlying items not in operating profit but within net profit 12 (121) (41)
Tax related to the separation of the Tea business (4) (35) –
Taxes related to the reorganisation of our European business – – 31
Taxes related to the UK tax audit of intangible income and centralised services (5) (5) (29)
Hyperinflation adjustment for Argentina and Turkey deferred tax 21 (81) (43)
Non-underlying items not in operating profit but within net profit after tax (141) (285) (105)
(f)
Non-underlying items after tax (107) 1,060 (820)
Attributable to:
Non-controlling interest (6) (14) (30)
Shareholders' equity (101) 1,074 (790)
(a) 2023 includes a charge of €104 million for the revaluation of the minority interest liability of Nutrafol, €43 million relating to the disposal of Elida Beauty and €10
million (2022: €42 million) relating to the disposal of the global tea business.
(b) 2023 includes a gain of €497 million related to the disposal of Suave business in North America. 2022 includes a gain of €2,303 million related to the disposal of the
global tea business.
(c) Restructuring costs are comprised of strategic organisational change programmes (including Compass), and transformational technology and supply chain projects.
(d) 2022 includes an impairment charge of €192 million relating to Dollar Shave Club.
(e) 2023 includes €28 million net release after utilisation to the provision (2022: €89 million charge) relating to a product recall and market withdrawal by The Laundress,
€107 million release (2022: €82 million charge) relating to legal provisions for ongoing competition investigations and €54 million charge (2022: €42 million charge)
relating to our businesses in Russia and Ukraine.
(f) Non-underlying items after tax is calculated as non-underlying items within operating profit after tax plus non-underlying items not in operating profit but within net
profit after tax.

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Our Performance

Underlying operating profit and underlying This measure reflects the underlying tax rate in relation to
operating margin profit before tax excluding non-underlying items before tax
and share of net (profit)/loss of joint ventures and associates.
Underlying operating profit and underlying operating margin
mean operating profit and operating margin before the Tax impact on non-underlying items within operating profit is
impact of non-underlying items within operating profit. the sum of the tax on each non-underlying item, based on the
Underlying operating profit represents our measure of applicable country tax rates and tax treatment.
segment profit or loss as it is the primary measure used for This is shown in the table:
making decisions about allocating resources and assessing
performance of the segments. € million 2023 2022

The Group reconciliation of operating profit to underlying Taxation 2,199 2,068

operating profit is as follows: Tax impact of:
Non-underlying items within operating profit 207 273
€ million 2023 2022 2021
Operating profit 9,758 10,755 8,702 Non-underlying items not in operating profit but
(a)
within net profit 12 (121)
Non-underlying items within operating
Taxation before tax impact of non-underlying 2,418 2,220
profit 173 (1,072) 934
Profit before taxation 9,339 10,337
Underlying operating profit 9,931 9,683 9,636
Turnover 59,604 60,073 52,444 Share of net (profit)/loss of joint ventures and
associates (231) (208)
Operating margin 16.4% 17.9% 16.6%
Profit before tax excluding share of net profit/
Underlying operating margin 16.7% 16.1% 18.4% (loss) of joint ventures and associates 9,108 10,129
Further details on non-underlying items can be found on page Non-underlying items within operating profit
(a)
61 of the consolidated financial statements. before tax 173 (1,072)
Non-underlying items not in operating profit but
Refer to note 2 on page 181 for the reconciliation of operating
within net profit before tax 153 164
profit to underlying operating profit by division. For each
division, operating margin is computed as operating profit Profit before tax excluding non-underlying items
before tax and share of net profit/(loss) of joint
divided by turnover and underlying operating margin is
ventures and associates 9,434 9,221
computed as underlying operating profit divided by turnover.
Effective tax rate 24.1 20.4
Underlying effective tax rate 25.6 24.1
Underlying earnings per share (a) See page 61 for further details.
Underlying earnings per share (underlying EPS) is calculated
as underlying profit attributable to shareholders’ equity
divided by the diluted average number of ordinary shares. Constant underlying earnings per share
In calculating underlying profit attributable to shareholders’ Constant underlying earnings per share (constant underlying
equity, net profit attributable to shareholders’ equity is EPS) is calculated as underlying profit attributable to
adjusted to eliminate the post-tax impact of non-underlying shareholders’ equity at constant exchange rates and
items. This measure reflects the underlying earnings for each excluding the impact of both translational hedges and
share unit of the Group. price growth in excess of 26% per year in hyperinflationary
economies divided by the diluted average number of ordinary
The reconciliation of net profit attributable to shareholders’
share units. This measure reflects the underlying earnings
equity to underlying profit attributable to shareholders' equity
for each ordinary share unit of the Group in constant
is as follows:
exchange rates.
€ million 2023 2022 2021 The reconciliation of underlying profit attributable to
Net profit 7,140 8,269 6,621 shareholders’ equity to constant underlying earnings
Non-controlling interests (653) (627) (572) attributable to shareholders’ equity and the calculation
of constant underlying EPS is as follows:
Net profit attributable to shareholders’
equity – used for basic and diluted
€ million 2023 2022
earnings per share 6,487 7,642 6,049
Underlying profit attributable to shareholders’
Post-tax impact of non-underlying
equity 6,588 6,568
items 101 (1,074) 790
Impact of translation from current to constant
Underlying profit attributable to
exchange rates and translational hedges 992 (10)
shareholders’ equity – used for
underlying earnings per share 6,588 6,568 6,839 Impact of price growth in excess of 26% per year in
(a)
hyperinflationary economies (378) —
Adjusted average number of shares
(millions of share units) 2,532.4 2,559.8 2,609.6 Constant underlying earnings attributable to
shareholders’ equity 7,202 6,558
Diluted EPS (€) 2.56 2.99 2.32
Underlying EPS – diluted (€) 2.60 2.57 2.62 Diluted average number of share units (millions of
units) 2,532.4 2,559.8
Constant underlying EPS (€) 2.84 2.56

Underlying effective tax rate (a) See pages 59 to 61 for further details.

The underlying effective tax rate is calculated by dividing

taxation excluding the tax impact of non-underlying items by
profit before tax excluding the impact of non-underlying items
and share of net profit/(loss) of joint ventures and associates.

62 Unilever Annual Report and Accounts 2023

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Our Performance

Free cash flow Net debt is defined as the excess of total financial liabilities,
excluding trade payables and other current liabilities, over
Free cash flow (FCF) is defined as cash flow from operating
cash, cash equivalents and other current financial assets,
activities, less income taxes paid, net capital expenditure
excluding trade and other current receivables, and non-
and net interest payments. It does not represent residual
current financial asset derivatives that relate to
cash flows entirely available for discretionary purposes; for
financial liabilities.
example, the repayment of principal amounts borrowed is not
deducted from FCF. FCF reflects an additional way of viewing € million 2023 2022
our liquidity that we believe is useful to investors because
Total financial liabilities (29,622) (29,488)
it represents cash flows that could be used for distribution
Current financial liabilities (5,087) (5,775)
of dividends, repayment of debt or to fund our strategic
initiatives, including acquisitions, if any. Non-current financial liabilities (24,535) (23,713)
Cash and cash equivalents as per
The reconciliation of cash flow from operating activities to balance sheet 4,159 4,326
FCF is as follows:
Cash and cash equivalents as per
cash flow statement 4,045 4,225
€ million 2023 2022 2021
Cash flow from operating activities 11,561 10,089 10,305 Add: bank overdrafts deducted
therein 116 101
Income tax paid (2,135) (2,807) (2,333)
Less: cash and cash equivalents
Net capital expenditure (1,703) (1,627) (1,239) held for sale (2) 0
Net interest payments (632) (457) (340) Other current financial assets 1,731 1,435
Free cash flow 7,091 5,198 6,393
Non-current financial assets
Net cash flow (used in)/from investing derivatives that relate to financial
activities (2,294) 2,453 (3,246) liabilities 75 51
Net cash flow (used in)/from financing Net debt (23,657) (23,676)
activities (7,193) (8,890) (7,099)

Underlying return on invested capital

Cash conversion
Underlying return on invested capital (ROIC) is a measure of
Unilever defines cash conversion as free cash flow excluding the return generated on capital invested by the Group. The
tax on disposal as a proportion of net profit, excluding P&L measure provides a guide rail for long-term value creation
on disposal and income from joint ventures, associates and and encourages compounding reinvestment within the
non-current investments. This reflects our ability to convert business and discipline around acquisitions with low returns
profit to cash. and long payback. Underlying ROIC is calculated as underlying
operating profit after tax divided by the annual average of:
€ million 2023 2022
goodwill, intangible assets, property, plant and equipment,
Net profit 7,140 8,269 net assets held for sale, inventories, trade and other current
Gain on disposal of group companies (489) (2,335) receivables, and trade payables and other current liabilities.
Share of net profit of joint ventures and associates (231) (208)
€ million 2023 2022
Other loss/(income) from non-current investments
and associates 22 (24) Operating profit 9,758 10,755
Tax on gain on disposal of group companies (69) (1) Non-underlying items within
operating profit 173 (1,072)
Net profit excluding P&L on disposals, JV,
associates, NCI 6,373 5,701 Underlying operating profit before
tax 9,931 9,683
Free cash flow 7,091 5,198
Tax on underlying operating profit (2,545) (2,331)
Cash impact of tax on disposal 14 330
Underlying operating profit after
Free cash flow excluding cash impact of tax on
tax 7,386 7,352
disposal 7,105 5,528
Goodwill 21,109 21,609
Cash conversion (%) 111 97
Intangible assets 18,357 18,880
Property, plant and equipment 10,707 10,770
Net assets held for sale 516 24
Net debt
Inventories 5,119 5,931
Net debt is a measure that provides valuable additional
Trade and other current receivables 5,775 7,056
information on the summary presentation of the Group’s net
financial liabilities and is a measure in common use elsewhere. Trade payables and other current
liabilities (16,857) (18,023)
Period-end invested capital 44,726 46,247
Average invested capital for the
period 45,487 46,005
Underlying return on invested
capital (%) 16.2 16.0
(a) Tax on underlying operating profit is calculated as underlying operating profit
before tax multiplied by underlying effective tax rate of 25.6% (2022: 24.1%)
which is shown on page 62.

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Our Performance

Underlying return on assets divided by the annual average of: property, plant and
equipment, net assets held for sale (excluding goodwill and
Underlying return on assets is a measure of the return
intangibles), inventories, trade and other current receivables,
generated on assets for each Business Group. This measure
and trade payables and other current liabilities for each
provides additional insight on the performance of the Business
Business Group. The annual average is computed by adding
Groups and assists in formulating long-term strategies with
the amounts at the beginning and the end of the calendar
respect to allocation of capital across Business Groups.
year and dividing by two.
Business Group underlying return on assets is calculated as
underlying operating profit after tax for the Business Group

€ million
Beauty &
2023 Wellbeing Personal Care Home Care Nutrition Ice Cream Total
Underlying operating profit before tax 2,331 2,792 1,496 2,460 852 9,931
Tax on underlying operating profit (597) (716) (383) (631) (218) (2,545)
Underlying operating profit after tax 1,734 2,076 1,113 1,829 634 7,386
Property plant and equipment 1,773 2,340 1,979 1,976 2,639 10,707
Net assets held for sale — (31) — 15 — (16)
Inventories 1,179 1,128 785 1,090 937 5,119
Trade and other receivables 1,208 1,340 1,180 1,279 768 5,775
Trade payables and other current liabilities (3,439) (3,746) (3,626) (3,646) (2,400) (16,857)
Period-end assets (net) 721 1,031 318 714 1,944 4,728
Average assets for the period (net) 880 1,164 420 866 1,910 5,241
Underlying return on assets (%) 197 178 265 211 33 141
2022
Underlying operating profit before tax 2,292 2,679 1,344 2,449 919 9,683
Tax on underlying operating profit (552) (644) (324) (590) (221) (2,331)
Underlying operating profit after tax 1,740 2,035 1,020 1,859 698 7,352
Property plant and equipment 1,775 2,259 2,112 2,196 2,428 10,770
Net assets held for sale — 2 — 20 — 22
Inventories 1,386 1,352 909 1,267 1,017 5,931
Trade and other receivables 1,439 1,601 1,457 1,632 927 7,056
Trade payables and other current liabilities (3,562) (3,918) (3,955) (4,095) (2,493) (18,023)
Period-end assets (net) 1,038 1,296 523 1,020 1,879 5,756
Average assets for the period (net) 979 1,403 558 1,295 1,780 6,015
Underlying return on assets (%) 178 145 183 144 39 122

Other information Auditor's report

Accounting standards and critical accounting policies The Independent Auditor’s Report issued by KPMG LLP on the
consolidated results of the Group, as set out in the financial
The consolidated financial statements have been prepared
statements, was unqualified and contained no exceptions or
in accordance with IFRS as adopted by the UK and IFRS as
emphasis of matter. For more details see pages 157 to 172.
issued by the International Accounting Standards Board. The
accounting policies are consistent with those applied in 2022
except for the recent accounting developments as set out in 2022 financial review
note 1 on pages 177 to 179. The critical accounting estimates The financial review for the year ended 31 December 2022 can
and judgements and those that are most significant in be found on pages 54 to 59 of our Annual Report and Accounts
connection with our financial reporting are set out in note 1 on Form 20-F filed with the United States Securities and
on pages 177 to 179. Exchange Commission on 13 March 2023.

64 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Performance

Non-financial performance
Climate Goal 2023 2022 2021

Zero GHG emissions in our operations by 2030 (% change in

'-74%
Θ
tonnes of GHG emissions from energy and refrigerant use
(a)(b)
-100% '-68% -64%
since 2015)

Halve GHG impact of our products across the lifecycle by

'-21%
△
2030 (% change in grams of CO2e per consumer use since
(c)
-50% -19% '-14%
2010)

Nature Goal 2023 2022 2021

Deforestation-free supply chain in palm oil, paper & board,

tea, soy and cocoa by 2023 (% of palm oil, paper and board,
tea, soy and cocoa order volumes which were deforestation-
100% 97.5%†(e) – –
(d)
free by the end of 2023)

Help protect and regenerate 1.5 million hectares of land,

forests and oceans by 2030 (hectares)
1.5m 0.3m† 0.2m 0.1m
100% sustainable sourcing of our key agricultural crops
(% purchased)
(f) 100% 79% 81% 79%
Implement water stewardship programmes in 100 locations
in water-stressed areas by 2030 (number of water 100 13 8 –
stewardship programmes)

Plastics Goal 2023 2022 2021

50% virgin plastic reduction by 2025 (% change in total

tonnes of virgin plastic used vs 2019 baseline)
(a)(g) -50% -18% '-13% '-8%
100% reusable, recyclable or compostable plastic
53%
Θ
packaging by 2025 (% of total tonnes of reusable, recyclable
(a)(g)(h)
100% 55% 53%
or compostable plastic packaging used)

25% recycled plastic by 2025 (% of total used

in packaging)
(a)(g) 25% 22%† 21% 18%
Collect and process more plastic than we sell by 2025
(tonnes of plastic packaging collected and processed,
(a)(g)
100% 61% 58% –
% of tonnes of plastic sold)

Livelihoods Goal 2023 2022 2021

Spend €2 billion annually with diverse businesses

worldwide by 2025 (€ spend)
€2bn €1.1bn† €818m €445m
Help 5 million SMEs to grow their business by 2025
1.9m
Θ
(number of SMEs)
(i) 5m 1.8m 1.2m

Δ This table provides an overview of progress against the goals we set in 2021, aligned with our four sustainability focus areas announced as part of the Growth Action Plan.
See page 38 to 47 for progress commentary. Additional non-financial metrics can be found on page 66.
† This metric was subject to independent limited assurance by PricewaterhouseCoopers LLP (‘PwC’) in 2023. For PwC's 2023 Limited Assurance report and the 2023
Unilever Basis of Preparation for assured metrics, see Independent Assurance in the Sustainability Reporting Centre on unilever.com.
Θ This metric was subject to independent limited assurance by PwC in 2022. For PwC's 2022 Limited Assurance report and the 2022 Unilever Basis of Preparation for
assured metrics, see Reporting Archive in the Sustainability Reporting Centre on unilever.com.
Δ This metric was subject to independent limited assurance by PwC in 2021. For PwC's 2021 Limited Assurance report and the 2021 Unilever Basis of Preparation for
assured metrics, see Reporting Archive in the Sustainability Reporting Centre on unilever.com.
(a) Measured for 12-month period ended 30 September.
(b) These emissions exclude Scope 1 & 2 emissions related to small office and logistics sites, fuel consumption from company vehicles, methane and N2O from both fossil
fuels and biofuels, and SF6 from electrical insulators in grid connections.
(c) Measured for the 12-month period ended 30 June.
(d) Deforestation-free refers to the meeting of Unilever's deforestation-free requirements.
(e) Measured for all commodity volumes ordered for the 3-month period October to December 2023 except for order volumes of palm oil for India measured only for
December 2023.
(f) Comprising 66% key agricultural crops purchased from suppliers that comply with the requirements set out in Unilever’s Sustainable Agriculture Code 2017 (71% in
2022, 69% in 2021) and, 13% purchased from non-sustainable suppliers but have been matched by credits purchased for raw materials (10% in 2022, 10% in 2021).
(g) Scope of reporting on our plastic goals is 27 countries.
(h) Refers to ‘actual recyclability’ of plastic packaging, meaning that it is both technically possible to recycle the material; and that there are established examples to
recycle the material in the region where it is sold.
(i) Measured for the 3-month period October to December.

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Our Performance

Additional non-financial disclosures

Unilever is subject to a number of mandatory reporting requirements. In the following pages, we provide part of our Section 172
disclosure, our Streamlined Energy and Carbon Reporting disclosure, our non-financial and sustainability information statement
in line with the UK Companies Act 2006, our EU Taxonomy disclosure, and our employee gender reporting in alignment with the
UK Corporate Governance Code.

Additional non-financial metrics

The following table details our progress against a number of the goals we set in 2021. Progress against our non-financial KPIs
can be found on page 65.

Additional non-financial metrics Goal 2023 2022 2021

€1.5 billion of sales per annum from plant-based products in categories
whose products are traditionally using animal-derived ingredients by €1.5bn €1.2bn €1.2bn –
2025 (€ sales)
Double the number of products sold that deliver positive nutrition by Θ
(a) 54% 52% 48% 41%
2025 (% of servings sold)
85% of our portfolio to meet Unilever’s Science-based Nutrition Criteria
(a) 85% 81% – –
by 2028 (% of servings sold)
95% of packaged ice cream to contain no more than 22g total sugar per †
(a) 95% 89% 89% 89%
serving by 2025 (% of sales by volume)
95% of packaged ice cream to contain no more than 250 kcal per serving †
(a) 95% 94% 94% 94%
by 2025 (% of sales by volume)
Take action through our brands to improve health and wellbeing and
advance equity and inclusion, reaching 1 billion people per year by 2030 1bn 638m 667m 686m
(b)
(number of people reached through brand communications and initiatives)

Reskill or upskill our employees with future-fit skills by 2025 (% of

100% 24% 15% 7%
employees with future-fit skills)
†
Halve food waste in our operations by 2025 (% change since 2019) -50% '-30% -17% -4%
Maintain zero non-hazardous waste to landfill in our factories (%
0% 0% 0% 0%
disposed)

† This metric was subject to independent limited assurance by PricewaterhouseCoopers LLP (‘PwC’) in 2023. For PwC's 2023 Limited Assurance report and the 2023
Unilever Basis of Preparation for assured metrics, see Independent Assurance in the Sustainability Reporting Centre on unilever.com.
Θ This metric was subject to independent limited assurance by PricewaterhouseCoopers LLP (‘PwC’) in 2022. For PwC's 2022 Limited Assurance report and the 2022
Unilever Basis of Preparation for assured metrics, see Reporting Archive in the Sustainability Reporting Centre on unilever.com.
(a) Measured for 12-month period ended 30 September.
(b) Lifebuoy, Dove, Signal/Pepsodent and Vaseline contribute to this goal.

Section 172 statement

Under Section 172 of the UK Companies Act 2006 (‘Section 172’) directors must act in the way that they consider, in good faith,
would be most likely to promote the success of their company. In doing so, our Directors must have regard to stakeholders and
the other matters set out in Section 172. Our Section 172 statement includes the information set out on pages 91 to 94 of the
Governance Report. Pages 91 to 92 identifies our key stakeholders and provides examples of how the business engaged them
during 2023, with cross references to the Review of the Year section for more detail. Pages 93 to 94 details how our Directors have
taken steps to understand the needs and priorities of these stakeholders when setting Unilever’s strategy and taking decisions
concerning the business, including by direct engagement or via their delegated committees and forums. The relevance of each
stakeholder group may vary depending on the matter at hand.

66 Unilever Annual Report and Accounts 2023

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Our Performance

Streamlined Energy and Carbon Reporting (SECR)

In line with the requirements set out in the UK Government’s guidance on Streamlined Energy and Carbon Reporting, the
table below represents Unilever’s energy use and associated GHG emissions from electricity and fuel in the UK (1 October to
30 September), calculated with reference to the Greenhouse Gas Protocol. The scope of this data includes seven manufacturing
sites and 11 non-manufacturing sites based in the UK. In 2023, the UK accounted for 9% of our global total Scope 1 and 2 GHG
emissions as well as 6% of our global energy use, outlined in the table below. See page 44 for more on energy efficiency
measures taken during 2023.

UK operations 2023 2022 2021

Biogas (kWh) 9,354,000 13,520,000 10,025,000
Natural gas (kWh) 226,742,000 242,688,000 226,110,000
LPG (kWh) 0 937,000 1,411,000
Fuel oils (kWh) 716,000 0 0
Coal (kWh) 0 0 0
Electricity (kWh) 129,300,000 107,309,000 171,897,000
Heat and steam (kWh) 236,294,000 255,480,000 192,738,000
(a)
Total UK energy (kWh) 365,594,000 362,788,000 364,635,000
Total global energy (kWh) 5,971,759,000 6,609,692,000 7,002,482,000
(b)
Total UK Scope 1 emissions (tonnes CO2) 41,594 39,545 45,740
UK Scope 1 emissions (kg CO2) per tonne of production 64.2 50.5 56.9
(b)(c)
Total UK Scope 2 emissions (tonnes CO2) 0 0 0
UK Scope 2 emissions (kg CO2) per tonne of production 0 0 0

(a) Fleet and associated diesel use excluded as it is not material. Transportation is operated by a third party and accounted for under Scope 3.
(b) We report our emissions with reference to the latest Greenhouse Gas Protocol Corporate Accounting and Reporting Standard (GHG Protocol). Our only material GHG
from energy is CO2, reported as required by the GHG Protocol. Other gases are immaterial. Energy use data is taken from meter reads and energy invoices from each
site and then converted to kWh using standard conversion factors as published by the IPCC.
(c) Carbon emission factors for grid electricity calculated according to the ‘market-based method’. Total Scope 2 emissions reported as zero as we now use 100%
renewable grid electricity across all our sites in the UK.

Employee diversity
As part of our disclosure to comply with the UK Corporate Governance Code 2018 and the Companies Act 2006, the table below
shows our workforce diversity by gender and work level as at 31 December 2023.

2023 2022
(c)
Gender statistics Female Male Unspecified Female Male Unspecified
Board 5 7 0 5 8 0
42% 58% 38% 62%
Unilever Leadership Executive (ULE) 2 11 0 3 10 0
15% 85% 23% 77%
(a)
Senior management 29 52 0 27 60 0
36% 64% 31% 69%
(b)
Management 9,468 7,885 3 8,740 7,583 18
55% 45% 0.02% 54% 46% 0.1%
Total workforce 47,633 80,718 26 46,014 80,974 68
37% 63% 0.02% 36% 64% 0.06%

Employees who are statutory directors of the corporate entities included in this Annual Report and Accounts: 523 (63%) males and 309 (37%) females (see pages
234 to 244).

(a) Employees in senior management roles one work level below ULE (based on internal reporting definitions).
(b) Employees in management roles Including ULE and senior management.
(c) 'Unspecified' includes those who are not identified as male or female in our systems.

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Our Performance

Non-financial and sustainability information statement

In accordance with sections 414CA and 414CB of the Companies Act 2006 which outline requirements for non-financial
reporting, the table below is intended to provide our stakeholders with the content they need to understand our development,
performance, position and the impact of our activities with regards to specified non-financial matters. Our business model
can be found on pages 2 to 3, which identifies our stakeholder groups, and our principal risks can be found on pages 70 to 78.
Further information on these matters can be found on our website and in our Human Rights Report, including relevant policies.

Non-financial matter and relevant

sections of Annual Report Annual Report page reference

Environmental matters
Relevant sections of Annual Report and Accounts:
■ Climate ■ Policies and due diligence: pages 40 to 41 and 43 to 47
■ Plastics ■ Position and performance (including relevant non-
■ Nature financial KPIs): pages 46 to 47 and 65 to 66
■ Our Climate Transition Action Plan: Annual Progress Report ■ Risk: pages 48 to 55 and 72 and 73
■ Task Force on Climate-related Financial Disclosures ■ Impact: pages 40 and 41 and 48 to 55
statement
■ EU Taxonomy disclosures

Social and community matters

Relevant sections of Annual Report and Accounts:
■ Livelihoods ■ Policies and due diligence: page 42
■ Position and performance (including relevant
non-financial KPIs): page 65
■ Risk: pages 42 and 77
■ Impact: page 42

Employee matters
Relevant sections of Annual Report and Accounts:
■ Our People & Culture ■ Policies and due diligence: pages 34 to 37
■ Equity, diversity and inclusion ■ Position and performance (including relevant
■ Livelihoods non-financial KPIs): pages 34 to 37 and 65 and 66
■ Future of work ■ Risk: pages 34 to 37 and 74
■ Employee health and wellbeing ■ Impact: pages 34 to 37
■ Safety at work

Human rights matters

Relevant sections of Annual Report and Accounts:
■ Livelihoods ■ Policies and due diligence: page 42
■ Human Rights ■ Position and performance (including relevant
non-financial KPIs): pages 42 and 65
■ Risk: pages 42 and 77
■ Impact: page 42

Anti-corruption and bribery matters

Relevant sections of Annual Report and Accounts:
■ Our People & Culture ■ Policies and due diligence: page 37
■ Position and performance (including relevant
non-financial KPIs): page 37
■ Risk: pages 37 and 77
■ Impact: page 37

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Our Performance

EU Taxonomy disclosures
The EU Taxonomy sets out reporting obligations for certain European businesses. It outlines certain activities deemed to be
environmentally sustainable and refers to them as “eligible” and “aligned” activities. For financial year 2023, businesses need
to assess whether they have eligible activities within each of the six environmental objectives: i) climate change mitigation,
ii) climate change adaptation, iii) sustainable use and protection of water and marine resources, iv) transition to a circular
economy, v) pollution prevention and control, and vi) protection and restoration of biodiversity and ecosystems. Eligibility
reporting for objectives iii) to vi) is a new requirement for the financial year 2023 reporting.
If the eligible activities are considered to make a substantial contribution and do no significant harm in accordance with the
criteria set out in the regulations, then the eligible activities are designated as “aligned” as long as the business also meets
a minimum set of criteria with respect to human rights, bribery and corruption, taxation and fair competition.
The EU Taxonomy remains a work in progress, and in creating the current list of environmentally sustainable activities, the
European Commission have not yet considered our industry, focusing instead on the more carbon intensive industries where
they believe there is the most potential for climate change mitigation or adaptation.
Using the current list of eligible activities and the alignment criteria, we have reviewed the Group’s turnover, capital expenditure
and operating expenditure (as defined by the EU Taxonomy) to identify the extent of any eligible and aligned activities within
our business. The outcome of our review is presented below.
As the EU Taxonomy is not yet applicable to us and we are providing these disclosures voluntarily, we have chosen to set out the extent
of our eligible and aligned activities in a simplified format instead of showing them in the tables prescribed by the EU Taxonomy.

Turnover
None of our turnover as detailed in our consolidated income statement (page 173) for the year ended 31 December 2023 is
derived from eligible activities. As a consequence, none of our turnover can be classified as aligned.

Operating expenditure
Operating expenditure as per the EU Taxonomy is defined as directly incurred, non-capitalised costs relating to research and
development, building renovations, short-term leases and the repair and maintenance of property, plant and equipment. None
of our operating expenditure for the year ended 31 December 2023 is in respect of eligible activities. As a consequence, none of
our operating expenditure can be classified as aligned.

Capital expenditure (intangible assets and property, plant and equipment)

17.7% of our capital expenditure for the year ended 31 December 2023, as detailed in our consolidated financial statements
(pages 195 and 197 to 199) is in respect of eligible activities. There are eligible activities in respect to i) climate change
mitigation, ii) climate change adaptation. The majority of this relates to the acquisition of buildings as shown in the tables
below. There are no eligible activities in respect of iii) sustainable use and protection of water and marine resources, iv)
transition to a circular economy, v) pollution prevention and control, and vi) protection and restoration of biodiversity and
ecosystems. We have determined that none this eligible capital expenditure can be classified as aligned. The principal reason
is because we do not have sufficient detailed documentation to support that this expenditure makes a substantial contribution
to either the climate change mitigation or climate change adaptation environmental objectives. It should be noted that we do
meet the minimum set of criteria with respect to human rights, bribery and corruption, taxation and fair competition.

Taxonomy-eligible but not Taxonomy-aligned activities € million

4. Energy
4.1 – Electricity generation using solar photovoltaic technology 12.7
4.2 – Electricity generation using concentrated solar power (CSP) technology 0.2
4.9 – Transmission and distribution of electricity 0.1
4.14 – Transmission and distribution networks for renewable and low-carbon gases 1.2
4.15 – District heating/cooling distribution 0.1
4.16 – Installation and operation of electric heat pumps 1.7
4.24 – Production of heat/cool from bioenergy 3.8
5. Water supply, sewerage, waste management and remediation activities
5.1 – Construction, extension and operation of water collection, treatment and supply systems 0.5
5.2 – Renewal of water collection, treatment and supply systems 1.0
5.3 – Construction, extension and operation of waste water collection and treatment 0.8
5.4 – Renewal of wastewater collection and treatment 0.5
6. Transport
6.5 – Transport by motorbikes, passenger cars and light commercial vehicles 1.7
7. Construction and real estate
7.2 – Renovation of existing buildings 4.9
7.3 – Installation, maintenance and repair of energy efficiency equipment 8.2
7.4 – Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached
0.6
to buildings)
7.7 – Acquisition and ownership of buildings 366.0
Total Taxonomy-eligible but not Taxonomy-aligned activities 404.0

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Our Principal Risks

Our risk appetite and approach to risk For each of our principal risks we have a risk management
management framework detailing the controls we have in place and who
is responsible for managing both the overall risk and the
Risk management is integral to Unilever’s strategy and the individual controls mitigating that risk. Unilever’s functional
achievement of Unilever’s long-term goals. Our success as standards define mandatory requirements across a range of
an organisation depends on our ability to identify and specialist areas, which are key controls in mitigating these
exploit the opportunities generated by our business and in risks. Examples include health and safety, cyber, accounting
our markets. In doing this, we take an embedded approach and reporting, and financial risk management.
to risk management which puts risk at the core of the Board
agenda, which is where we believe it should be. Our assessment of risk considers both short-term and long-
term risks, including how these risks are changing, together
Unilever’s appetite for risk is driven by the following: with emerging risk areas. These are reviewed on an ongoing
■ Our growth should be consistent, competitive,
basis, and formally by senior management and the Board at
profitable and responsible. least once a year.
■ Our actions on issues such as plastic and climate change

must reflect their urgency, and not be constrained by the

uncertainty of potential impacts. Processes
■ Our behaviours must be in line with our Code of Business Unilever operates a wide range of processes and activities
Principles and Code Policies. across all its operations covering strategy, planning, execution
■ Our ambition to continuously improve our operational and performance management. Risk management is
efficiency and effectiveness. integrated into every stage.
■ Our aim to maintain a minimum A/A2 credit rating on

a long-term basis.
Assurance and re-assurance
Our approach to risk management is designed to provide
Assurance on compliance with the Code of Business Principles
reasonable, but not absolute, assurance that our assets are
and our Code Policies is obtained annually from Unilever
safeguarded, the risks facing the business are being assessed
management via a formal Code declaration. In addition,
and mitigated, and all information that may be required to
there are specialist awareness and training programmes
be disclosed is reported to Unilever’s senior management
which are run throughout the year and vary depending on the
including, where appropriate, the CEO and CFO.
business priorities. These specialist compliance programmes
supplement the Code declaration. An integrated assurance
map is maintained across the principal risks to confirm the
Organisation mitigation in place through the three lines of defence. Our
The Board has overall accountability for the management Corporate Audit function plays a vital role in providing to both
of risk and reviewing the effectiveness of Unilever’s risk management and the Board an objective and independent
management and internal control systems. The Board has review of the effectiveness of risk management and internal
established a clear organisational structure with well-defined control systems throughout Unilever.
accountabilities for the principal risks that Unilever faces in
the short, medium and long term. In this structure, the Board
has delegated the overall accountability for risk management Board assessment of compliance with the risk
to both the CEO and CFO. The distribution of accountabilities
management frameworks
and responsibilities ensures that every segment (either
Business Group or country) through which we operate has The Board, advised by the Committees where appropriate,
specific resources and processes for risk reviews and risk regularly review the significant risks and decisions that could
mitigation. This is supported by the ULE, which takes active have a material impact on Unilever. These reviews consider the
responsibility for focusing on the principal areas of risk to level of risk that Unilever is prepared to take in pursuit of the
Unilever, including any emerging areas of risks. The Board business strategy and the effectiveness of the management
regularly review these risk areas, including consideration of controls in place to mitigate the risk exposure.
environmental, social and governance matters, and retain The Board, through the Audit Committee, has reviewed the
responsibility for determining the nature and extent of the assessment of risks, internal controls and disclosure controls
significant risks that Unilever is prepared to take to achieve and procedures in operation within Unilever. They have also
its strategic objectives. considered the effectiveness of any remedial actions taken for
the year covered by this Annual Report and Accounts and up
to the date of its approval by the Board.
Foundation and principles
Details of the activities of the Audit Committee in relation to
Unilever’s approach to doing business is framed by our
this can be found in the Report of the Audit Committee on
purpose and values (see page 4). Our Code of Business
pages 107 to 111.
Principles sets out the standards of behaviour that we
expect all employees to adhere to. Day-to-day responsibility Further statements on compliance with the specific risk
for ensuring these principles are applied rests with senior management and control requirements in the UK Corporate
management across Business Groups, geographies Governance Code (2018), the US Securities Exchange Act (1934)
and functions. and the US Sarbanes-Oxley Act (2002) can be found on
pages 100 to 101.
A network of Business Integrity Officers and Committees
supports the activities necessary to communicate the Code,
deliver training, maintain processes and procedures (including
support lines) to report and respond to alleged breaches, and
to capture and communicate learnings. We have a framework
of Code Policies that underpins the Code of Business Principles
and sets out the non-negotiable standards of behaviour
expected from all our employees.

70 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Principal Risks
Our business is subject to risks and uncertainties. On the following pages we have identified the risks that we regard as the most
material to Unilever’s business and performance at this time.
Our principal risks include risks that could impact our business in the short term (i.e. the next two years), medium term (i.e. the
next three to ten years) or over the longer term (i.e. beyond ten years). As part of our process to review our principal risks, we also
consider any additional risks that could emerge in the future.
Our principal risks have remained consistent with previous years. We also reflect on whether we think the level of risk associated
with each of our principal risks is increasing or decreasing. There are three principal risks where we believe there is an increased
level of risk compared with last year:
■ Consumer preference: consumer choices and the manner in which they shop is rapidly evolving requiring us to be ahead of

our competition.
■ Climate change: this risk has further intensified during 2023, as actions to address global warming are not moving at the pace

anticipated and there has been an increase in physical climate risks seen by increased flooding and droughts together with
the ongoing global energy crisis.
■ Systems and information: technology is disrupting the way we do business and we need to accelerate innovation to keep pace

with the developments. The cyber threat landscape has increased in the recent past and continues to remain volatile.
Biodiversity loss continues to be monitored as an emerging risk. A loss of forests and soil due to potential physical and
regulatory risks could make future harvests more difficult and expensive in the long-term (see pages 51 to 53). Refer to our
Climate Transition Action Plan: Annual Progress Report (pages 43 to 47) for steps taken to improve biodiversity. Technological
advancements such as artificial intelligence, machine learning and augmented reality are disrupting the way we do business
and connect with consumers. We do not consider this as a principal risk yet but do acknowledge that it is both a risk and an
opportunity. We have an executive-level task force set up to identify the risks, opportunities and, at the same time, take
responsible action to keep pace with technology.
We set out below certain mitigating actions that we believe help us to manage our principal risks. However, we may not be
successful in deploying some or all of these mitigating actions. If the circumstances in these risks occur or are not successfully
mitigated, our cash flow, operating results, financial position, business and reputation could be materially adversely affected.
In addition, risks and uncertainties could cause actual results to vary from those described, which may include forward-looking
statements, or could impact on our ability to meet our targets or be detrimental to our profitability or reputation.

Risk Risk description Management of risk Level of risk

Consumer Our success depends on the value and We monitor external market trends and Increase
preference relevance of our brands and products to collate consumer, customer and shopper
consumers around the world and on our insights in order to develop brand strategies
ability to innovate and remain competitive. and build competitive advantage. We are
focused on developing superior products with
Consumer tastes, preferences and a particular focus on our Power Brands.
behaviours are changing more rapidly than
ever before. We see a growing trend for Our Research and Development function
consumers preferring brands which both actively searches for ways in which to
meet their functional needs and have an translate the trends in consumer preference
explicit social or environmental purpose. and taste into new technologies for
incorporation into future products. Our
Technological change is disrupting our innovation management process converts
traditional brand communication models. strategies into projects to launch new
Our ability to develop and deploy the right products in the market, scale technology
communication, both in terms of messaging across categories, and build up the multi-year
content and medium is critical to the innovation pipeline. This enables us to
continued strength of our brands. respond to rapidly changing consumer trends
with speed.
We are dependent on creating innovative
products that continue to meet the needs Our brand communication strategies are
of our consumers in times of economic designed to optimise digital communication
instability and volatility. We also need to be opportunities. We develop and customise
competitive, bringing innovation to market brand messaging content specifically to
with speed in areas such as personalised ensure that our brand messages reach our
and premium beauty offerings, health, target consumers, including social purpose
and hygiene. where appropriate.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Portfolio Unilever’s strategic investment choices will Our Business Group strategies and our No change
management affect the long-term growth and profits of business plans are designed to ensure
our business. that resources are prioritised towards
those categories and markets having the
Unilever’s growth and profitability are greatest long-term potential for Unilever.
determined by our portfolio of Business
Groups, geographies and channels and Our acquisition and disposal activity is
how these evolve over time. If Unilever does driven by our portfolio strategy with a clear,
not make optimal strategic investment defined evaluation process.
decisions, then opportunities for growth
and improved margin could be missed.

Climate change Climate change and governmental actions We monitor climate change and in 2021 Increase
to reduce such change may disrupt our we published our Climate Transition Action
operations and/or reduce consumer Plan (update on progress in 2023 included
demand for our products. on pages 43 to 47).

Climate change is already impacting our We are developing products with a lower
business in various ways. Government carbon footprint, decarbonising our
action to reduce climate change – such operations through eco-efficiency measures,
as the introduction of a carbon tax, land powering our factories with renewable
use regulations or product composition electricity, and replacing climate-harmful
regulations which restrict or ban certain refrigerants. We invest in new products and
GHG-intensive ingredients – could impact formulations so that our products work with
our business through higher costs or less water, poor quality water, or no water.
reduced flexibility of operations. We integrate weather system modelling
into our forecasting process to consider
Physical environment risks such as water the impact on raw material availability
scarcity could impact our operations or and pricing.
reduce demand for our products that
require water during consumer use. We also monitor government policy and
Increased frequency of extreme weather actions to combat climate change and
events such as high temperatures, advocate for changes to public policy
hurricanes or floods could cause increased frameworks consistent with the 1.5°C
incidence of disruption to our supply chain, ambition of the Paris Agreement.
manufacturing and distribution network.
If we do not take action, climate change
could result in increased costs, reduced
profit and reduced growth.

72 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Plastic We use a significant amount of plastic to We are committed to reducing the amount of No change
packaging package our products. A reduction in the post-consumer plastic packaging waste going
amount of virgin plastic we use, the use to landfill. We have committed to ensuring
of recycled plastic and an increase in the 100% of our plastic packaging is reusable,
recyclability of our packaging are critical recyclable or compostable by 2025 and
are working with partners and consumers
to our future success.
to raise awareness and find solutions to
Both consumer and customer responses to improve the recycling infrastructure for
the environmental impact of plastic waste plastics. This includes supporting infrastructure
and emerging regulations by governments development and optimising EPR schemes,
to tax or ban the use of certain plastics as well as helping consumers to understand
requires us to find solutions to reduce the disposal and collection methods.
amount of plastic we use, increase recycling
Work continues to progress in the main
post-consumer use and source recycled
themes for rigid packaging (e.g. recyclable
plastic for use in our packaging. We are
pumps, recyclable tubes). For flexibles,
also dependent on the work of our industry
we continue to explore new material
partners to create and improve recycling
developments, to support improving our
infrastructure throughout the world.
recyclability profile. We aim to halve our use
There is a risk around finding appropriate of virgin plastic by both reducing usage and
replacement materials, but also due to high accelerating use of recycled plastic through
demand, the cost of recycled plastic or other the redesign of products and increasing our
alternative packaging materials could use of post-consumer recycled materials.
significantly increase in the foreseeable
We are working on innovative solutions
future and this could impact our business
through new business models. We aim to
performance. We could also be exposed
collect and process more plastic packaging
to higher costs as a result of taxes or fines
than we sell, enabled through driving
if we are unable to comply with plastic
systematic change in circular thinking at
regulations, which would again impact
an industry level working with partners
our profitability and reputation.
such as the Ellen MacArthur Foundation.

Customer and Successful customer relationships and We build and maintain trading relationships No change
channel expanding in channels of the future are across a broad spectrum of channels ranging
vital to our business and continued growth. from centrally managed multinational
customers through to small traders accessed
Maintaining strong relationships with via distributors in many emerging markets.
our existing customers and building We identify changing shopper habits and
relationships with new customers who have build relationships with new customers,
built new technology-enabled business such as those serving the digital commerce
models to serve changing shopper habits channel.
are necessary to ensure our brands are well
presented to our consumers and available We develop joint business plans with our key
for purchase at all times. Digital commerce customers that include detailed investment
continues to be a critical channel for growth. plans and customer service objectives and
we regularly monitor progress.
The strength of our customer relationships
also affects our ability to obtain pricing and We have developed capabilities for customer
competitive trade terms. Failure to maintain sales and outlet design which enable us
strong relationships with customers could to find new ways to improve customer
negatively impact our terms of business performance and enhance our customer
with affected customers and reduce the relationships. We invest in technology to
availability of our products to consumers. optimise order and stock management
processes for our distributive trade customers.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Talent A skilled workforce and agile ways of We have an integrated management No change
working are essential for the continued development process which includes regular
success of our business. performance reviews underpinned by a
common set of leadership behaviours, skills
With the rapidly changing nature of work and competencies. We have development
and skills, there is a risk that our workforce plans to upskill and reskill employees for
is not equipped with the skills required for future roles and will bring in flexible talent
the new environment. to access new skills.
Our ability to attract, develop and retain We have targeted programmes to attract
a diverse range of skilled people is critical and retain top talent and we actively monitor
if we are to compete and grow effectively. our performance in retaining a diverse talent
This is especially true in our key emerging pool within Unilever.
markets where there can be a high level
of competition for a limited talent pool. We regularly review our ways of working
to drive speed and simplicity through our
The loss of management or other key business in order to remain agile and
personnel or the inability to identify, attract responsive to marketplace trends.
and retain qualified personnel could make
it difficult to manage the business and A move to more agile ways of working is
could adversely affect operations and ongoing to unlock internal capacity and
financial results. prioritise work based on growth and impact.

Business Our business depends on purchasing We have contingency plans designed to No change
Operations materials, efficient manufacturing and enable us to secure alternative key material
the timely distribution of products to supplies at short notice, to transfer or share
our customers. production between manufacturing sites and
to use substitute materials in our product
Our supply chain network is exposed formulations and recipes.
to potentially adverse events such as
geopolitical sanctions, physical disruptions, We have policies and procedures designed
environmental and industrial accidents, to ensure the health and safety of our
trade restrictions or disruptions at a key employees and the products in our facilities,
supplier, which could impact our ability and to deal with major incidents including
to deliver orders to our customers. business continuity and disaster recovery.
Geopolitical tensions have continued to Commodity price risk is managed through
challenge the continuity and cost of our forward buying of traded commodities,
supply chain in 2023. other appropriate hedging mechanisms and
Maintaining manufacturing operations product pricing. Trends are monitored and
whilst adhering to changing local modelled regularly and integrated into our
regulations and meeting enhanced health forecasting process.
and safety standards has proven possible
but has required significant management.
In addition, ensuring the operation of a
global logistics network for both input
materials and finished goods continues to
present challenges and requires continued
focus and flexibility.
The cost of our products is being affected
by the cost of the underlying commodities
and materials from which they are made.
Fluctuations in these costs cannot always be
passed on to the consumer through pricing
and will need to be carefully managed.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Safe and The quality and safety of our products are Our product quality processes and controls No change
high-quality of paramount importance for our brands are comprehensive, from product design to
products and our reputation. customer shelf. They are verified annually and
regularly monitored through performance
The risk that raw materials are accidentally indicators that drive improvement activities.
or maliciously contaminated throughout the Our key raw material suppliers are externally
supply chain or that product defects occur certified and the materials received are
due to human error, equipment failure or monitored to ensure that they meet the
other factors cannot be excluded. rigorous quality standards that our products
Labelling errors can have potentially serious require. We also have stringent requirements
consequences for both consumer safety for the design, manufacture and delivery of
and brand reputation. Therefore, on-pack our products, to ensure we consistently supply
labelling needs to provide clear and the safe and high-quality products which our
accurate ingredient information in order customers and consumers expect.
that consumers can make informed In the event of a marketplace incident relating
decisions regarding the products they buy. to the safety of our consumers or the quality
of our products, incident management teams
are activated in the affected business units
and markets, supported by our product
quality, science and communications experts,
to ensure timely and effective action.
We have processes in place to ensure that
the data used to generate on-pack labelling
and the final labels themselves are compliant
with applicable regulations and with relevant
Unilever labelling policies in order to provide
the clarity and transparency needed for
consumers.

Systems and Unilever’s operations are increasingly To reduce the impact of cyber-attacks on our Increase
information dependent on IT systems and safeguarding business, we are following a defence in-depth
the confidentiality, integrity of data and the strategy, guided by industry standards
management of information. frameworks. We have many Protect, Detect
and Respond capabilities in place which are
The cyber-attack threat of unauthorised continuously being monitored and improved.
access and misuse of sensitive information
or disruption to operations continues to We have policies covering the protection of
increase with the level of incidents rising both business and personal information, as
year-on-year. Such an attack could inhibit well as the use of IT systems and applications
our business operations in a number of by our employees. Our employees are trained
ways, including disruption to sales, to understand these requirements.
production and cash flows, ultimately We also have a set of IT security standards
impacting our results. and closely monitor their operation to protect
In addition, increasing digital interactions our systems and information. Hardware that
with customers, suppliers and consumers runs and manages core operating data is fully
place ever greater emphasis on the need backed up with separate contingency systems
for secure and reliable IT systems and to provide real-time backup operations
infrastructure and careful management should they ever be required.
of the information that is in our possession We have standardised ways of hosting
to ensure data privacy. information on our public websites and have
systems in place to monitor compliance with
appropriate privacy laws and regulations,
and with our own policies.
We also maintain a global system for the
control and reporting of access to our critical
IT systems. This is supported by an annual
programme of testing of access controls.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Business Successful execution of business All acquisitions, disposals and global No change
transformation transformation projects is key to organisational transformation projects are
delivering their intended business sponsored by a member of the ULE. All such
benefits and avoiding disruption to projects have steering groups in place led
other business activities. by a senior executive and regular progress
updates are provided to the ULE and Board
We are in the second year of a significant (where relevant). Sound project disciplines are
organisational transformation, operating used in all transformation projects and these
through five new Business Groups, with projects are resourced by dedicated and
some key changes still to be delivered. We appropriately qualified personnel.
are also continually engaged in major
The digitalisation of our business is led by
change projects, including acquisitions and
a dedicated specialist team together with
disposals. These changes drive continuous
representatives from all parts of the business
improvement in our business and
to ensure an integrated and holistic
strengthen our portfolio and capabilities.
approach.
Continued digitalisation of our business
models and processes, together with A significant part of it involves use of
enhancing data management capabilities, technology for better data management and
is a critical part of our transformation. automation of business processes. New ways
of working are being developed to manage
We have an extensive programme of this new business model.
transformation projects. Failure to execute
such initiatives successfully could result in Unilever also monitors the volume of change
under-delivery of the expected benefits and programmes under way in an effort to
there could be a significant impact on the stagger the impact on current operations
value of the business. and to ensure minimal disruption.

Economic Adverse economic conditions may affect The breadth of Unilever’s portfolio and No change
and political one or more countries, regions or may our geographic reach help to mitigate our
instability extend globally. Unilever operates around exposure to any particular localised risk. Our
the world and is exposed to economic flexible business model allows us to adapt
and political instability that may reduce our portfolio and respond quickly to develop
new offerings that suit consumers’ and
consumer demand for our products, disrupt
customers’ changing needs during economic
sales operations and/or impact the
downturns.
profitability of our operations.
We regularly update our forecast of business
In 2023, organisations have continued to see results and cash flows and, where necessary,
geopolitical and economic volatility leading rebalance investment priorities.
to significant disruption and cost inflation
impacting parts of the business. Further We believe that many years of exposure to
potential trade and economic sanctions risk emerging markets have given us experience
global supply chain disruption and deep of operating and developing our business
recession. Risks associated with the global successfully during periods of economic and
energy crisis are leading to significantly political volatility.
higher energy prices and could disrupt our
operations.
Government actions such as trade and
economic sanctions, foreign exchange or
price controls can impact on the growth
and profitability of our local operations.
Unilever has more than half of its turnover
in emerging markets which can offer
greater growth opportunities but also
exposes Unilever to related economic and
political volatility.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Treasury and Unilever is exposed to a variety of external Currency exposures are managed within No change
tax financial risks in relation to Treasury prescribed limits and by the use of financial
and Tax. hedging instruments. Further, operating
companies borrow in local currency except
The relative value of currencies can where inhibited by local regulations, lack of
fluctuate widely and could have a local liquidity or local market conditions.
significant impact on business results.
Further, because Unilever consolidates its We seek to maintain access to global debt
financial statements in euros it is subject markets through short-term and long-term
to exchange risks associated with the debt programmes. In addition, we maintain
translation of the underlying net assets significant undrawn committed credit
and earnings of its foreign subsidiaries. facilities for general corporate purposes
as disclosed in note 16A.
We are also subject to the imposition of
exchange controls by individual countries Group treasury regularly monitors exposure
which could limit our ability to import to our banks, tightening counter-party limits
materials paid in foreign currency or to where appropriate. Unilever actively manages
remit dividends to the parent company. its banking exposures on a daily basis. We
regularly assess and monitor counter-party
A material shortfall in our cash flow could risk in our suppliers and customers and take
undermine Unilever’s credit rating, impair appropriate action to manage our exposures.
investor confidence and restrict Unilever’s
ability to raise funds. In times of financialOur Global Tax Principles provide overarching
crisis, there is a further risk that we may governance and we have a process in place
not be able to raise funds due to market to monitor compliance with the Tax Principles.
illiquidity. We have a Tax Risk Framework in place which
sets out the controls established to assess
We are exposed to counter-party risks with and monitor tax risk for direct and indirect
banks, suppliers and customers, which could taxes. We monitor proposed changes in
result in financial losses. taxation legislation and ensure these are
Tax is a complex and evolving area where taken into account when we consider our
laws and their interpretation are changing future business plans.
regularly, leading to the risk of unexpected
tax exposures. International tax reform
remains a key focus of attention.

Ethical Unilever’s brands and reputation are Our Code of Business Principles and our No change
valuable assets and the way in which we Code Policies govern the behaviour of our
operate, contribute to society and engage employees, suppliers, distributors and other
with the world around us is always under third parties who work with us. Our processes
scrutiny both internally and externally. for identifying and resolving breaches of our
Code of Business Principles and our Code
Acting in an ethical manner, consistent with Policies are clearly defined and regularly
the expectations of customers, consumers communicated throughout Unilever. Data
and other stakeholders, is essential for the relating to such breaches is reviewed by the
protection of the reputation of Unilever and ULE and by relevant Board Committees and
its brands. helps to determine the allocation of resources
for future policy development, process
A key element of our ethical approach to
improvement, training and awareness
business is to reduce inequality and promote
initiatives.
fairness. Our activities touch the lives of
millions of people and it is our responsibility
Our Responsible Partner Policy helps us
to protect their rights and help them live
to improve the lives of the people in our
well.
supply chains by ensuring human rights are
The safety of our employees and the people protected and makes a healthy and safe
and communities we work with is critical. workplace a mandatory requirement for our
Failure to meet these high standards could business partners. We have detailed safety
result in damage to Unilever’s corporate standards and monitor safety incidents at the
reputation and business results. highest level.
Through our Brands with Purpose agenda,
a number of our brands are taking action on
societal issues such as fairness and equality.

Unilever Annual Report and Accounts 2023 77

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Risk Risk description Management of risk Level of risk

Legal and Compliance with laws and regulations is Unilever is committed to complying with the No change
regulatory an essential part of Unilever’s business laws and regulations of the countries in which
operations. we operate. In specialist areas the relevant
teams at global, regional or local levels are
Unilever is subject to national and regional responsible for setting detailed standards
laws and regulations in such diverse areas and ensuring that all employees are aware of
as regulations relating to environmental and comply with regulations and laws specific
compliance (e.g. greenwashing), product and relevant to their roles.
safety, product claims, trademarks, copyright,
patents, competition, health and safety, data Our legal and regulatory specialists are
privacy, corporate governance, listing and heavily involved in monitoring and reviewing
disclosure, employment and taxes. our practices to provide reasonable
assurance that we remain aware of and
Failure to comply with laws and regulations in line with all relevant laws and legal
could expose Unilever to civil and/or criminal obligations.
actions leading to damages, fines and
criminal sanctions against us and/or our
employees with possible consequences
for our corporate reputation.
Changes to laws and regulations could
have a material impact on the cost of
doing business.

78 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Our Principal Risks

Viability statement
The Directors have reviewed the long-term prospects of the mitigation factors in respect of each principal risk. The risks and
Group in order to assess its viability. This review incorporated mitigating factors are summarised on pages 71 to 78.
the activities and key risks of the Group together with the
The viability assessment has three parts:
factors likely to affect the Group’s future development,
■ First, the Directors considered the period over which they
performance, financial position, cash flows, liquidity position
and borrowing facilities as described on pages 1 to 64. In have a reasonable expectation that the Group will continue
addition, we describe in notes 15 to 18 on pages 203 to 218 to operate and meet its liabilities;
the Group’s objectives, policies and processes for managing ■ Second, they considered the current debt facilities and debt

its capital, its financial risk management objectives, details headroom over the viability period, assuming that any debt
of its financial instruments and hedging activities and its maturing can be re-financed at commercially acceptable
exposures to credit and liquidity risk. terms; and
■ Third, they considered the potential impact of severe but

plausible scenarios over this period including:

Assessment ■ assessing scenarios for each individual principal risk, for

In order to report on the long-term viability of the Group, example the termination of our relationships with the
the Directors reviewed the overall funding capacity and three largest global customers; the loss of all material
headroom available to withstand severe events and carried litigation cases; a major IT data breach; the lost cost
out a robust assessment of the principal risks facing the Group, and growth opportunities from not keeping up with
including those that would threaten its business model, future technological changes and increase in physical climate
performance, solvency or liquidity. This includes consideration of risks including its impact on operational costs; and
external factors such as rises in inflation and slowing GDP growth. ■ assessing scenarios that involve more than one principal

The assessment also included reviewing and understanding the risk including the following multi-risk scenarios:

Multi-risk scenarios modelled Level of severity reviewed Link to principal risk

Contamination issue with one of our Significant reduction in sales for some of the ■ Safe and high-quality products
brands caused by regulated ingredients Business Groups along with percolating impact ■ Brand preference
and the temporary closure of three of on other brands and closure of three of our ■ Supply chain
our largest factories. largest factories for a period of six months.
Geopolitical tensions leading to a major Closure of a key geographic market impacting ■ Economic and political
global incident affecting the availability availability of raw materials and impact on instability
of key materials from a location and turnover arising from reputational loss due to ■ Supply chain
increasing polarisation of issues leading polarisation of issues.
to loss of reputation.
Climate change-related flooding Closure of a sourcing unit for a period of six ■ Climate change
driving closure of a key sourcing unit months and significant water shortages causing ■ Supply chain
and significant water shortages in supply chain disruption in water-stressed sites ■ Brand preference
key markets. and changing consumer preference towards
water-efficient products.
Cyber-attack causing a sustained Loss of turnover coupled with reduced margins ■ Systems and information
shutdown of manufacturing systems and and ongoing reputational damage and loss of ■ Business transformation
the impact on profit if management failed confidence from our customers and consumers.
to deliver a major transformation project.

Findings ■ the Group has a healthy balance of short-term and long-term

debt programmes, with repayment profiles ensuring short-
Firstly, a three-year period is considered appropriate for this
term commercial paper maturities do not exceed €0.5 billion
■

viability assessment because it is the period covered by the

in any given week and long-term debt maturities do not
strategic plan; and it enables a high level of confidence in
exceed €4.0 billion in any given calendar year
assessing viability, even in extreme adverse events, due to
■ the Group has the equivalent of €7.3 billion in committed
factors such as:
credit facilities with a maturity of 364 days which are used
■ the Group has considerable financial resources together
for backing up our commercial paper programmes.
with established business relationships with many
Thirdly, for each of our 14 principal risks, one of which is
customers and suppliers in countries throughout the world;
■

climate, worst-case plausible scenarios have been assessed

■ high cash generation by the Group’s operations and

access to the external debt markets; together with multi-risk scenarios. None of the scenarios
■ flexibility of cash outflow with respect to significant
reviewed, either individually or in aggregate would cause
marketing programmes and capital expenditure projects Unilever to cease to be viable.
which usually have a two-to-three year horizon; and
■ the Group’s diverse product and geographical activities
Conclusion
which are impacted by continuously evolving technology On the basis described above, the Directors have a reasonable
and innovation. expectation that the Group will be able to continue in
■ Secondly, the Group’s debt headroom and funding profile was operation and meet its liabilities as they fall due over the
assessed. None of the future outlooks considered resulted in three-year period of their assessment.
significant liquidity headroom issues, primarily because:

Unilever Annual Report and Accounts 2023 79

 Governance Report

82 Chair’s Governance Statement

84 Board of Directors
86 Unilever Leadership Executive (ULE)
88 Corporate Governance overview
102 Report of the Nominating and Corporate
Governance Committee
107 Report of the Audit Committee
112 Report of the Corporate Responsibility Committee
116 Directors’ Remuneration Report

80 Unilever Annual Report and Accounts 2023

Unilever Annual Report and Accounts 2023 81
 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Chair's Governance statement

We have a continued
commitment to strong
corporate governance
Ian Meakins
Chair

I am pleased to present the Governance Report for 2023. In The culture of strong governance within Unilever is a
doing so I must give further thanks to Nils Andersen, as Chair strength that I will strive to maintain. Looking externally
of the Company until the end of November, for the legacy of we have consulted with shareholders this year on executive
strong corporate governance at Unilever that he passes on to me. remuneration, including the revised Remuneration Policy,
and the revised Climate Transition Action Plan and this has
The priority of the Board in relation to governance in the past informed the changes that are being put to shareholders at
year has been establishing effective succession and providing the 2024 AGM. In addition, our Code of Business Principles
support to the Board changes. As I mentioned in my Chair's establishes the foundation of our culture within the company,
statement, Hein Schumacher became CEO on 1 July 2023 and strengthened by our historical roots, and informs our way
I became Chair on 1 December 2023. We are also delighted of working in everything that we do. We are committed to
that Fernando Fernandez became CFO on 1 January 2024. I am diversity and inclusion as not only reflecting our values but
grateful for all the support that I have received and continue to also what is best for the business.
receive from the other Board members in my new role and the
Board gives its full support to Hein and Fernando. My responsibility as Chair is to provide the leadership to ensure
that the Board works effectively with the executive team to
Alongside succession, the Board has conducted a review focus on the forward looking strategy of the Company and
of strategy and approved the Growth Action Plan for the achieving high standards of corporate governance. I believe
business as already set out in this report. The Growth Action that the Board changes we have made together with the
Plan is designed to take Unilever on the next stage of its Growth Action Plan for performance provide a strong basis
growth journey. Alongside this our sustainability goals have for success. Our refocused work on sustainability is designed
been clarified which are key to good stewardship and these to support both our corporate governance and our Growth
are set out in our updated Climate Transition Action Plan which Action Plan.
we are putting to shareholders at the 2024 AGM.

Ian Meakins
Chair

82 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Chair's Governance statement

The Board of Unilever has implemented standards of corporate governance and disclosure policies
applicable to a UK incorporated company, with listings in London, Amsterdam and New York.
Application of the provisions of the 2018 UK Corporate Governance Code (the ‘Code’)
In respect of the year ended 31 December 2023, Unilever was subject to the Code (available from www.frc.org.uk). The Board is
pleased to confirm that Unilever applied the principles and complied with all the provisions of the Code throughout the year.
Further information on compliance with the Code can be found as follows:

Board leadership and Company purpose page Audit, risk and internal control page

Long-term value and sustainability 109 Committee 108

Culture 36, 82, 90 Integrity of financial statements 108

Shareholder engagement 97 Fair, balanced and understandable 109

Other stakeholder engagement 91 Internal controls and risk management 109, 110

Conflicts of interest 95 External auditor 110

Role of the Chair 89 Principal and emerging risks 109

Division of responsibilities Remuneration

Non-Executive Directors 89 Policies and practices 116-153

Independence 95 Alignment with purpose, values and long-term 130, 131

strategy
Independent judgement and discretion 116
Composition, succession and evaluation
Appointments and succession planning 103, 104
105 Unilever also complied with the Listing Standards
Skills, experience and knowledge
of the New York Stock Exchange applicable to
Length of service 106 foreign private issuers.
Evaluation 96
104 Please see page 101 for further information.
Diversity

Ian Meakins (third from the left)

Unilever Annual Report and Accounts 2023 83

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Board of Directors
The Board has ultimate responsibility for the management, general affairs,
culture, direction, performance and long-term success of Unilever.

1 2 1 Ian Meakins 2 Hein Schumacher

Chair and Non-Executive Director CEO
Nationality British Age 67 Nationality Dutch Age 52
Appointed 1 September 2023 Appointed Director 4 October 2022
Appointed Chair 1 December 2023 Appointed CEO 1 July 2023
Current external appointments
Chair of NCGC and member of CC
None.
3 4
Current external appointments
Previous experience
Compass Group PLC (Chair).
Royal FrieslandCampina (CEO);
Previous experience Global Dairy Platform (Chair);
Rexel SA (Chair); Ferguson PLC Royal FrieslandCampina (CFO);
(CEO); Travelex Holdings Ltd C&A AG (Board member); Heinz
(CEO); Alliance Unichem (CEO). China (CEO); Kraft Heinz Company
(senior management positions);
Ahold NV (Corporate Controller
5 6
Asia & Central America).

3 Fernando Fernandez 4 Nils Andersen

CFO Non-Executive Director
Nationality Argentinian Age 57 Nationality Danish Age 65
Appointed Director 1 January 2024 Appointed April 2015
Appointed CFO 1 January 2024 Member of CC and NCGC
Current external appointments Current external appointments
None. ASML Holdings N.V. (Chair); Salling
Previous experience Foundation (NED); European Round
Table of Industrialists (member).
President, Beauty & Wellbeing;
Latin America (EVP); Brazil (EVP); Previous experience
Philippines (SVP); Global Hair Care Unilever PLC (Chair); AkzoNobel
(SVP). (Chair); Worldwide Flight Services
(Chair); Faerch Plast (Chair);
Salling Group (Chair); BP plc (NED);
A.P. Moller-Maersk A/S (Group
CEO); Carlsberg A/S and Carlsberg
Breweries A/S (CEO); European
Round Table of Industrialists
(Vice Chairman); Unifeeder S/A
(Chairman).

5 Andrea Jung 6 Dr Judith Hartmann

Vice Chair/Senior Independent Non-Executive Director
Director
Nationality American/Canadian Nationality Austrian Age 54
Age 64 Appointed April 2015
Appointed May 2018 Member of NCGC and CC
Chair of CC and member of NCGC
Current external appointments
Current external appointments Marsh McLennan (NED);
Key Apple Inc. (NED); Wayfair Inc. (NED); Sandbrook Capital (Operating
NCGC is the Nominating and Rockfeller Capital Management Partner).
Corporate Governance Committee (Director); Grameen America Inc. Previous experience
AC is the Audit Committee (President and CEO).
ENGIE Group (Deputy CEO); Suez
CC is the Compensation Committee (NED); General Electric (various
CRC is the Corporate Responsibility Previous experience roles); Bertelsmann SE & Co. KGaA
Committee Avon Products Inc. (CEO); General (CFO); RTL Group SA (NED);
Electric (Board member); Daimler Penguin Random House LLC (NED).
AG (Board member).

84 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Board of Directors

7 Adrian Hennah 8 Susan Kilsby 7 8

Non-Executive Director Non-Executive Director

Nationality British Age 66 Nationality American/British

Age 64
Appointed November 2021
Appointed August 2019
Chair AC
Member of AC
Current external appointments
Current external appointments
J Sainsbury plc (NED); Oxford 9 10
Nanopore Technologies plc (NED). COFRA Holding AG (NED); Fortune
Brands Innovations (Chair); Diageo
Previous experience plc (SID); UK Takeover Panel.
Reckitt Benckiser Group plc
Previous experience
(Executive Director & CFO); RELX
plc (NED). NHS England (NED); BBA Aviation
(SID); BHP plc (SID); L’Occitane
International (NED); Keurig Green
Mountain (NED); Coca-Cola HBC
AG (NED); Goldman Sachs 11 12
International (NED); Shire plc
(Chair); Mergers and Acquisitions,
EMEA – Credit Suisse (Chair).

9 Ruby Lu 10 Strive Masiyiwa

Non-Executive Director Non-Executive Director
Nationality Chinese Age 53 Nationality Zimbabwean Age 63
Appointed November 2021 Appointed April 2016
Member of AC Chair CRC
Current external appointments Current external appointments
Uxin Limited (NED); Yum China Econet Global (Executive Chairman);
Holdings Inc. (NED); Volvo Car AB Netflix Inc. (NED); International
(Board Member). Advisory Board of Bank of America
Previous experience (Board member); Stanford University
iKang Healthcare Group (NED); Advisory Board (Board member);
Blue City Holdings Limited (NED). National Geographic Society
(Board member).
Previous experience
Africa Against Ebola Solidarity
Trust (Co-Founder and Chairman);
Grow Africa (Co-Chairman);
Nutrition International
(Chairman); Rockefeller
Foundation (Trustee).

11 Professor Youngme Moon 12 Nelson Peltz

Non-Executive Director Non-Executive Director
Nationality American, Age 59 Nationality American, Age 81
Appointed April 2016 Appointed July 2022
Member of CRC Member of CC
Current external appointments Current external appointments Changes to the Board effective
Mastercard Inc. (Board member); Madison Square Garden Sports Corp. 31 December 2023
Sweetgreen Inc. (Board member); (NED); Trian Fund Management, L.P. Graeme Pitkethly left role as
Jand Inc. (Warby Parker) (Board (CEO & Founding Partner); The Chief Financial Officer and
member); Harvard Business School Wendy's Company (Non-Executive retired as a Director. He remains
(Professor). Chairman); Legg Mason, Inc. (NED). with Unilever until 31 May 2024.
Previous experience Previous experience
Harvard Business School (Chair Changes to the Board effective
Janus Henderson Group plc (NED);
and Senior Associate Dean for the 1 March 2024
Invesco Ltd. (NED); The Procter &
MBA Program); Massachusetts Judith McKenna joined the Board
Gamble Company (NED); Sysco
Institute of Technology (Professor); Corporation (NED); Ingersoll Rand as a Non-Executive Director.
Avid Technology (NED); Rakuten plc (NED); H.J. Heinz Company
Inc. (NED). (NED); Triarc Companies, Inc. (CEO
& Chairman).
Unilever Annual Report and Accounts 2023 85
 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Unilever Leadership Executive (ULE)

The ULE is responsible for execution of strategy and day-to-day management of Unilever. The ULE comprises:

1 2 3 1 Hein Schumacher
CEO
Nationality Dutch Age 52
Joined ULE July 2023
Joined Unilever October 2022
Current external appointments
None.
4 5 6 Additional biographical information
can be found on page 84.

2 Fernando Fernandez
CFO
Nationality Argentinian Age 57
Joined ULE January 2024
7 Joined Unilever 1988
Additional biographical information
can be found on page 84.

3 Esi Eggleston Bracey 4 Eduardo Campanella 5 Reginaldo Ecclissato

Chief Growth & Marketing Officer President, Home Care Chief Business Operations
& Supply Chain Officer
Nationality American Age 53 Nationality Brazilian Age 43 Nationality Brazilian/Italian
Joined ULE January 2024 Joined ULE January 2024 Age 55
Joined Unilever 2018 Joined Unilever 2003 Joined ULE January 2022
Joined Unilever 1991
Current external appointments Current external appointments
Six Flags Entertainment None. Current external appointments
Corporation (NED); IDH (Supervisory Board Member).
Williams-Sonoma, Inc. (NED). Previous experience
Chief Marketing Officer Home Care; Previous experience
Previous experience
VP Home Care Latin America & Mexico, Caribbean, and Central
Unilever USA (President); Unilever Brazil; VP Personal Care and Digital America (EVP); North America and
North America Personal Care Champion Mexico & Caribbean; Latin America (EVP Supply Chain);
(CEO); Unilever North America Personal Care Marketing Director Home Care for the Americas (VP
Beauty & Personal Care (EVP & and Digital Champion Brazil; Supply Chain).
COO); Coty (President, Consumer Regional Marketing Director Ice
Beauty); P&G (SVP & General Cream; Marketing Manager Hair
Manager, Global Cosmetics). Care, Regional Spreads Marketing
Manager.

6 Fabian Garcia 7 Rohit Jawa

President, Personal Care President of Unilever, South Asia
and CEO & Managing Director,
Hindustan Unilever
Nationality American Age 64 Previous experience Nationality Indian Age 57
Unilever North America Joined ULE April 2023
Joined ULE January 2020 (President); Revlon (President Joined Unilever 1988
and CEO); Colgate-Palmolive
Joined Unilever 2020
(COO; President of the Asia/Pacific Current external appointments
Current external appointments Division, EVP Latin America); Breach Candy Hospital Trust
P&G (President of Asia Pacific (Nominee Director).
Council on Foreign Relations in the
Fragrance and Beauty Category,
US (member); Arrow Electronics Previous experience
General Manager of Taiwan,
(Board member). Unilever (Chief of Transformation);
General Manager of Max Factor,
Japan); Kimberly Clark Unilever China (EVP North Asia
Corporation (NED). and Chair); Unilever Philippines
(Chair and CEO).

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Unilever Leadership Executive (ULE)

8 Priya Nair 9 Nitin Paranjpe 8 9

President, Beauty & Wellbeing Chief People and Transformation
Officer, and Chair of Hindustan
Unilever
Nationality Indian Age 51 Nationality Indian Age 60
Joined ULE January 2024 Joined ULE October 2013
Joined Unilever 1995 Joined Unilever 1987
Current external appointments Current external appointments 10 11
CEAT Tyres (Independent Director). Heineken N.V. (Member of the
Previous experience Supervisory Board); Infosys
(Independent Director).
Unilever Beauty & Wellbeing
(Global CMO); Beauty & Personal Previous experience
Care (EVP South Asia); Home Care Chief Operating Officer (COO),
(Director & CCVP South Asia). Unilever; Foods & Refreshment
(President); Home Care
12
(President); Unilever South Asia
(EVP) and Hindustan Unilever
Limited (CEO); Home and Personal
Care India (EVP); Home Care India
(VP); senior positions in Laundry
and Household Care.

10 Richard Slater 11 Peter ter Kulve 12 Maria Varsellona

Chief R&D Officer President, Ice Cream Chief Legal Officer & Group
Secretary
Nationality British Age 46 Nationality Dutch Age 59 Nationality Italian Age 53
Joined ULE April 2019 Joined ULE May 2019 Joined ULE April 2022
Joined Unilever 2019 Joined Unilever 1988 Joined Unilever 2022

Current external appointments Current external appointments Current external appointments

Future Origins, Inc. (NED). None. Sandoz (NED).
Previous experience Previous experience Previous experience
GSK (Head of R&D, Consumer President of Home Care; Unilever ABB (Chief Legal Officer & Company
Healthcare); Reckitt Benckiser South East Asia & Australasia Secretary); Nokia Group (Chief Legal
(Head of R&D, Consumer (President) and Chief Digital Officer); Nokia Siemens (General
Healthcare); Reckitt Benckiser Transformation & Growth Officer; Counsel); Tetra Laval Group
(Global Group Director/VP R&D Corporate Transformation (EVP); (General Counsel); General Electric
Personal Care; Global Director R&D Unilever Benelux (Chair and EVP); Oil & Gas (variety of senior global
Aircare; Global Director R&D Unilever Ice Cream (Global Head legal roles); Nordea Bank (NED).
Analgesics and New Brands); & EVP); various brand and channel
Boots Healthcare (various roles). management roles.

ULE membership changes ULE membership changes in 2024

during 2023 Heiko Schipper joins Unilever as
Alan Jope, Chief Executive Officer, President, Nutrition on 1 May.
left at the end of June. Conny Mairéad Nayager joins Unilever
Brahms, Chief Digital & as Chief People Officer on 1 June.
Commercial Officer left in August. Nitin Paranjpe, Chief People and
Matt Close, President Ice Cream Transformation Officer will leave
left Unilever at the end of later in the year.
December. Hanneke Faber,
President Nutrition, left Unilever at
the end of November. Sanjiv
Mehta left Unilever in June. As at
31 December 2023 there were 11
ULE members. The biographies on
pages 86 and 87 show active ULE
members from 1 January 2024.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Corporate Governance overview

Corporate Governance overview

Unilever's structure of long-term value for stakeholders. The Board discharges
some of its responsibilities directly and others through
four principal Committees ( Nominating and Corporate
Unilever PLC (Unilever), incorporated in England and Wales in
Governance Committee, Audit Committee, Compensation
1894, is the parent company of the Unilever Group. Unilever’s
Committee, and the Corporate Responsibility Committee)
shares are traded through its premium listing on the London
which it has established to provide dedicated focus on
Stock Exchange and its listing on the Amsterdam Exchange
particular areas. The Reports of each of these Committees
Index on Euronext. Unilever’s shares are also traded on the New
can be found on pages 102, 107, 112 and 116. The Report
York Stock Exchange in the form of American Depositary Shares.
of the Audit Committee includes a description of the risk
management and internal control arrangements for the
Group. In addition, there are two management committees
Unilever’s governance framework of the Board, the Disclosure Committee and the Global Code
To facilitate its oversight role, and to ensure that it retains and Policy Committee. The Unilever Leadership Executive (ULE)
decision-making power over material matters, the Board has supports the CEO in his work and members of the ULE attend
put in place a governance framework to support the creation Board meetings on relevant items by invitation.

Board
The Board's primary role is to ensure the long-term sustainable success
of Unilever for the mutual benefit of all our stakeholders.

Independent oversight and rigorous challenge

Nominating
and Corporate Corporate
Governance Audit Responsibility Compensation
Committee (NCGC) Committee (AC) Committee (CRC) Committee (CC)
Reviews the composition Responsible for Oversees Unilever's Determines the
of the Board and monitoring the integrity conduct as a responsible remuneration
Committees and makes of Unilever's financial and ethical global framework/policy for
recommendations to the statements and for business, reviews the Executive Directors
Board on suitable ensuring the sustainability-related and ULE. Considers
candidates for effectiveness of the risks and reputational alignment with
appointment to the internal audit function, matters and provides regulation, market
Board and Committees. internal controls and risk guidance and practice and principles
management processes, recommendations to the of good governance and
Assists the Board on
and managing the Board on sustainability ensuring remuneration
Board and senior
relationship with the and reputational is linked to corporate
management succession
external auditor. matters. and individual
planning including
performance. Also
appointments to the ULE,
reviews remuneration-
conflicts of interest and
related workforce
independence.
policies and practices.

CEO & ULE

The CEO, supported by the ULE, is responsible for ensuring delivery of the Group's
strategy, business plans and financial performance.

Disclosure Committee
Responsible for overseeing the accuracy, materiality and timeliness of disclosure of financial
and other public announcements and evaluates and oversees the adequacy
of Unilever's disclosure controls and procedures.

Global Code and Policy Committee

Responsible for ensuring that all employees of Unilever and third parties working with or on behalf
of Unilever do so in compliance with the requirements of Unilever's Code of Business Principles.

88 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Corporate Governance overview

The Board has ultimate responsibility for the development When there is a Board meeting, the Non-Executive Directors
of strategy, material acquisitions and divestments, material usually also meet without the Executive Directors present.
capital expenditure, the Company’s capital structure and The Chair, or in his absence the Senior Independent Director
other financing matters, oversight of policies, procedures (SID), chairs such meetings.
and internal controls, setting and monitoring the Group’s
Attendance during the year at each of the Committee
culture and promoting ethical behaviour.
meetings is also set out below. Further information is
A summary of the activities of the Board during the year is provided in the relevant Committee reports.
provided on the following pages. In addition, the schedule of
matters reserved for the Board, a comprehensive summary
of how the Board operates and the terms of reference for the
four principal Committees and the Disclosure Committee are Site visits
available in the Governance of Unilever on the Company’s
website (www.unilever.com/board-and-management- In addition to the formal Board meetings, several
committees). Non-Executive Directors visited Unilever sites in the UK,
The Chair leads the Board and is responsible for its overall Brazil and Argentina in order to better understand the
effectiveness in directing the Unilever Group. The Chair sets the businesses in these countries. These site visits allow the
Board’s agenda, ensures the Directors receive accurate, timely Non-Executive Directors to observe the Group's operations
and clear information, promotes and facilitates constructive in action, they reinforce their knowledge and enable
relationships and effective contribution of all the Executive them to experience first-hand the culture of the Group.
and Non-Executive Directors, and promotes a culture of The site visits involve intensive itineraries. The Non-
openness and debate. The Non-Executive Directors provide Executive Directors receive presentations on a variety
constructive challenge, strategic guidance, specialist advice of topics, including financial performance, strategy,
and hold management to account. The Group Secretary research and development, manufacturing, distribution
supports the Board to ensure that it has the policies, and marketing. The Non-Executive Directors meet with
processes, information, time and resources it needs to local management teams, they visit markets and stores
function effectively and efficiently. where Unilever products are sold, and meet, where
possible, with external stakeholders. Local workforce
engagement sessions are also organised wherever
Board and Committee meetings possible. Such sessions took place in the Netherlands
There were six scheduled Board meetings in 2023. Two and the UK in 2023 and others were held virtually.
scheduled Board meetings were held outside the UK in the
Netherlands and the US. Whilst the Board was in the US trade
visits were organised alongside the local management team.
The remainder of the meetings were held in the UK or virtually.

Board and Committee attendance

Position Board NCGC AC CRC CC

Chair
1
Ian Meakins 2/2 – – – –
Non-Executive Directors
2
Nils Andersen 6/6 6/6 – – 6/6
Judith Hartmann 6/6 3/3 5/5 – 2/2
Adrian Hennah 6/6 – 8/8 – –
Andrea Jung 5/6 5/6 – – 6/6
Susan Kilsby 6/6 – 8/8 – –
Ruby Lu 6/6 3/3 3/3 – 4/4
Strive Masiyiwa 6/6 – – 5/5 –
Youngme Moon 6/6 – – 5/5 –
Nelson Peltz 6/6 – – – 6/6
Executive Directors
3
Hein Schumacher 6/6 – 5/5 – –
Graeme Pitkethly 6/6 – 8/8 – –
Former Directors
4
Alan Jope 3/3 – – – –
5
Feike Sijbesma 5/5 5/5 – 4/4 –

1. Joined the Board as a Non-Executive Director on 1 September 2023 and, on 1 December 2023, became Chair and was appointed to the NCGC and CC
2. Stepped down as Chair on 30 November 2023
3. Became an Executive Director on 1 June 2023
4. Stepped down as an Executive Director on 30 June 2023
5. Stepped down as a Non-Executive Director on 31 October 2023

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■ approved two share buy-back tranches in 2023 totalling

€1.5bn and comprising the remaining part of the share
buyback programme of up to €3bn in 2022 and 2023; and
■ considered and approved the issuance of new shares
to be used to settle the vesting of share awards granted
to employees under various employee share plans.

Governance and external reporting

■ considered feedback from the Audit Committee in relation to
significant judgements, fair, balanced and understandable
assessment, going concern basis of preparation, viability
statement and the reporting of non-financial KPIs in relation
to sustainability reporting;
■ approved each of the quarterly results and the Annual
Report and Accounts and Form 20-F;
■ approved the notice of meeting for the AGM;
Andrea Jung, Vice Chair and Senior Independent Director
■ following the 2023 AGM, where the resolution to receive
and adopt the Directors’ Remuneration report had not
Board focus been passed, oversaw consultation and communication
with shareholders on executive pay; and
During the year, the Board considered a comprehensive ■ considered the work of the Nominating and Corporate
programme of regular matters drawn from the schedule
Governance Committee on Board composition and
of matters reserved for the Board and the immediate and
succession planning and approved the appointments
prospective operating environment. The Board also conducted
a two day Strategy Review exercise in October 2023 including of Hein Schumacher as CEO, Ian Meakins as the Chair
presentations and engagement sessions with both ULE of the Company and Fernando Fernandez as the CFO.
members and other senior members of management. This
focused in particular on: Culture and stakeholders
■ the Company’s proposed Growth Action Plan and the
reviewed the 2023 workforce engagement programme
constituent elements of this including business performance,
■

covering both employees and employee representatives

the prioritisation of our power brands, productivity and
simplicity, a more focused sustainability agenda and and considered feedback from the sessions; and
performance culture; ■ regularly reviewed investor feedback reports and analysts'
■ a review of each of our Business Groups;
reports.
■ the portfolio and a review of acquisitions;

■ the Company’s approach to research and development; and Society and sustainability
■ our supply chain.
■ considered and approved the Modern Slavery Act Statement;
The schedule below is not exhaustive and demonstrates ■ considered and supported preparation of the revised
the breadth of oversight provided by the Board. Some of the Climate Transition Action Plan to be put to shareholders
Board's key decisions in 2023 are discussed in more detail at the 2024 AGM; and
on pages 93 and 94. ■ reviewed the sustainability strategy and performance,
including review of the regulatory development of
Strategy and business plan sustainability reporting requirements and the Group's
■ Approved the Company’s Growth Action Plan to unlock sustainability KPIs.
potential through faster growth, productivity and simplicity
including a new reward framework to dial up our Political and regulatory environment
performance culture; ■ received updates from external speakers on the macro
■ Approved the acquisitions of Yasso Holdings, Inc., a environment from social and political perspectives and
premium frozen Greek yoghurt brand in the USA, the global security issues; and
premium haircare brand K18, and the disposals of Dollar ■ received updates on emerging legislation and regulation.
Shave Club and Elida Beauty;
reviewed the Unilever strategy at Business Group level; and
Risk and internal controls
■

■ reviewed the R&D strategy including the Group's innovation

pipeline. ■ considered feedback from the Audit Committee on its
assessment of the ongoing effectiveness of the Group’s
internal controls; and
Operational performance and financial management
■ reviewed the findings from the assessment of the Group’s
■ regularly reviewed Unilever Group operational and financial register of principal risks and focus risks and approved the
performance and delivery against strategic objectives, related risk management plans.
business plans including budget and forecast, financial
and non-financial KPIs and against analysts’ consensus
and market guidance;
■ considered and approved quarterly dividends;

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Stakeholder engagement
Section 172: Company and Board engagement with stakeholders
The information set out below, together with the information on pages 93 and 94 of this Governance Report, explains how the
Board considers and engages with stakeholders. Together, these form our section 172 statement under the UK Companies Act
2006. Unilever at a glance on page 3 details the six stakeholder groups we have identified as critical to our future success:
shareholders, our people, consumers, customers, suppliers & business partners and planet & society. Throughout the Strategic
Report we have provided examples of how we engage with, and create value for, our stakeholders.

Unilever How Unilever engages with stakeholders How the Board interacts Further
stakeholders on stakeholder issues information

Shareholders ■ Quarterly results broadcasts ■ AGM See pages 93, 94

We aim to deliver ■ Conference presentations ■ Meetings with shareholders and 97
consistent, competitive, ■ Meetings and calls about aspects of business on performance and key
profitable and performance, consumer trends and issues
responsible growth. sustainability issues. ■ The Board approve all
■ Senior leaders and our Board speak directly quarterly results
to shareholders on a broad range of issues. announcements and
For example, in 2023 we discussed our dividends
directors’ remuneration policy, our proposed ■ Unilever Investor Relations
updated Climate Transaction Plan and our provide analysts' reports
Growth Action Plan with investors. and investor feedback to
the Board.

Our People ■ Through our UniVoice survey we engaged ■ Review of UniVoice survey See pages 34 to
Our 128,000 talented with around 106,000 office and factory-based 2023 results and feedback 37, and pages 96
people give their skills employees in 2023 on topics such as culture, to ULE on key issues and 97
and time in Unilever engagement, strategy, safety, careers and ■ The CEO, together with
offices, factories and sustainability. other senior members of
R&D laboratories – ■ Continued our ‘Unilever Live’ sessions with our management including
working in flexible CEO and ULE members to give our workforce the CFO and ULE members,
and agile ways. direct and regular access to our leadership provide direct answers on
team to ask questions on issues of concern the 'Unilever Live' open
to them as employees, such as financial Questions sessions
performance strategy and reward. ■ Metrics on our Code of
■ At a market level, we held regular local, Business Principles cases are
leader-led virtual townhall meetings to reviewed by the Corporate
engage with employees on locally relevant Responsibility Committee
topics and issues. and the Board as
■ Under our Code of Business Principles appropriate.
we maintain whistleblowing procedures
available to all employees wherever they
are and however they work including
anonymous helplines.

Consumers ■ We use consumer research from partners ■ Board papers and See pages 14 to 33
We aim to provide such as Kantar, NielsenIQ and Ipsos, who presentations capturing
superior-quality we engage through their regular surveys consumer trends
products and and panels as well as ad hoc research. ■ Regular updates from
purposeful brands that ■ We engage over three million consumers Business Groups on
take action on the through our various consumer engagement opportunities and portfolio
issues that matter to platforms annually. choices in line with
people and planet. consumer trends.

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Unilever How Unilever engages with stakeholders How the Board interacts Further
stakeholders on stakeholder issues information
Customers ■ We are members of the Advantage Group ■ Business Group feedback See pages 14 to 33
Survey to help us understand how we can to the Board on customer
We partner with large improve our customers’ experience. landscape and priorities
and small retailers ■ Our customers across different channels and ■ Direct engagement with
across different trading trading environments partner with our key customers during region
environments around customer business development teams to and market visits by Board
the world to grow grow categories by meeting regularly on members
categories through turning shopper insights into growth action
market making plans. These relationships create Joint
innovations and Business Plans for mutual benefit.
brilliant execution to ■ We use an online platform to provide shopper
build our business insights and research for our smaller retailer
and theirs. customers.

Suppliers & Business ■ Through our Supply Chain and Procurement ■ The Board receives regular See pages 29, 39
Partners teams, we communicate with our suppliers reports in relation to supply to 42, 44 and 45
and business partners frequently. chain matters.
Around 57,000 supplier ■ We conduct an annual Partner with Purpose
partners in 150 countries survey to understand how our suppliers feel
source materials and about working with Unilever and areas for
provide critical services improvement.
for us. ■ We operate a Responsible Suppliers Policy
to define the mandatory requirements that all
our supply chain partners must confirm they
can meet.

Planet & Society ■ As part of our sustainability materiality ■ Our Chief Sustainability See pages 38 to 55
process, we analyse insights from our key Officer provides reports to
We aim to improve the stakeholders to make sure we’re focusing on the Board
health of the planet the most important sustainability issues and ■ The Board reviews updates
while contributing to a to inform our reporting – see our website for to the Climate Transition
fairer and more socially more details. Action Plan and progress
inclusive world. ■ We continued our partnerships with other with respect to it
businesses throughout the year, advocating ■ Our senior business leaders
for policy change on a range of sustainability attended COP28 in
topics, including increased levels of national November/December 2023
climate ambition and access to finance for ■ The Board reviews and
the vulnerable communities most affected approves the annual
by the impacts of climate change. modern slavery statement.
■ We produce an annual statement in relation
to modern slavery.

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Key decisions by the Board including Section 172 considerations

The table below shows some of the key decisions of the Board in 2023. The Directors confirm that the deliberations of the Board
incorporated appropriate consideration of the matters detailed in Section 172 of the Companies Act 2006. The Board recognises
that having regard to the needs and expectations of stakeholders is crucial, as it ensures that Unilever is well positioned to
deliver long-term sustainable growth for the benefit of all its stakeholders.

Strategy and business plan

Background
A Strategic Review of Unilever’s business was carried out by the Board led by the CEO and announced to the markets on 26th
October 2023. The Strategic Review concluded that the business would implement an action plan for faster growth, greater
productivity and simplicity with a stronger performance culture. The Board also reviewed M&A activity and confirmed that the
approach of bolt-on acquisitions and strategic disposals of lesser performing businesses would continue.

Stakeholder considerations
The Strategic Review took into account the interests of shareholders in its aims to create value for shareholders. It also took in to
account customers, consumers and employees in unlocking the potential for the business and in the continued development of
a business model for long-term sustainable growth.
Faster growth will involve greater focus on Unilever’s top 30 Power Brands to drive brand superiority and increase brand investment
and returns. The move to greater productivity and simplicity will assist in the delivery of gross margin and a more focused
sustainability agenda. A stronger performance culture will involve clearer priorities and accountability and alongside this more
differentiated reward.
Together these measures are intended to deliver greater returns for shareholders both in the short to medium term and also assist in
building long-term sustainable brand positions through the investment in our brands.

Society and sustainability

Background
Unilever has a long standing commitment to being at the forefront of global leadership in sustainable business and this is at
the heart of what Unilever stands for. The Strategic Review by the Board looked at Unilever’s societal and climate approach as
an integral part of our way of doing business. Our Climate Transition Action Plan, first publicised and approved by shareholders
in 2021, has been updated and is being put again to shareholders at the 2024 AGM. The Strategic Review and the revised
Climate Transition Action Plan have been reviewed by and have the full support of the Board and the Unilever Leadership
Executive.

Stakeholder considerations
Climate change and environmental sustainability impact the lives and livelihoods of people all around the world and, as
such, impact on all of the stakeholders of the Company from suppliers to customers and consumers. As stakeholders our
employees wish to work in a company which values the environment and our shareholders benefit from best business practice
in the area of sustainability. As a result of the Strategic Review, the Company will focus its sustainability efforts on areas of
critical importance with the aim of achieving greater impact in a shorter time, the pillars of this focus being Climate, Nature,
Plastics and Livelihoods. All of our brands will participate in this with each brand focusing its efforts on what is most
meaningful for its brand purpose. Our approach to society and sustainability will therefore continue to assist, for example,
our suppliers in the development of sustainable agriculture and our customers and consumers will continue to benefit from
products that aim for the highest standards in sustainability. Ultimately we believe this will be good for our business with
shareholders benefiting as a result.

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Appointments of new Non-Executive Director and Chair and new Chief Financial Officer

Background
The Board approved the appointment of Ian Meakins as a Non-Executive Director with effect from 1 September 2023 and Chair
of the Company with effect from 1 December 2023. The Board also approved the appointment of Fernando Fernandez as an
Executive Director and Chief Financial Officer of the Company with effect from 1 January 2024.

Stakeholder considerations
The Board considered Ian Meakins' significant global business experience leading companies as Chair and CEO across a
diverse range of industries. The Board concluded that Unilever would benefit from this experience and that Ian would bring
strong and effective leadership. The Board looked at Fernando Fernandez’s impressive track record in his Unilever career with
his deep financial and business experience. The strategic acumen and leadership qualities that Fernando would bring to the
role of CFO would be key in delivering the action plan that the Board had approved. Overall the Board concluded that both of
these appointments would be beneficial to Unilever, its shareholders and wider stakeholders.

Executive Pay

Background
At the 2023 AGM, the resolution to approve the advisory vote on the Directors’ Remuneration Report received 42% of the vote
and was not passed. In accordance with the UK Corporate Governance Code 2018, the Company included in its AGM results
announcement a commitment to listen to shareholder feedback and to publish a further statement detailing the outcome
of such shareholder engagement and any actions taken as a result. The Company proceeded to conduct a wide ranging
consultation with shareholders to understand the reasons behind this vote and the views of shareholders on executive
remuneration. In addition further consultation with shareholders took place in relation to the proposed Directors'
Remuneration Policy.

Stakeholder considerations
Following the shareholder consultation it was decided that the fixed pay of the CEO would not be increased in 2024 and
2025 and this was announced on 30 October 2023. This is also included in the Directors' Remuneration Policy to be put to
shareholders at the 2024 AGM. The additional consultation with shareholders was also used in preparing the Directors'
Remuneration Policy.

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Board leadership & The Board carries out an annual review of the performance
of the Directors in addition to a thorough review of the Non-
shareholder engagement Executive Directors’ and their related or connected persons’
relevant relationships in line with the best practice guidelines
in the UK and US. The criteria chosen by the Board to assess the
independence of the Non-Executive Directors, which is set out
Non-Executive Directors’ role and time commitment in detail in the Governance of Unilever, includes in summary:
The Non-Executive Directors exercise objective judgement in ■ no additional remuneration or other benefits from any

respect of Board decisions, providing scrutiny and challenge so Group company;

as to hold management to account. Non-Executive Directors ■ no material business relationships within the last three

offer strategic guidance and specialist advice based on the years, including shareholder, customer, adviser and supplier
breadth of experience and knowledge they bring to the Board. relationships, with any Group company;
■ no cross-directorships or significant links with other Directors
On appointment, our Non-Executive Directors complete
an induction process including meetings with the Unilever through involvement in other companies or bodies;
Leadership Executive and senior members of management. ■ not more than nine years of service on the Board in normal

These include understanding key risk areas in the business and circumstances;
providing an understanding of the culture of the organisation. ■ not a former employee of any Group company within the last

There is also the opportunity to visit Unilever’s operations in five years;

person. Non-Executive Directors are required to have sufficient ■ no close family ties with any of Unilever’s advisers, Directors
time available to discharge their responsibilities effectively or senior management; and
and to continuously develop their knowledge of the business. ■ no significant shareholdings in Unilever or any Group
The role of the Non-Executive Directors incorporates the review
company.
of information in advance of Board meetings to ensure that
thorough preparation for, and debate at, Board meetings is All the Non-Executive Directors are considered to have the
possible. Non-Executive Directors have full access to senior appropriate skills, knowledge, experience and character to
management and take opportunities to meet them on a bring objective and constructive judgement and valuable
regular basis. Site visits also give Non-Executive Directors the insights to the Board’s deliberations. The Board has concluded
ability to meet members of the workforce from different levels that all the Non-Executive Directors were independent during
of the organisation. the period covered by this report.
All Directors are expected to attend each Board meeting The Chair was considered to be independent on appointment
and each Committee meeting of which they are members, and is committed to ensuring that the Board continues to
unless there are exceptional reasons preventing them from comprise a majority of independent Non-Executive Directors.
participating. Only members of the Committees are entitled
to attend Committee meetings, but others may attend at
the Committee Chair’s discretion. Executive Directors attend
Committee meetings by invitation only.
If Directors are unable to attend a Board or Committee
meeting, they have the opportunity beforehand to discuss
any agenda items with the Chair or the Committee Chair.

Board appointment
The report of the Nominating and Corporate Governance
Committee on pages 102 to 106 describes the work of
the Committee including in relation to Board appointments
and recommendations for re-election. The procedure for the
nomination and appointment of Directors is also contained
within the document entitled ‘Appointment procedure for
PLC Directors' which is available on our website. Directors may
be appointed by a simple majority vote of shareholders at a
general meeting, or on an interim basis by the Board (in which
case they will offer themselves for election at the next AGM). Adrian Hennah, Chair of Audit Committee (centre)
Ruby Lu, member of the Audit Committee (left)

Composition, balance and independence

of the Board Conflicts of interest
Directors have a statutory duty to avoid actual or potential
As at 31 December 2023, the Unilever Board comprised
conflicts of interest. The Board ensures that there are effective
12 Directors: the Chair, two Executive Directors and nine
procedures in place to avoid conflicts of interest by Directors.
independent Non-Executive Directors.
A Director must without delay report any conflict of interest
The balance of Directors on the Board ensures that no or potential conflict of interest to the Chair and to the other
individual or small group of Directors can dominate the Directors and the Group Secretary, or, in case any conflict of
decision-making process. The biographies on pages 84 to 85 interest or potential conflict of interest of the Chair, to the SID,
and the table on page 105 in the Nominating and Corporate the other Directors and the Group Secretary. The Director in
Governance Committee Report demonstrate a diverse Board question must provide all relevant information to the Board,
with a broad range of sector experience, skills and knowledge. so that the Board can decide whether a reported (potential)
conflict of interest of a Director qualifies as a conflict of
interest within the meaning of the relevant laws.

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Unless authorised by the Board, together with compliance with any It was concluded that the Board operated effectively and that
restrictions that have been required of such a Director, a Director the Board processes on the provision of information worked
may not take part in the decision-taking process of the Board in well. The Board’s knowledge and assessment of financial
respect of any situation in which he or she has a conflict of interest. controls and key risks was strong and the processes for
The Board consider the procedures that have been put in place to succession planning and the execution of those plans had
deal with conflicts of interest operate effectively. been effective in 2023. With the ongoing development of the
business from a strategic and simplicity perspective and the
The interests of new Directors are reviewed during the recruitment
continued external challenges from digital commerce and
process and authorised (if appropriate) by the Board at the time
geopolitical events in key markets, there was the opportunity
of their appointment. Directors have a continuing duty to update
to develop Board composition further. An initial step on this
the Board on any changes to their external appointments which
was the enhancement of the skills and experience matrix for
are also reviewed by the Board on a regular basis.
directors which is included in the report of the Nominating and
Unilever recognises that the Executive Directors acting as Corporate Governance Committee on page 105. The Board
directors of other companies is beneficial from a personal would also like to focus more on the key performance
development perspective and therefore also beneficial to indicators used in the business to support the new
the Group. The number of external directorships of listed performance culture that has been introduced.
companies is generally limited to one per Executive Director
The evaluation of the Board’s principal Committees was
to reduce the risk of excessive commitment and prior approval
performed under the supervision of the respective Chairs and
is required from the Chair.
the Chief Legal Officer & Group Secretary, taking into account
the views of respective Committee members and the Board
members. The key actions arising from these Committee
evaluations can be found in each of the Committee Reports.

Board induction and training

All new Directors participate in a comprehensive induction
programme when they join the Board. The induction
programme typically includes site visits, meetings with
the Group’s businesses, with other Board Directors, senior
executives and managers, advisers and the Group's internal
and external auditors. This is supplemented with a wide range
of information including historical Board and Committee
papers, internal and external reports and presentations
covering the key commercial, operational, financial and
functional areas of the Group and relevant policies and
governance procedures.
The Chair ensures that ongoing training is provided for
Hein Schumacher, CEO Directors by way of presentations and circulated updates
at and between Board and Committee meetings. The
training covers, among other things, Unilever’s business,
environmental, social, corporate governance, regulatory
Board evaluation developments and investor relations matters. For example,
Each year, the Board formally assesses its own performance, in 2023 the Directors received presentations on corporate
including with respect to its composition, diversity and how governance reforms and Unilever's Code of Business Principles.
effectively its members work together to achieve objectives. In addition, outside of the scheduled Board meetings, several
In 2023 a self-evaluation of the Board’s effectiveness was Directors visited Unilever businesses and met with local
conducted. management in the UK, Brazil and Argentina.
The evaluation consisted of a questionnaire completed by
each of the Directors followed by a Board discussion in Workforce engagement
November 2023, covering both the outcome of the evaluation
and the proposed actions to enhance the effectiveness of the The Board believes that taking into account feedback from
Board. The outcome of such discussions is taken into account the workforce widens the diversity of its views when making
in the assessment of Directors when proposals for the re- business decisions. In view of Unilever’s global footprint and
election of Directors is considered. scope of operations, the Board decided that the most effective
way of organising its engagement with employees is to share
The evaluation looked at key areas of the functioning and the responsibility among all Non-Executive Directors.
operation of the Board. The directors considered the level
of information provided to the Board and the timing and Unilever’s Workforce Engagement Policy provides for workforce
frequency of meetings. In particular the financial controls and engagement in a variety of ways both face-to-face and
risk assessments carried out by the Board and its Committees virtually through sessions with Non-Executive Directors,
were reviewed. As succession planning had been a key part of engaging with employee representatives, site visits, and
the Board’s business in 2023, with the appointment of a new employee surveys such as UniVoice (see below for further
Chair, Chief Executive Officer and Chief Financial Officer, the information). These engagement activities cover the entire
Board succession procedures were also reviewed. The overall workforce demographic in terms of geography, all Business
composition of the Board was also considered together with Groups, length of service, work level/seniority and supply chain
the relevant expertise of Board members in relation to the and office staff.
strategic and other material issues facing the Company.

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In 2023, Non-Executive Directors participated in eight General meetings

workforce engagement events, both virtually and in person,
At the AGM, the Chair and CEO give their thoughts on
in the UK as well as in the Netherlands. A wide range of topics
governance aspects of the preceding year, the Group’s
were discussed including those that are personal to the
strategy together with a review of the performance of the
workforce and those of a more business and strategic nature.
Group over the last year. Shareholders are encouraged to
Topics included: future fit skills; safety; equality, diversity and
attend the meeting and to ask questions at or in advance of
inclusion; sustainability; and research and development.
the meeting. The external auditors attend the AGM and are
Perspectives from the workforce have been taken into entitled to address the meeting on any part of the business
consideration in decision making. For example, employee of the meeting which concerns them as auditors.
survey results from 2023 indicated some ambiguity in
Unilever’s AGM in 2023 was a physical meeting and the
experience of our operational model. Management intends to
proceedings were also streamed via a live webcast for
further clarify decision rights and cost ownership to address
shareholders. The Chair, CEO, CFO, SID, Committee Chairs,
some of these concerns and speed up decision-making.
Susan Kilsby and Hein Schumacher were present and following
Further action has been taken in response to feedback
the statements from the Chair and CEO, questions submitted
collected in workforce engagement sessions. For example
by shareholders prior to the meeting and received during the
in Nutrition, cross-functional working groups have been
meeting were addressed.
established to co-create the 2024 innovation strategy in
response to feedback from the workforce to speed up ways All 23 resolutions were put to a poll at the 2023 AGM to
of working and increase collaboration between teams. ensure an exact and definitive result and to facilitate
maximum participation by Unilever’s geographically spread
The Board evaluates the effectiveness of workforce
shareholders. Of these 22 resolutions were passed with in
engagement on an annual basis and feedback is also
excess of 80% votes cast in favour. Resolution 2 was not
sought from employees who take part in the workforce
passed as noted on page 94. The Company consulted
engagement sessions, thereby creating a feedback loop
with shareholders on this and issued a statement on this on
between the Board and employees.
30 October 2023. This confirmed that CEO fixed pay would not
be increased in 2024 or 2025. In addition the Remuneration
Policy will be put to shareholders at the AGM in 2024.
Shareholder engagement
The Board values open and meaningful discussions with our The 2024 AGM will be held on 1 May 2024 at Hilton, London
shareholders on all matters. Bankside, 2-8 Great Suffolk Street, London, SE1 0UG. The
Notice of AGM and other documentation are enclosed with
The CFO has lead responsibility for shareholder engagement, this Annual Report and Accounts and are available on
with the active involvement of the CEO and supported by the the Company’s website at www.unilever.com for those
Investor Relations department. shareholders who have opted for electronic communication.
In 2023 the new Chair had introductory meetings with
key shareholders comprising over 25% of the issued share
capital of the Company. Following the announcement of the
Company’s Growth Action Plan in October 2023, the CEO held a
series of roadshows with investors in the Netherlands, the UK
and the US. In addition the SID had meetings with a wide
number of investors in relation to the remuneration of the
executive directors and the CFO held a roadshow
with investors following the first half-year results.
The Board receives regular briefings on investor reactions to
Unilever’s quarterly, half- and full-year results
announcements, on key issues such as the Climate Transition
Action Plan and on any issues raised by shareholders that are
relevant to their responsibilities. We maintain a frequent
dialogue with our principal institutional shareholders and
regularly collect feedback.
Private shareholders are encouraged to give feedback via
[email protected]. Our shareholders are
also welcome to raise any issues directly with the Chair or Strive Masiyiwa, Chair of the Corporate Responsibility Committee
the SID. The Chair, the SID, the Executive Directors and other and Professor Youngme Moon, member of the Corporate
Responsibility Committee
Directors are also available to answer questions from the
shareholders at the AGM each year.

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Additional disclosures
The following disclosures are made in compliance with the Financial Conduct Authority’s Listing Rule 9.8.4C R:
Listing Rule 9.8.4C R
Interest capitalised by the Group during the year None
Publication of unaudited financial information Not applicable
Details of any long-term incentive schemes See pages 116, 117, 130 to 132 and 135 to 144
Director waiver of emoluments Not applicable
Director waiver of future emoluments: Not applicable
Allotments for cash of equity securities made during the year None
Allotment for cash of equity securities made by a major unlisted Not applicable
subsidiary during the year
Details of participation of parent undertaking in any placing made Not applicable
during the year
Details of relevant material contracts in which a Director or controlling Not applicable
shareholder was interested during the year
Contracts for the provision of services by a controlling shareholder Not applicable
during the year
1
Details of any arrangement under which a shareholder has waived or Unilever PLC holds 16,181,572 ordinary shares of 3 /9p each as Treasury
agreed to waive any dividends shares. No dividends are payable on these shares. As at 1 March 2024
1
Fidelity held 507,462 ordinary shares of 3 /9p of Unilever PLC on behalf of
the Company to be used in satisfaction of employee share scheme
obligations. Fidelity has agreed to waive on an ongoing basis any
dividends payable in respect of such shares. As at 1 March 2024 the
Trustee of the Company's Employee Benefit Trust ('EBT') held 2,348,355
1
ordinary shares of 3 /9p of Unilever PLC. The Trustee of the Company’s
EBT has agreed to waive, on an ongoing basis,any dividends payable on
shares it holds in trust for use under the Company’s employee share
schemes. The practice of Fidelity and the Trustees of the EBT is to abstain
from voting on the shares that they hold. Details of the employee share
schemes can be found on pages 116, 117, 130 to 132 and 135 to 144.
Details of where a shareholder has agreed to waive future dividends See below
Statements relating to controlling shareholders and ensuring company Not applicable
independence

Results and dividends and should be interpreted in accordance with the provisions of
Section 418 of the Companies Act 2006.
Unilever PLC publishes financial information on a quarterly
basis and these reports can be found at www.unilever.com.
Details of the quarterly dividends for the financial year ended
31 December 2023 are provided on page 194.
Directors
The Company’s Directors who served during the financial year
ending 31 December 2023 are provided on pages 84 and 85.
Future developments Details of director changes in the year are provided in the
report of the Nominating and Corporate Governance
Information on likely future developments in our business and
Committee on pages 102 to 104.
an indication of our research and development activities is set
out in the Strategic Report on pages 6 to 55.
Appointment of Directors
Articles of Association The rules governing the appointment and retirement of
Directors are set out in the appointment procedure for PLC
The current Articles of Association (Articles) were approved by
Directors available on the Company’s website and are
shareholders at the 2021 AGM and adopted with effect from
summarised in the report of the Nominating and Corporate
5 May 2021. The Articles may only be amended by a special
Governance Committee.
resolution of the shareholders. The Articles can be found on
the Company's website at www.unilever.com. All Directors must submit themselves for election or re-election
as the case may be each year at the AGM. At the 2024 AGM,
seven Directors will offer themselves for election or re-election.
Disclosure of information to the external auditor Details of the Directors standing for election or re-election are
Each of the Directors who held office at the date of approval set out in the 2024 Notice of AGM. Information on the service
of this report confirm that, to the best of each of the Directors’ agreements of Executive Directors can be found in the
knowledge and belief, and having made appropriate enquiries, Directors’ Remuneration Report on pages 116 to 118 and 129
all information relevant to enabling the auditors to provide their to 153. The letters of appointment of the Non-Executive
opinions on the Company’s consolidated and parent company Directors are available for inspection at the Company’s
accounts has been provided, and each of the Directors has taken registered office.
all reasonable steps to ensure their awareness of any relevant
audit information and to establish that the Company’s auditors
are aware of any such information. This confirmation is given

98 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Corporate Governance overview

Directors’ share interests Political donations

Details of the Directors’ interests in shares can be found in At the 2023 AGM, shareholders passed a resolution to
the Directors’ Remuneration Report on pages 132, 138 to 143 authorise the Company and its subsidiaries to make political
and 148. donations to political parties or independent election
candidates, to other political organisations, or to incur
political expenditure (in each case as defined in the
Contracts of significance Companies Act 2006). As the authority granted at the 2023
During the year, no Director had any interest in any shares or AGM will expire, renewal of this authority will be sought at
debentures in the Company’s subsidiaries, or any material this year’s AGM. Further details are available in the Notice of
interest in any contract with the Company or a subsidiary being a AGM, available on the Company’s website.
contract of significance in relation to the Company’s business. No It is the policy of the Company not to make such political
member of the Group is party to any significant agreement that donations or to incur political expenditure (within the ordinary
takes effect, alters or terminates upon a change of control or meaning of those words) and the Directors have no intention
following a takeover of Unilever PLC. In addition, there are no of changing that policy. However, as the definitions used in
agreements providing for compensation for loss of office or the Companies Act 2006 are broad, it is possible that normal
employment as the result of a takeover of Unilever PLC. business activities, which might not be thought to be political
There are no controlling shareholders of Unilever PLC. donations or expenditure in the usual sense, could be caught.
On that basis, the authority is sought purely as a precaution.

Powers of the Directors The Board members have each confirmed compliance with
Unilever's Code of Business Principles, as is required on an
The Board of Directors is responsible for the management of annual basis, and that there has been no political activity
the business of the Company and may exercise all powers of or payments by the Unilever Group.
the Company subject to applicable legislation and regulation
and the Company’s Articles.
The Board has delegated certain of its powers, authorities Shares
and discretions to the CEO, CFO and to the Board Committees. Share capital
Detailed information on the responsibilities and authorities Unilever’s issued share capital on 31 December 2023 was
of each of these is available in the Governance of Unilever made up of £78,294,139 split into 2,516,597,338 ordinary
on the Company's website. In addition, information on the 1
shares of 3 /9p each and each carrying one vote. A total of
Board's and the Committee's responsibilities and activities in 16,181,572 Unilever ordinary shares were held in treasury as
the year to 31 December 2023 are available on pages 90, 103, at 31 December 2023 representing 0.64% of Unilever’s issued
108 and 113. share capital. A total of 49,770,289 ordinary Unilever PLC
shares held in Treasury from share buy-backs were cancelled
on 2 August 2023.
Directors’ indemnities and Directors’ and
Officers' insurance Share issues and purchase of shares
The power to indemnify Directors, together with former At the 2023 AGM held on 3 May 2023, Unilever’s Directors were
Directors, the Company Secretary and the directors of authorised to:
subsidiary companies, is provided for in the Company's ■ issue new shares, up to a maximum of £26,226,666 nominal
Articles of Association. value (which at the time represented approximately 33% of
Unilever maintains appropriate D&O insurance to the extent Unilever’s issued ordinary share capital);
permitted by law. In addition, Unilever has granted indemnities ■ disapply pre-emption rights up to a maximum of £3,935,735

to each Director and the Group Secretary, together with former nominal value (which at the time represented approximately
Directors and Company Secretaries of Unilever and the 5% of Unilever’s issued ordinary share capital) for general
directors of subsidiary companies, whereby the Company corporate purposes and an additional 5% authority in
indemnifies these individuals in respect of any proceedings connection with an acquisition or specified capital
brought by third parties against them personally in their investment; and
capacity as Directors or Officers of the Company or any Group
■ make market purchases of its ordinary shares, up to a
company. These ''qualifying third party indemnity provisions''
maximum of 253,000,000 ordinary shares (which at the time
were in force during the course of the financial year ended 31
December 2023 and remained in force at the date of this represented just under 10% of PLC’s issued ordinary share
report. The Company would also fund ongoing costs in capital) and within the price limits prescribed in the resolution.
defending a legal action as they are incurred rather than after In 2022, Unilever commenced a €3bn share buyback
judgement has been given. In the event of an unsuccessful programme over two years. The purpose of the share buyback
defence in an action against them, individual Directors would programme was to reduce the capital of Unilever and in 2022
be liable to repay the Company for any damages and to repay Unilever bought back 34,217,605 Unilever ordinary shares of
defence costs to the extent funded by the Company. Neither 1
3 /9p each in two tranches, the total consideration for which
the indemnity, nor the D&O insurance cover provides cover was €1.5bn. Further in 2023, Unilever bought back 31,734,256
in the event a Director or Officer is proved to have acted 1
Unilever ordinary shares of 3 /9p each in two tranches, the
fraudulently or dishonestly. total consideration for which was €1.5bn to complete such
In addition, the Company provides indemnities (including, share buyback programme. The shares repurchased in 2023
where applicable, a qualifying pension scheme indemnity comprised 1.26% of Unilever's issued share capital as at
provision) to the Directors of three subsidiaries, each of 31 December 2023. Outside of this share buyback programme,
which acts or acted as trustee of a Unilever UK pension no other company within the Group purchased any Unilever
fund. Appropriate trustee liability insurance is also in place. ordinary shares or American Depositary Shares during 2023.
As above, these indemnities were in force during the course During 2023 there were 100,000 Unilever ordinary shares
1
of the financial year ended 31 December 2023 and remained of 3 /9p each issued in satisfaction of employee share
in place at the date of this report. scheme awards.

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Corporate Governance overview

Right to hold and transfer ordinary shares Branch offices

Unilever’s constitutional documents place no limitations on the Details of the Unilever Group's branches are listed on page
right to hold or transfer Unilever ordinary shares. There are no 244.
limitations on the right to hold or exercise voting rights on the
ordinary shares of Unilever imposed by English law. Unilever is
not aware of any agreements between holders of securities Employment of disabled people
which may result in restrictions on transfer or voting rights.
Disability inclusion is deeply important to Unilever. It is critical
that our brands live up to our values by understanding the lives,
Right to receive dividends experiences and stereotypes facing persons with disabilities and
The employee benefit trust, established by the Company to reflecting their stories in our brand communications. In addition,
facilitate the settlement of various share plan awards, waives Unilever has a range of employment policies which clearly detail
its entitlement to receive dividends in respect of shares that the standards, processes, expectations and responsibilities of
are the beneficial property of the trust. its people and the organisation. These policies are designed
to ensure that everyone – including those with existing or new
disabilities and people of all backgrounds – is dealt with in
Listings
an inclusive and fair way from the recruiting process and
Unilever has ordinary shares listed on the London Stock ongoing through their career at Unilever. This includes access
Exchange (ULVR), on Euronext Amsterdam (UNA) and, as to appropriate training, development opportunities or job
1
American Depositary Receipts (UL), on the New York progression. Further details can be found on page 37.
Stock Exchange.
1. One American Depositary Receipt represents one PLC ordinary share with
1
a nominal value of 3 /9p. Employee share plans
The Company operates a number of employee share plans,
details of which are set out in note 4C and in the Directors’
Significant shareholders of Unilever Remuneration Report on pages 116, 117, 130 to 132 and 135
As far as Unilever is aware, the only holders of more than 3% to 144.
of, or 3% of voting rights attributable to, Unilever’s ordinary
share capital (‘Disclosable Interests’) on 31 December 2023,
were BlackRock, Inc. with a shareholding of 9.1% and Vanguard Stakeholder engagement
Holding with a shareholding of 4.9%.
The Group’s stakeholders are our shareholders, our workforce,
No Disclosable Interests have been notified to Unilever consumers, customers, our suppliers and business partners,
between 1 January 2024 and 22 February 2024 (being a date and the planet and society as a whole. The Board is aware that
not more than one month prior to the date of the Company's its actions and decisions impact our stakeholders. Effective
Notice of Annual General Meeting). As far as Unilever is aware, engagement with stakeholders is important to the Board as it
between 1 January 2021 and 22 February 2024, only BlackRock, strengthens the business and helps to deliver a positive result
Inc. and Vanguard Holding have held more than 3% of, or 3% for all our stakeholders. In order to comply with Section 172
of voting rights attributable to, Unilever’s ordinary shares. of the Companies Act, the Board is required to take into
consideration the interests of stakeholders and it must also
include a statement setting out the way in which Directors
have discharged this duty during the year. The Group’s
stakeholders are identified on pages 91 and 92 and
information on how the Directors have had regard to the
matters set out in Section 172 can be found on pages 93 and
94. Further information on workforce engagement can also
be found on pages 96 and 97.

Related party transactions

Transactions with related parties are conducted in accordance
with agreed transfer pricing policies and include sales to
joint ventures and associates. Other than those disclosed
in note 23 to the consolidated financial statements (and
incorporated herein as above), there were no related party
transactions that were material to the Group or to the related
parties concerned that are required to be reported in 2023 up
to 22 February 2024 (the latest practicable date for inclusion in
Susan Kilsby, member of the Audit Committee this report).

Accounting policies, financial instruments Corporate governance compliance

and risk We conduct our operations in accordance with internationally
accepted principles of good governance and best practice,
Details of the Group’s accounting policies, together with post
while ensuring compliance with the corporate governance
balance sheet events and details of financial instruments and
requirements applicable in the countries in which we operate.
risk, are provided in Notes 1, 16, 18 and 26 to the Financial
Unilever is subject to corporate governance requirements
Statements.
(legislation, codes and/or standards) in the UK and the US and
in this section, we report on our compliance against these.

100 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Corporate Governance overview

United Kingdom but substantially conform to those required of US domestic

In 2023, Unilever has applied the principles and complied with companies listed on the NYSE. The only significant way in which
the provisions of the UK Corporate Governance Code. Further our corporate governance practices differ from those required
information on how Unilever has applied the five overarching of US domestic companies under Section 303A Corporate
categories of principles can be found on the following pages – Governance Standards of the NYSE is that the NYSE rules
(i) Board Leadership: pages 82, 89, 93 to 95 and 97; (ii) Division require that shareholders must be given the opportunity to
of Responsibilities: pages 89 and 95; (iii) Composition, vote on all equity-compensation plans and material revisions
Succession and Evaluation: pages 95 to 97 and 103 to 104; thereto, with certain limited exemptions. The UK Listing Rules
(iv) Audit, Risk and Internal Controls: pages 107 to 111; and require shareholder approval of equity compensation plans
(v) Remuneration: pages 116 to 153. The UK Corporate only if new or treasury shares are issued for the purpose of
Governance Code is available on the Financial Reporting satisfying obligations under the plan or if the plan is a long-
Council’s (FRC) website. term incentive plan in which a director may participate.
Amendments to plans approved by shareholders generally
Risk Management and Control: only require approval if they are to the advantage of the
Our approach to risk management and systems of internal plan participants.
control is in line with the recommendations in the FRC’s revised Attention is drawn to the Report of the Audit Committee
guidance ‘Risk management, internal control and related on pages 107 to 111. In addition, further details about our
financial and business reporting’ (the Risk Guidance). It is corporate governance are provided in the document entitled
Unilever’s practice to review acquired companies’ governance 'The Governance of Unilever’ which can be found on our
procedures and to align them to the Group’s governance website.
procedures as soon as is practicable.
All senior executives and senior financial officers have
Greenhouse Gas (GHG) Emissions: declared their understanding of and compliance with
Unilever’s Code of Business Principles and the related Code
Information on GHG emissions can be found on page 47.
Policies. No waiver from any provision of the Code of Business
Principles or Code Policies was granted in 2023 to any of the
Employee Involvement and Communication: persons falling within the scope of the SEC requirements.
Unilever’s UK companies maintain formal processes to inform,
consult and involve employees and their representatives. The Code of Business Principles and related Code Policies are
published on our website.
A National Consultative Forum comprising employees and
management representatives from key locations meets Risk Management and Control:
regularly to discuss issues relating to Unilever sites in the
Following a review by the Disclosure Committee, Audit
UK. We recognise collective bargaining on a number of sites
Committee and Board, the CEO and the CFO concluded that
and engage with employees via the Sourcing Unit Forum,
the design and operation of the Group’s disclosure controls
which includes national officer representation from the
and procedures, including those defined in the US Securities
three recognised trade unions. A European Works Council,
Exchange Act of 1934 – Rule 13a – 15(e), as at 31 December
embracing employee and management representatives from
2023 were effective. Unilever is required by Section 404 of the
countries within Europe, has been in existence for several years
US Sarbanes-Oxley Act of 2002 to report on the effectiveness of
and provides a forum for discussing issues that extend across
its internal control over financial reporting. This requirement is
national boundaries. Further details on how the Board has
reported on within the section entitled ‘Management’s Report
engaged with the workforce can be found on pages 96 and 97.
on Internal Control over Financial Reporting’ on page 254.
Equal Opportunities and Diversity:
Consistent with our Code of Business Principles, Unilever aims
to ensure that applications for employment from everyone are
given full and fair consideration and that everyone is given
access to training, development and career opportunities.
Every effort is made to reskill and support employees who
become disabled while working within the Group.

United States
Unilever is listed on the New York Stock Exchange (NYSE).
As such, Unilever must comply with the requirements of US
legislation, regulations enacted under US securities laws
and the Listing Standards of the NYSE, that are applicable
to foreign private issuers, copies of which are available on
their websites.
We comply with the Listing Standards of the NYSE applicable
to foreign private issuers.
Ian Meakins, Chair (third from the left)
We are required to disclose any significant ways in which our
corporate governance practices differ from those required of The Directors' Report has been approved by The Board, and
US domestic companies listed on the NYSE. Our corporate signed on its behalf by Maria Varsellona, Chief Legal Officer
governance practices are primarily based on the requirements and Group Secretary.
of the UK Listing Rules and the UK Corporate Governance Code

Unilever Annual Report and Accounts 2023 101

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Report of the Nominating and

Corporate Governance Committee

The Committee was

engaged in Board
succession and talent
development in the
Unilever Leadership
Executive
Ian Meakins
Chair of the Nominating and Corporate
Governance Committee

I am pleased to present the report of the Nominating and A number of changes to the Unilever Leadership Executive
Corporate Governance Committee for the year ended were also announced on 26 October 2023 and were
31 December 2023. effective on 1 January 2024. The Committee was involved
in the consideration of the candidates for the Unilever
It has been a busy year for the Committee overseeing a Leadership positions.
number of Board changes. The Committee itself was led by
Nils Andersen until my appointment on 1 December 2023 A diverse and inclusive workplace is a priority for the Board
and Nils will continue as a valued member of the Committee and Committee, and it underpins the appointment and
until he steps down from the Board at the AGM in 2024, as recruitment processes at all levels in Unilever. Diversity
previously announced. and inclusion metrics for the Board and ULE are included
in the report and, as at 31 December 2023, the Board was
In 2023, the Committee had overseen the appointment of 42% female with one third ethnic minority representation.
Hein Schumacher as CEO and this change became effective
on 1 July 2023 with the retirement of Alan Jope at that time. In 2024 the Committee will continue to embed the new
leadership and also continue to review Board succession
In May 2023, Graeme Pitkethly informed the Board of his in respect of independent Non-Executive Directors. The
intention to retire from Unilever. The Committee has therefore Committee will also monitor ongoing succession planning
also overseen the appointment of a new CFO, Fernando for the Unilever Leadership Executive.
Fernandez, whose appointment took effect on 1 January
2024. Fernando has an extensive track record in a variety I would like to thank the members of the Committee through
of financial, marketing and general management roles in the year for their commitment and contribution.
Unilever. His deep financial and business experience, strategic
acumen and leadership qualities will be critical in helping to
drive the step-up in Unilever’s performance that we are all
determined to deliver.
Graeme Pitkethly remained as CFO until 31 December 2023,
at which point he also stood down as a Director. Graeme is
assisting with the transition of Fernando in to his new role Ian Meakins
until the end of May 2024. Chair of the Nominating and Corporate
Governance Committee
At the end of October 2023, Feike Sijbesma stepped down
as a Non-Executive Director having served nine years on the
Board. On behalf of the Committee, I would like to thank
Feike for his service to Unilever.
Further details of these Board changes are provided in this
report on pages 103 and 104.

102 Unilever Annual Report and Accounts 2023

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Report of the Nominating and Corporate Governance Committee

Committee members and attendance ■ appointed Russell Reynolds to support the Committee in the
search for a new Chief Financial Officer, culminating in the
Attendance
appointment of Fernando Fernandez;
Ian Meakins Chair - ■ assessed best practice guidelines and preferences of certain
Nils Andersen 6/6 institutional investors in relation to overboarding;
Judith Hartmann ■ reviewed the ULE succession plan and talent pipeline;
(member from 3 May 2023) 3/3 ■ conducted an annual review of the diversity policy
Andrea Jung 5/6 applicable to the Board and more widely, the workforce
Ruby Lu engagement activities in the year and the plan for the
(member up to and including 3 May 2023) 3/3 following year, the terms of reference for the Committee
Feike Sijbesma (stepped down as a Non- and the annual workplan for the Committee;
Executive Director on 31 October 2023) 5/5 ■ considered the process and timetable for the Board
evaluation and maintained oversight of the process (see
The Chair of the Board, Ian Meakins, chairs the Nominating
page 96 for further information on the Board evaluation);
and Corporate Governance Committee. Nils Andersen, Judith
received updates on current and emerging corporate
Hartmann and Andrea Jung are independent Non-Executive
■

Dircetors and members of the Committee. The Chief Legal governance legislation, regulation and best practice
Officer and Group Secretary is secretary to the Committee. guidelines including in relation to directors’ duties; and
Other attendees, including the CEO, the Chief People and ■ considered the Committee’s draft report for inclusion in the
Transformation Officer and Deputy Secretary, attend the 2022 Annual Report and Accounts.
meetings when invited to do so.
There were six meetings of the Committee in 2023 and the
Appointment and reappointment of Directors
table above shows attendance at meetings of the Committee
in the year. Given changes in the Committee membership this to the Board
year, attendance is expressed as the number of meetings All Directors (unless they are retiring) are nominated by the
attended out of the number able to be attended during each Board for election or re-election at the AGM each year on the
director’s respective tenure on the Committee during the year. recommendation of the Committee. The Committee takes into
consideration the outcomes of the Chair's discussions with
each Director on individual performance and the evaluation
Role of the Committee of the Board and its Committees. Non-Executive Directors
The Nominating and Corporate Governance Committee is normally serve for a period of up to nine years.
primarily responsible for: The Committee proposed the election or re-election of all
■ periodically assessing the structure, size and composition
Directors at the 2023 AGM.
of the Board;
■ evaluating the balance of skills, experience, independence,
Nelson Peltz and Hein Schumacher had been appointed by
the Board as independent Non-Executive Directors on 20 July
diversity and knowledge on the Board;
2022 and 4 October 2022 respectively and were therefore put
■ ongoing succession planning (including the development
forward for election by shareholders for the first time at the
of a diverse pipeline for succession); 2023 AGM.
■ drawing up selection criteria and appointment procedures

for Directors; All the Directors were appointed by shareholders by a simple

■ reviewing the feedback in respect of the role and functioning
majority vote at the 2023 AGM.
of the Board Committees arising from Board and Board Subsequent to the 2023 AGM, Alan Jope stood down as a
Committee evaluations; director and CEO on 1 July 2023. Hein Schumacher became
■ periodically reviewing and assessing Unilever’s practices an Executive Director on 1 June 2023 and took up the role of
and procedures in relation to workforce engagement; and CEO on 1 July 2023 following a one month handover period.
■ considering current and developing corporate governance
The Committee also reviews the composition of the Board
matters, which it brings to the attention of the Board where Committees. During the year, the Committee recommended
deemed necessary. in May that Ruby Lu be appointed a member of the Audit
The Committee’s terms of reference are set out in the Governance Committee and that Judith Hartmann be appointed a member
of Unilever, which can be found on the Company’s website. of the Nominating and Corporate Governance Committee
and the Compensation Committee. The Committee further
recommended in October that Ian Meakins be appointed
as Chair of the Nominating and Corporate Governance
Activities of the Committee
Committee, as a member of the Compensation Committee
During the year, the Committee’s key areas of focus included: and the Chair of the Company effective from 1 December 2023.
■ following a review of the performance of the Directors and,

where relevant their independence, the Committee On 31 October 2023, Feike Sijbesma stepped down as a
recommended the election and re-election of all Directors Non-Executive Director of the Company, having served nine
years on the Board.
at the AGM in May 2023;
■ review of the composition of the Board and its Committees During the year, Graeme Pitkethly confirmed that he intended to
taking into account the experience, skills, knowledge, step down from the Board as a Director and CFO by the end of
diversity and attributes of the Directors and the length of 2023. The Committee appointed Russell Reynolds to assist it
tenure of the Non-Executive Directors resulting in changes to identify suitable candidates for the position of CFO. Russell
to the Committee memberships; Reynolds is an independent executive search firm which has
■ appointed Spencer Stuart to support the Committee in
undertaken several executive, non-executive and management
searches for the Group. Russell Reynolds do not have any
the search for a new Chair of the Board, culminating in the
connection to or provide any other services to the Directors
appointment of Ian Meakins;
or the Group except for normal course recruitment processes.

Unilever Annual Report and Accounts 2023 103

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Report of the Nominating and Corporate Governance Committee

In January 2023, Unilever announced the appointment of Leadership Executive to 30% (excluding Executive Directors).
Fernando Fernandez as a director and CFO with effect from There is also a promising pipeline of talent, with 45% of
1 January 2024. Graeme Pitkethly stepped down from the Senior Management (direct reports to the Unilever
Board on 31 December 2023. Leadership Executive) being female as at 31 October 2023.
■ We have 33% ethnic minority Board membership (including
The process to search for and appoint a new CFO was
Executive Directors), exceeding the Parker Review
managed by the Committee, as summarised below:
recommendation of one ethnic minority Board member.
■ the Committee agreed the appointment of a search firm
Our ethnic minority membership of the ULE stands at 67%
which would be best placed to deliver a comprehensive (excluding Executive Directors). In accordance with the
candidate list; extended scope of the Parker Review for 2023, we carried out
■ a detailed candidate specification was agreed, setting out an anonymous survey of Senior Management (direct reports
key responsibilities, experience and personal attributes to the Unilever Leadership Executive) via an independent
together with a clearly defined search strategy; third-party company to determine ethnicity. 24% responded
■ a candidate longlist was mapped against the candidate as minority ethnic, 24% as white and 52% undisclosed
specification taking into account Unilever's Board Diversity (including those based in countries where there are legal
Policy; and or cultural restrictions on collecting ethnicity data). Under
■ candidates with the strongest fit were reviewed by the
the extended scope of the Parker Review, we set an ethnic
Committee and met with the Chair and SID and preferred minority target of 24% for the Board, Unilever Leadership
Executive and Senior Management by 31 December 2027.
candidates were nominated to meet with members of
This is based on our available baseline data, 2021 UK census
the Board.
statistics, the global nature of Unilever’s business and
benchmarking. We will keep this target under review and
disclose progress against, and any revision of, the target in
Overboarding future annual reports. Our focus for 2024 is to increase the
As part of the annual evaluation process for each Director, full response rate for ethnicity data from Senior Management.
consideration was given to the number of external positions
held to ensure that the time commitment required did not
compromise the Director’s commitment to Unilever. The Succession planning
Committee took into account the views of various investor Board
bodies and certain institutional investors to anticipate any
The Committee reviews the adequacy and effectiveness of
perception of overboarding.
succession planning processes and the Board reviews the
The Committee did not identify any instances of overboarding succession plan in conjunction with the Committee.
and concluded that all individual Directors had sufficient time
The succession plan is based on merit and objective criteria
to commit to their appointment as a Director of Unilever.
and is designed to promote diversity. The Board should
The full list of external appointments held by our Directors comprise a majority of Non-Executive Directors who are
can be found in their biographies on pages 84 and 85. independent of Unilever, free from any conflicts of interest
and able to allocate sufficient time to carry out their
responsibilities effectively. With respect to composition and
Board Diversity Policy capabilities, the Board should be in keeping with the size
of Unilever, its strategy, portfolio, consumer base, culture,
Unilever has long understood and actively promoted the
geographical spread and its status as a listed company and
importance of diversity and inclusion within our workforce.
have sufficient understanding of the markets and business
This commitment forms part of Unilever’s Code of Business
where Unilever is active in order to understand the key trends
Principles and is embedded in the way we do business and
and developments relevant for Unilever. The Board believes
conduct ourselves at all levels in the organisation.
that a diverse Board with a range of views enhances decision-
Unilever’s Board Diversity policy, which is reviewed by the making which is beneficial to the Company’s long-term
Committee each year, is available on the Company’s website. success and is in the interests of Unilever’s stakeholders.
The objective of the Board Diversity policy is to guide that the
The Board seeks to promote its diversity by objectively
composition and quality of the Board should be in keeping
considering candidates on the basis of their experience, skills,
with the size and geographical spread of Unilever, its portfolio,
knowledge, expertise, gender, race, ethnicity, cultural and
culture and status as a listed company. The Board Diversity
geographical background and age. As can be seen in the
policy is taken into account when making appointments to
biographies on pages 84 and 85 and the tables on page 105,
the Board by considering candidates on merit, on the basis
the Board meets this profile.
of wide-ranging experience, backgrounds, skills, knowledge
and insight with a continuing emphasis on diversity including,
but not limited to, factors set out by applicable regulation, ULE
guidance and industry and government best practice. In conjunction with the Committee, the Board reviews the
succession plan for the ULE. In line with the approach to the Board
The Board supports the recommendations of the FTSE Women
succession plan, the succession plan for the ULE is also based on
Leaders Review on gender diversity and the Parker Review on
merit and objective criteria and is designed to promote diversity.
ethnic diversity. Specifically:
Developing an internal talent pipeline for leadership roles is
■ As at 31 December 2023, we are proud to have a female
critical for Unilever. The succession plan identifies potential
Senior Independent Director and 42% female Board
successors who are considered able to fulfil the roles in the short
members (including Executive Directors). 11% of the Unilever
term and those in the longer term. Development initiatives for
Leadership Executive are female (excluding Executive
senior executives are put in place and usually include executive
Directors), due to two females stepping down from their
mentoring and coaching. Senior managers and executives are
roles prior to the end of 2023. However, as announced on
encouraged to take on a non-executive directorship role as part
26 October 2023, two females have been appointed to the
of their personal development.
Unilever Leadership Executive from 1 January 2024. These
appointments increase the female members of the Unilever

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Report of the Nominating and Corporate Governance Committee

Skills and experience matrix

Nils Fernando Judith Adrian Andrea Susan Ruby Strive Ian Youngme Nelson Hein
Andersen Fernandez Hartmann Hennah Jung Kilsby Lu Masiyiwa Meakins Moon Peltz Schumacher
Business growth
and leadership
of large global • • • • • • • • • • •
corporations

• • • • • • • • • • • •
Strategy, corporate
transactions and
transformation
International
experience
including emerging • • • • • • • • • • • •
markets
Financial
expertise • • • • • • • • • •
FMCG and
consumer insights • • • • • • • • • • •
Technology, digital
and innovation • • • • •
Marketing and
sales channels • • • • • •
Risk management
and operational
excellence
(including • • • • • • • • • • •
sustainability and
community)

Society, politics
and geopolitics • • • • • • • • •
Science and
innovation • • • • •
People, culture
and reward • • • • • • • •
Corporate
governance • • • • • • • • • • • •
In compliance with the FCA Listing Rules, the tables set out We collect both gender and ethnicity data direct from
below show that as at 31 December 2023 we have 42% female Board and ULE members annually on a self-identifying basis
Board members against the target of 40%. The position of in a questionnaire. This data is used for statistical reporting
Senior Independent Director is held by a female and at least purposes and provided with consent. Board members are
one Board member is from a minority ethnic background. The asked to identify their gender and ethnicity based on the
changes to the ULE effective on 1 January 2024 resulted in a categories set out in the tables below.
12 member ULE of which 3 (25%) are women.

Gender representation on the Board and ULE as at 31 December 2023

Number of Percentage of the Board (CEO, CFO, Number of ULE Percentage
Board members Board SID and Chair) members of the ULE
Men 7 58 3 10 91
Women 5 42 1 1 9
Other – – – – –
Not specified/prefer not to say – – – – –

Ethnicity representation on the Board and ULE as at 31 December 2023

Number of Percentage of the Board (CEO, CFO, Number of ULE Percentage
Board members Board SID and Chair) members of the ULE
White British or other White (including
8 67 3 5 46
minority-white groups)
Mixed/Multiple Ethnic Groups – – – 1 9
Asian/Asian British 3 25 1 2 18
Black/African/Caribbean/Black British 1 8 – – –
Other ethnic group, including Arab – – – 3 27
Not specified/prefer not to say – – – – –

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Report of the Nominating and Corporate Governance Committee

Board tenure as at 31 December 2023

Board independence as at 31 December 2023 Committee evaluation

A self-assessment was carried out, overseen by the Chief
Legal Officer and Group Secretary, which involved completion
of a questionnaire which was reviewed by the Chairs of the
Committees. The Committee considered the questionnaires
and the Board agreed with the Committee's proposal for the
Board and Committee evaluation in 2023.
The Board and each of the Committees considered their
respective feedback in November 2023.
The Committee concluded it was performing effectively.
The evaluation confirmed that the Committee should continue
to focus on the skills, experience and diversity of the Board in
maintaining its overview of Board composition. In addition,
continued clear communication on succession planning with
the Board was essential. These areas would be considered in
the Committee's workplan for 2024.

Ian Meakins
Chair of the Nominating and Corporate
Governance Committee

Nils Andersen
Judith Hartmann
Andrea Jung

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Report of the Audit Committee

In addition to our reporting

and control responsibilities,
we focused this year on risks
relating to cyber security,
supply chain resilience and
data privacy.
Adrian Hennah
Chair of the Audit Committee

On behalf of the Audit Committee, I am pleased to present We dedicated time and resources to enhancing our
the Committee’s report for the year ended 31 December 2023. understanding of the Group’s continuously evolving
regulatory and legal landscape, and how the Group is
In 2023, the Committee concluded the year with three adapting to it. The Committee also reviewed all significant
members. Hein Schumacher was appointed as CEO of Unilever, ethical and compliance matters.
Judith Hartmann moved to another committee, and we
welcomed Ruby Lu. Her insights and experiences especially in In addition to the formal meetings, the Committee members
evolving technology, are valuable additions to our Committee. have been engaging with the business through market
visits and during the year visited USA, Brazil, Argentina and
The Committee believes it has carried out its duties effectively the Netherlands.
throughout the year and to a high standard, providing
independent oversight. It has had good support from In 2024, our primary focus, beyond our core responsibilities,
management and the internal audit team. will remain on the evolving cyber security threat landscape
and strengthening our supply chain resilience. We will also
The core of the work of the Committee has been to ensure the oversee the preparation for new compliance requirements,
integrity of Unilever’s financial and non-financial reporting, in particular enhanced sustainability reporting pursuant to
the adequacy of its internal control framework and to oversee CSRD and the ESRSs.
how the company manages its principal and emerging risks.
The committee also participated in the selection of Fernando
Fernandez as Unilever’s new Chief Financial Officer.
In the area of risk management, we continued to focus this
year on cyber security, supply chain resilience, and data
privacy. The Committee commissioned an independent
assessment of our cyber security maturity to ensure
adequacy of our capabilities and controls. The Committee
Adrian Hennah
engaged on the organisational changes the company is going
Chair of the Audit Committee
through and their impact on reporting and the management
of controls. We also met with management to discuss
emerging developments in international taxation, pensions
and sustainability reporting including pursuant to the
Corporate Sustainability Reporting Directive (CSRD) and the
new European Sustainability Reporting Standards (ESRSs).

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Report of the Audit Committee

Committee membership and attendance All relevant matters arising are brought to the attention
of the Board.
Attendance
Adrian Hennah Chair 8/8
Committee Reviews
Susan Kilsby 8/8
To help the Committee meet its oversight responsibilities,
Judith Hartmann (member up to and focused knowledge sessions are organised for committee
including 2 May 2023 ) 5/5
members throughout the year. In 2023, sessions were held
Hein Schumacher (member up to and to review the impact of cost inflation, a review of group litigation,
including 2 May 2023) 5/5 sustainability reporting and M&A performance and plans.
Ruby Lu (member from 3 May 2023) 3/3
In addition, Committee members visited the local businesses
in the US, Argentina, Brazil, and the Netherlands providing
The Audit Committee is comprised only of independent Non-
them with an insight into local market challenges and local
Executive Directors with a minimum requirement of three such
risk and control management. In Brazil special focus was given
members. The Audit Committee was chaired by Adrian Hennah.
to existing tax liabilities, please refer to note 19 and 20 on
The other Committee members are Susan Kilsby, and Ruby Lu
page 219-220. In Argentina management’s approach to the
who was appointed in July 2023 replacing Judith Hartmann
challenges arising from the hyperinflationary economic
who transitioned to another committee. Hein Schumacher
context was focused on, and in the Netherlands the
was appointed to become CEO of Unilever as of July 2023.
Committee spent time to understand the capabilities of the
The Board is satisfied that the members of the Audit new R&D center co-located within the local University campus
Committee are competent in financial matters and have in Wageningen.
recent and relevant experience. For the purposes of the US
The Committee also received presentations from management
Sarbanes-Oxley Act of 2002, Adrian Hennah is the Audit
and held discussions on the business's risk management
Committee’s financial expert.
activities, the preparation of the financial statements, the
Other attendees at Committee meetings included the Chief overall control environment, and the operation of the financial
Financial Officer (CFO), Chief Auditor, Deputy CFO & Controller, reporting controls. Special focus has been given to critical IT
Chief Legal Officer & Group Secretary, Deputy Group Secretary systems and cyber security, data privacy, major transformation
& Head of Corporate Legal, General Counsel Corporate projects, management of manufacturing third parties as well
Governance and Group Corporate Legal, Head of Secretariat, as management of third-party service providers. In addition,
EVP Sustainable Business Performance and Reporting and the Committee has had engagements with management with
the external auditors. Throughout the year, the Committee regard to their assurance work on sustainability as well as the
members met periodically without others present and also work done in the areas of tax, treasury and pension matters.
held separate private sessions with the Chief Financial Officer,
Chief Auditor and the external auditors.
Reporting and Financial Statements
There were eight scheduled meetings of the Committee during
the year. Attendance at the scheduled meetings is shown The Committee reviewed, prior to publication, the quarterly
above. Given changes in the Committee membership this year, financial press releases together with the associated internal
attendance is expressed as the number of meetings attended quarterly reports from the Chief Financial Officer and the
out of the number able to be attended during each director’s Disclosure Committee and, with respect to the full-year results,
respective tenure on the Committee during the year. the external auditor’s report. It also reviewed the Annual
Report and Accounts and the Form 20-F 2023. These reviews
incorporated the accounting policies and significant
Role of the Committee judgements and estimates underpinning the financial
statements as disclosed within note 1 on page 178.
The role and responsibilities of the Audit Committee are set
out in written terms of reference which are reviewed annually Particular attention was paid to the following significant
by the Committee, considering relevant legislation, and matters in relation to the financial statements:
recommended good practices. The terms of reference are ■ indirect tax provisions and contingent liabilities related to

contained within the document entitled "The Governance of Brazil, refer to notes 19 and 20 on pages 219-220. The
Unilever" which is available on our website. Committee agreed that the tax provisions and judgements
The Committee’s responsibilities include, but are not limited around the likelihood as well as the disclosures are
to, the following matters: appropriate in the Annual Report and Accounts;
■ oversight of the integrity of Unilever’s financial statements; ■ revenue recognition. The Committee reviewed the adequacy

■ review of Unilever’s half-yearly and annual financial of the policy around the cut off and appropriateness of
statements (including clarity and completeness of discounts accruals;
disclosure) and of the quarterly trading statements for ■ impairment risk in Russia. The committee reviewed the

quarter 1 and quarter 3; disclosure of the impairment risk related to Russia;

■ oversight of risk management and internal control ■ the presentation of non-underlying items. The Committee

arrangements; took account of management’s responses to its review and

■ oversight of compliance with legal and regulatory of the reporting received from and observations made by the
requirements; external Auditor.
■ oversight of the external auditors’ performance, objectivity,
For each of the above areas, the Committee considered the key
qualifications, and independence; facts and judgements outlined by management. Members of
■ the approval process of non-audit services;
management attended the section of the meeting of the
■ recommendation to the Board of the nomination of the Committee where their item was discussed to answer any
external auditors for shareholder approval; and approval questions or challenges posed by the Committee. The Committee's
of their fees, refer to note 25 on page 225; and feedback has been incorporated into the final approach. The
■ performance of the internal audit function. matters were also discussed with the external auditors and further
information can be found on pages 157 to 172.

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Report of the Audit Committee

The Committee specifically discussed with the external Historically, reporting on environmental and social matters
auditor how management’s judgement and assertions has mostly been voluntary but this is rapidly changing and
were challenged and how professional scepticism was there is more and more mandatory reporting on these matters.
demonstrated during their audit of these areas; this included The UK has required premium listed companies to disclose
the disclosures for each matter noted above. The Committee climate-related information based on the Taskforce on
is satisfied that there are relevant accounting policies in place Climate-Related Financial Disclosures (TCFD) framework for
in relation to these significant matters and management has the last couple of years. For the financial year beginning
correctly applied these policies. on 1 January 2024 we will also need to comply with the CSRD
and disclose material sustainability information in accordance
In addition to the matters noted above our external auditors,
with the European Sustainability Reporting Standards. This is
as required by auditing standards, also consider the risk of
an extensive suite of disclosures on a range of environmental,
management override of controls. Nothing has come to
social and governance matters which will be included in our
our attention or their attention to suggest any material
2024 Annual Report and Accounts. The Committee will be
misstatement with respect to suspected or actual fraud
responsible together with the Corporate Responsibility
relating to management override of controls.
Committee for overseeing compliance with these disclosure
At the request of the Board, the Committee undertook to: requirements. In future years there are also likely to be further
■ review the appropriateness of adopting the going concern mandatory non-financial reporting standards which will be
basis of accounting in preparing the annual and half-yearly applicable to the group as the International Sustainability
financial statements; Standards Board (ISSB) has issued a number of sustainability
■ assess whether the business was viable in accordance with
reporting standards and is working on additional ones, and
these are currently going through the endorsement process for
the requirement of the UK Corporate Governance Code. The
use in the UK. During 2023, the Committee reviewed the limited
assessment included a review of the principal and emerging
assurance work performed by PwC on certain sustainability
risks facing Unilever, their potential impact, how they were metrics and also reviewed the 2023 to 2026 sustainability
being managed, together with a discussion as to the assurance plan.
appropriate period for the assessment. The Committee
recommended to the Board that there is a reasonable
expectation that the Group will be able to continue in Risk Management & Internal Controls
operation and meet its liabilities as they fall due over the (Assurance)
three-year period (consistent with the period of the strategic
The Committee reviewed Unilever’s overall approach to risk
plan) of the assessment; and management and control, and its processes, outcomes, and
■ consider whether the Unilever Annual Report and Accounts
disclosure. The assessment was undertaken through
2023 was fair, balanced, and understandable, and whether a review of:
it provided the necessary information for shareholders to ■ the yearly report detailing the risk identification and

assess the Group’s year-end position and performance, assessment process, together with any emerging risks
business model and strategy. To make this assessment, identified by management;
the Committee received copies of the Annual Report and ■ reports from senior management on risk areas for which

financial statements to review during the drafting process the Committee had oversight responsibility: treasury, tax
to ensure that the key messages were aligned with the and pensions, information security, data privacy, legal
Company’s position, performance, and strategy. The and regulatory compliance, supply chain and key suppliers
Committee also reviewed the processes and controls and business transformation;
that are the basis for its preparation. The Committee was ■ the proposed risk areas identified by the ULE;

satisfied that, taken as a whole, the Unilever Annual Report ■ the Quarterly Risk and Control Status Reports, including

and Accounts 2023 is fair, balanced, and understandable. Code of Business Principles cases relating to frauds and
financial crimes;
Regulator Correspondence ■ a summary of control deficiencies identified through controls

In 2023, Unilever did not receive any formal notifications or testing activities together with action plans to address
communications from either the U.S. Securities and Exchange underlying causes;
Commission (SEC) or the UK Financial Reporting Council (FRC). ■ management’s improvements to reporting through further

automation and centralisation; and

■ the annual financial plan and Unilever’s dividend policy and

Sustainability dividend proposals.

The Committee continued to oversee the reporting of The Committee reviewed the application of the requirements
sustainability performance, keeping itself updated on the under Section 404 of the US Sarbanes-Oxley Act of 2002 with
changing regulatory requirements in this area by having respect to internal controls over financial reporting.
separate knowledge sessions with management and PwC
during the year. This included updates on changes in In fulfilling its oversight responsibilities in relation to risk
sustainability reporting requirements and changes in management and internal control, the Committee met
sustainability assurance. regularly with senior members of management and is satisfied
with the key judgements taken.

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Report of the Audit Committee

The Committee has completed its review for 2023 on both risk The Committee discussed the views and conclusions of KPMG
management and internal control and was satisfied that the regarding management’s treatment of significant transactions
process had worked effectively and where specific areas for and areas of judgement during the year. The Committee
improvement were identified, there was adequate mitigation considered these and is satisfied with the treatment in the
or alternative controls and that processes were under way to financial statements.
ensure sustainable improvements. An area of focus has been
to ensure that the controls impacted by the transformation
programmes are appropriately designed and are being External Auditors
implemented effectively. Through its review, the Committee KPMG has been the Group’s auditors since 2014 and
also ensured that appropriate procedures are in place for shareholders approved their reappointment as the Group’s
the detection and prevention of fraud. external auditors at the 2023 AGM. On the recommendation
The Committee continued to prepare for legislative or of the Committee, the Directors will be proposing the
regulatory changes. Whilst many of the proposed audit and reappointment of KPMG at the AGM in May 2024.
corporate governance reforms in the UK are not going to The Committee confirms that the Group is in compliance with
proceed in the short-term, changes to the UK's Corporate The Statutory Audit Services for Large Companies Market
Governance, principally in relation to internal controls Investigation (Mandatory Use of Competitive Tender Processes
requirements, were published in January 2024 (with and Audit Committee Responsibilities) Order 2014, which
strengthened requirements relating to material internal requires Unilever to tender the audit every ten years.
controls coming into effect for financial years starting on/after
1 January 2026). The Committee will continue to monitor any The last tender for the audit of the Annual Report and
upcoming legislation and their impact to Unilever. Accounts was performed in 2022 where the decision to
reappoint KPMG was unanimously recommended by the
Committee and approved by the Board of Unilever. At present,
Internal Audit we are satisfied with the effectiveness of our current auditors
and hence have no plans to re-tender the external auditor
The Committee reviewed internal audit’s plan which is focused
appointment for an earlier period. This position is re-evaluated
on Unilever’s risk areas including sustainability, cyber security,
each year.
data privacy, financial control processes, product safety and
supply chain resilience. The Committee ensured the necessary Both Unilever and KPMG have safeguards in place to avoid
resources were in place to perform the audits effectively. the possibility that the external auditors’ objectivity and
Enhanced use of data and analytics has made the internal independence could be compromised, such as audit partner
audits more efficient and effective, increasing the coverage. rotation and the restriction on non-audit services that the
external auditors can perform as described below. KPMG has
The Committee reviewed quarterly and year-end summary
issued a formal letter to the Committee outlining the general
reports which included the results of audit activities and
procedures to safeguard independence and objectivity,
completion status of agreed actions. During the year, the Chief
disclosing the relationship with the Company, and confirming
Auditor and his team undertook business visits in person, in
their audit independence.
particular in a number of the Group's more strategic markets.
Most audits have been conducted as hybrid (combination of Each year, the Committee assesses the effectiveness of the
virtual and physical). external audit process which includes discussing feedback
from the members of the Committee and stakeholders at all
Every five years, the Committee engages an independent
levels across Unilever. Interviews are also held with key senior
third party to perform an effectiveness review of the function.
management within both Unilever and KPMG.
This was last completed in 2022 and is planned for 2026.
In 2023, the Committee evaluated the performance of the The Committee also reviewed the statutory audit, other audit
internal audit function through a questionnaire. The feedback and non-audit services provided by KPMG and compliance with
was reviewed, and the Committee was satisfied with the Unilever’s documented approach, which prescribes in detail
effectiveness of the internal audit function. During the year, the types of engagements, listed below, for which the external
the Committee also met independently with the Chief Auditor auditors can be used:
and discussed the results of the audits performed and any ■ statutory audit services, including audit of subsidiaries;

additional insights obtained from the Chief Auditor. ■ other audit services – audits that are not required by law or

regulation;
■ non-audit services – work that our external auditors are best
Audit of the annual accounts placed to undertake, which may include:
KPMG, Unilever’s external auditors and an independent ■ services required by law or regulation to be performed by
registered public accounting firm, reported in depth to the the audit firm; and
Committee on the scope and outcome of the annual audit, ■ services where knowledge obtained during the audit is
including their audit of internal controls over financial
relevant to the service such as bond issue comfort letters.
reporting as required by Section 404 of the US Sarbanes-Oxley
Act of 2002. Their reports included audit and accounting Unilever has for many years maintained a policy which
matters, governance and control, and accounting prescribes in detail the types of engagements for which the
developments. external auditors can be used with all other engagements
being prohibited. The policy is aligned with both UK and SEC
The Committee held independent meetings with the external
regulations and is updated in line with these regulations.
auditors during the year and reviewed, agreed, discussed, and
challenged their audit plan, including the materiality applied,
scope and assessment of the financial reporting risk profile of
the Group.

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Report of the Audit Committee

Audit Fees Evaluation of the Committee

All engagements over €250,000 require specific advance The Committee carried out an assessment of its effectiveness
approval by the Audit Committee Chair. The Committee and performance in the year. The process was overseen by the
further review all engagements which have been authorised Chief Legal Officer & Group Secretary.
by the Deputy CFO & Controller. These authorities are reviewed
regularly and, where necessary, updated in the light of internal The Committee considered the output from that process at
and external developments. Since the appointment of KPMG its meeting in November 2023. Feedback was also provided to
in 2014, the level of non-audit fees has been below 8% of the Board as part of its evaluation of the overall effectiveness
the annual statutory audit fee, this is also the case for 2023. of the Board. The Committee concluded that it is performing
effectively.
The level of other audit fees has been below 6% of the annual
statutory audit fee except for 2017 (41%), 2018 (24%), 2020 (32%)
and 2021 (21%) due to assurance work relating to the disposal
of our Spreads business (2017 and 2018) and assurance work
relating to the separation of our Tea business (2020 and 2021).
Adrian Hennah
Chair of the Audit Committee

Susan Kilsby
Ruby Lu

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Report of the Corporate

Responsibility Committee

As a Committee, we
guide Unilever’s strategy
on sustainability,
from climate change
and plastics, to living
wage and human rights.
Strive Masiyiwa
Chair of the Corporate Responsibility Committee

On behalf of the Corporate Responsibility Committee (CRC), Throughout the year, it was clear Unilever’s leadership remains
I am pleased to present our report for 2023. committed to delivering resilient, sustainable and superior
performance. With the appointment of Hein Schumacher as
On reflection, this has been a year of progress despite an ever-
CEO, and sustainability a key tenet of the Growth Action Plan,
changing and increasingly complex operating environment.
there is no doubt that the company remains committed to
The CRC is responsible for the oversight of Unilever’s conduct being a leader in sustainable business.
regarding its corporate and societal obligations, its reputation
In 2024, with the sustainability focus areas defined, the
as a responsible corporate citizen and its culture. To execute
business is well positioned to use its scale and expertise
this duty, the Committee worked closely with Unilever and the
to make progress on its most material issues. The CRC will
Board on a range of topics including climate litigation, Human
continue to support the business to do so, by reviewing the
Rights, and Equity, Diversity, and Inclusion (ED&I), and non-
sustainability strategy and challenging management to
financial reporting, as well as Unilever’s performance against
remain focussed on long-term impact and resilience.
the Sustainability Progress Index (SPI), one of the performance
measures for our long-term incentive plans. Lastly, on behalf of the Committee, thank you to Feike
Sijbesma who retired from the CRC after eight years. I look
This year, external challenges reinforced the importance of
forward to welcoming a new Corporate Responsibility
the Committee’s role in protecting and enhancing Unilever’s
Committee member in 2024. My thanks also go to Unilever’s
reputation, a foundational element to the business's success.
leadership and the whole organisation for the commitment
The Committee and management discussed at length
and drive to deliver sustainable, responsible growth. I look
geopolitical tensions and conflict as well as rising activism,
forward to the year ahead and further honest and constructive
and Unilever’s position, ensuring the business had robust
engagements with my fellow Committee members.
processes in place to respond to such risks, especially those
that emerge quickly. From these discussions, the CRC made
recommendations to the Board to ensure that Unilever
maintains the highest level of oversight of material issues.
The Committee also focused on the Climate Transition Action
Plan (CTAP) and specifically the Business Group emissions
reduction roadmaps to 2030. With the external landscape
a challenging mixture of activism, disclosure and physical Strive Masiyiwa
climate risks, the Committee guided management ahead Chair of the Corporate Responsibility Committee
of the presentation of the CTAP to Unilever’s stakeholders.

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Report of the Corporate Responsibility Committee

Committee members and attendance During 2023, the Committee had detailed discussions
on occupational health, non-financial reporting, climate
Attendance litigation, the roadmap to net zero, CTAP 2.0, Human Rights,
Strive Masiyiwa Chair 5/5 and Equity, Diversity, and Inclusion (ED&I).
Youngme Moon 5/5
Feike Sijbesma 4/4
How the Committee has discharged its
This table shows the membership of the Committee together responsibilities
with their attendance at meetings up to and including In 2023, the Committee’s principal activities were as follows:
31 October 2023. If Directors are unable to attend a meeting,
they have the opportunity to discuss any agenda items
beforehand with the Committee Chair. Navigating an uncertain and volatile world
The world is an increasingly turbulent place, facing
The Corporate Responsibility Committee comprises three unprecedented and mutually reinforcing environmental
Non-Executive Directors: Strive Masiyiwa (Chair), Youngme and social risks that impact our business, both directly and
Moon and Feike Sijbesma. Feike Sijbesma retired from the indirectly. Campaigners are leveraging technology and
Committee in October 2023. diverse strategic approaches – from shareholder activism
The Chief Research & Development Officer, the Chief to litigation – to amplify messages and mobilise people in
Sustainability Officer and the Chief Business Integrity Officer support of their causes.
attend the Committee’s meetings. The Chief Legal Officer & Committee members closely scrutinised the processes for
Group Secretary, and Head of Communications may also join managing issues that present material risks to the reputation
the Committee's discussions. of the business, urging the business to remain proactive and
transparent. The Committee also reviewed the risks and
mitigating actions relating to climate activism, litigation and
Role of the Committee regulatory pressure, including the accuracy and completeness
The Corporate Responsibility Committee oversees Unilever’s of climate disclosure, and the adequacy of the business’s
conduct as a responsible global business. Core to this remit climate strategy. Meanwhile, both new and on going
is its governance of progress on Unilever’s sustainability geopolitical tensions and conflict created unique challenges
agenda. Part of this responsibility is reviewing and managing for Unilever in 2023. The Committee discussed matters ranging
sustainability-related risks, opportunities and trends material from the war in Ukraine, safety on tea plantations, and
to Unilever. The Committee also provides reviews and activism by Ben & Jerry’s. The Committee remained in close
recommendations to the Board about the CTAP which sets consultation with management on these matters, escalating
out the actions we intend to take to reduce emissions in our their recommendations to the Board when necessary.
business and progress on our net zero goal by 2039.
The Committee is charged with ensuring that Unilever’s Overseeing Code of Business Principles compliance
reputation is protected and enhanced, so it must consider the The Code and associated Code Policies set out the standards
Company’s influence and impact on stakeholders. Central to of conduct expected of all Unilever employees in their business
this is the need to identify any external developments that are endeavours. Compliance with these standards is an essential
likely to impact Unilever’s corporate reputation, and to ensure element of ensuring Unilever’s continued business success. Any
that appropriate and effective communication policies are in breach is identified as an ethical, legal, and regulatory risk to
place to support this. The Committee also oversees employee the business (see pages 77 and 78).
safety, security and wellbeing alongside Unilever’s Code of
Business Principles and third-party compliance with our The Corporate Responsibility Committee is responsible for
Responsible Partner Policy, ensuring that both Unilever’s direct oversight of the Code and Code Policies, ensuring that they
employees and those working within the Company’s value remain fit for purpose and are appropriately applied. It
chain comply with the expected standards of conduct. maintains scrutiny of the mechanisms for implementing the
Code and Code Policies. This is vital as compliance is essential
The Committee’s discussions are informed by the experience to promote and protect Unilever’s values and standards, and
of the Unilever Leadership Executive which is accountable hence the good reputation of the business.
for driving responsible and sustainable growth through
Unilever’s operations, Business Groups, value chain and At each meeting, the Committee reviews an analysis of
brands. Senior leaders are invited to the Committee to share investigations into non-compliance with the Code and Code
their perspectives and insights on key issues, challenges and Policies and discusses any trends or learnings arising from
external developments. these investigations.

Complementing the Committee’s role, the Audit Committee The Committee also considers litigation and regulatory
is responsible for reviewing the independent assurance matters which may have a reputational impact and reviews
programme of Unilever’s sustainability commitments, and a summary of any significant developments at each meeting.
significant breaches of the Code of Business Principles. These matters include anti-bribery and corruption measures
and competition law compliance. Human rights continued to
The Committee’s terms of reference are set out at: be a focus of the Committee’s Code oversight.
www.unilever.com/corporategovernance

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Report of the Corporate Responsibility Committee

Responsible Partner Policy (RPP) compliance Unilever is working to remove barriers to opportunity based
Extending Unilever’s values to third parties is essential if on factors that have been used to exclude people around the
Unilever is to generate responsible growth and a positive world: gender, race and ethnicity, disability, socioeconomic
social impact on the industry and wider society. Breaches of status, and sexual orientation. We are developing new
third-party compliance can pose a risk to the business, so initiatives across the business which impact a wide range
the Committee rigorously examines Unilever’s compliance of communities. The Committee encouraged continual
programmes to minimise risks. consultation to ensure a range of views on this work and
requested that they be kept up to date with the Equity
At each meeting, the Committee tracks compliance with Advancement Framework, an enterprise-wide tool to help
Unilever’s RPP. This policy sets out Unilever’s requirements that uncover systemic inequities within our business, identify
third parties conduct business with integrity and respect for their root causes, and understand how they are impacting
human rights and core labour principles. In 2023, particular our employees’ experiences, once this is finalised.
focus was given to compliance by some of our smaller
businesses which are on stand-alone systems. Overseeing the Climate Transition Action Plan
The impacts of climate change and nature loss are becoming
Promoting safety and security ever more apparent, and the imperative to reduce emissions
Safety, Health and Environment (SHE) are key priorities at in our societies and protect and restore nature increasingly
Unilever. urgent.
Unilever remains focused on promoting a safety-first culture, Unilever's first CTAP was approved by shareholders at the
evidenced by our UniVoice Survey where the top-rated 2021 AGM. The CTAP set out Unilever's suite of climate targets,
statement for the last several years is “Unilever is committed an analysis of our value chain emissions, and the actions we
to my safety”. Our employee-only TRFR was 0.58 accidents per intended to take to address them. It also covered aspects
million hours worked (1 October 2022 to 30 September 2023) such as portfolio evolution (e.g. plant-based foods), external
versus 0.67 in 2022, which shows continued improvement. advocacy and engagement, and governance. The Corporate
In 2023, we very sadly lost one contractor due to a steam Responsibility Committee is responsible for overseeing
exposure. The Committee oversaw Unilever’s approach to CTAP progress.
safety with particular emphasis on road safety, process safety
and contractor management risks. The Committee noted the The Board committed to develop the CTAP in line with
implementation of appropriate programmes to further reduce best practice, reflecting external guidance such as the
these risks. recommendations of the UK Transition Plan Taskforce and
considering the European Sustainability Reporting Standards
The Committee also examined Unilever’s approach to security. and International Financial Reporting Standards. An updated
As a global business, Unilever operates in many countries, CTAP will be presented to our shareholders at the 2024 AGM
some of which have a high degree of vulnerability given for an advisory vote.
their diminished capacity to absorb external shocks or tackle
domestic challenges. Accordingly, Unilever must remain agile The Committee also reviewed and approved the 2023 CTAP
to the increased market volatility created by geopolitics, Progress Report which is set out in the Annual Report and
conflict, inflation, and environmental and social crises. Accounts, as well as our two new Scope 3 emissions reduction
targets. As part of the Committee’s oversight of the CTAP,
members also reviewed the Business Groups’ roadmaps that
Improving the health and wellbeing of employees
aim to achieve interim 2030 targets aligned to our net zero
The Committee focused on the progress of the health and ambition.
wellbeing status of Unilever employees and commended
the actions taken by the business to support employees.
The Committee oversaw Unilever’s Healthier U programme
Complying with mandatory sustainability reporting
which focuses on chronic conditions and has engaged over Reporting on environmental and social matters is increasingly
13,000 frontline workers across different geographies. The becoming mandatory.
programme showed significant improvements in biomedical The UK has required premium listed companies to make
parameters, nutrition, quality of life, sleep, mental health, climate-related financial disclosures based on the TCFD
and work productivity. The programme is moving from pilot framework since 2021. From January 2024, we will also need to
to scale by expanding to office-based employees including comply with the Corporate Sustainability Reporting Directive
those in Western Europe and North America. (CSRD) and disclose material sustainability information in
Psychological safety remains a foundation for the accordance with the European Sustainability Reporting
organisation. The business actively monitors perceptions Standards (ESRS). This is an extensive suite of disclosures on
of psychological safety among the workforce. Programmes a range of environmental, social and governance matters
focused on psychological safety include a Mental Health which will be included in our 2024 Annual Report and Accounts.
Champion programme and team energy assessments. Together with the Audit Committee, the Committee will be
responsible for overseeing compliance with these disclosure
requirements.
Equity, diversity and inclusion
Our approach to equity, diversity and inclusion is focused on In future years, there are likely to be further mandatory non-
building a strong, inclusive culture with our own workforce; on financial reporting standards which will apply to the Group.
diversifying our supply chain and increasing our procurement The International Sustainability Standards Board (ISSB) has
spend with diverse businesses; on ending harmful stereotypes issued a number of sustainability reporting standards which
through our brands with consumers; and on building stronger, are currently going through the endorsement process for use
more equitable communities through partnerships and in the UK.
advocacy.

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Report of the Corporate Responsibility Committee

Sustainability Progress Index In 2023, as part of the Directors’ Remuneration Policy review,
Unilever’s Reward Framework includes a Performance Share the Sustainability Progress Index (SPI) was revised to ensure it
Plan (PSP). This long-term incentive plan is linked to financial remains a relevant performance measure, in line with investor
performance, as well as performance against sustainability and best practice expectations, and drives the right internal
goals (see page 65). behaviours and decisions.

To come to a view on Unilever’s performance on its The Corporate Responsibility Committee, in collaboration with
sustainability goals for the purposes of reward, the Corporate the Compensation Committee, reviewed the compensation
Responsibility Committee and the Compensation Committee plans of our peers, and conducted an investor consultation,
jointly evaluate performance against a Sustainability Progress to inform the new SPI scheme. As a result, the Committees
Index (SPI). selected four metrics that align with Unilever’s four
sustainability focus areas. The targets and ranges are all
numeric and will drive the outcome; however, the Committee
2023 SPI outcome
will retain the ability to make a rounded assessment.
In 2023, as in years before, this included a selection of
eight equally weighted KPIs and targets, with one ‘anchor’ The outcome of the PSP 2024-2026 will be assessed using
KPI/target from each of the pillars which underpin Unilever’s 2026 actuals. In the meantime, for in-flight PSP schemes, the
sustainability commitments. In making their rounded Corporate Responsibility Committee and Compensation
assessment, the Committees review both qualitative and Committee will determine the annual SPI outcome using
quantitative progress across multiple elements of the pillar interim KPIs and targets aligned to the 2024-2026 scorecard
and delivery against the respective anchor KPI. and in-year data.

This year, the assessment of the SPI performance moved to in-

year reporting for two KPIs to close the gap between delivery Evaluation of the Corporate Responsibility
and assessment. As a result, the Committees assessed six
SPI KPIs based on performance in 2022 and two SPI KPIs on
Committee
performance in 2023. The nutrition KPI was updated to reflect The Committee carried out an assessment of its effectiveness
the updated Compass commitment scope, and the health and and performance in the year. The process was administered
wellbeing target was revised to ensure it remained stretching. by a questionnaire and overseen by the Chief Legal Officer &
Group Secretary.
Following an in-depth discussion on the SPI, the Corporate
Responsibility Committee agreed on a performance rating The Committee considered the output from that process in
which was endorsed by the Compensation Committee. This January 2023. The Committee concluded that it is performing
joint assessment forms part of the Compensation Committee’s effectively and highlighted the importance of retaining
overall recommendation on the SPI outcome (see page 136). flexibility to discuss emerging topics. This was incorporated
into the Committee’s annual workplan for 2023.
2024-2026 SPI KPIs and targets The feedback was also provided to the Board as part of its
Unilever’s historic approach to incorporating sustainability into evaluation of the overall performance and effectiveness of
employee long-term incentives has been at the forefront of the Board.
market practice. The SPI has been an established feature of our
Long-Term Incentive Plan (LTIP), the Performance Share Plan,
and previously the Management Co-Investment Plan (MCIP)
scheme since it was introduced in 2017.

Strive Masiyiwa
Chair of the Corporate Responsibility Committee

Youngme Moon

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Directors' Remuneration Report

I would like to express

my gratitude for the
valuable feedback
received during
the shareholder
consultation process.
Andrea Jung
Vice Chair/Senior Independent Director and
Chair of the Compensation Committee

On behalf of the Compensation Committee, I am pleased Our reported financial outcomes include a contribution from
to present Unilever’s Directors’ Remuneration Report 2023. our business operations in Russia. For remuneration purposes,
Unilever's Remuneration Policy is being presented for the Committee have excluded the impact of our Russia
shareholder approval at the 2024 AGM and therefore the business from performance outcomes resulting in lower
proposal is set out below. I have included the Committee’s payouts for Management Co-Investment Plan (MCIP) and
activities in 2023, a summary of Unilever’s business PSP for the Executive Directors, as outlined below.
performance in 2023 and how it links to key remuneration
outcomes for the year.
Incentive outcomes and wider stakeholder
considerations
Business performance and remuneration 2023 annual bonus
Unilever delivered an improving financial performance, with Under the formulaic outcomes, a bonus outcome of 150% of
the return to volume growth and margins rebuilding. However, target opportunity was determined for the Executive Directors,
our competitiveness remains disappointing, which we are as detailed in the chart on page 135.
working at speed to address.
However, after careful consideration, the Committee decided
We achieved underlying sales growth (USG) of 7.0% in 2023, to exercise discretion to adjust the formulaic outcome
with positive volumes, up 0.2% for the financial year. downwards to 115% of target. Each year, the Committee
Underlying operating margin (UOM) increased by 60bps carefully reviews performance in the round to determine
to 16.7%, significantly ahead of target of 16.3%. whether the formulaic outcome fully reflects performance.
Whilst the Committee believe that performance delivered in
Free cash flow (FCF) increased €1.9bn to €7.1bn (€6.7bn the year was strong, we believe there is scope to improve our
excluding €0.4bn linked to a tax refund in India), driven by competitiveness. The Committee considered numerous data
higher underlying operating profit (UOP) and significantly points when assessing our competitiveness performance and
improved working capital. €6.7bn is the figure used for concluded that we are not winning sufficient market share in
remuneration purposes. a number of key markets. The Committee also concluded that
Underlying earnings per share increased by 1.4% to €2.60, our share price performance was below expectations. Taking
despite a (9.6%) adverse currency impact. both factors into account led to the reduction from 150% of
target to 115% of target, which we believe is reasonable and
Underlying return on invested capital (ROIC) improved to aligns the experience of shareholders, stakeholders and the
16.2%, compared to 16.0% in the prior year. This reflected the Executive Directors. The annual bonus pool for eligible
working capital improvement achieved over the year. managers within the wider workforce will also be 115%.
Competitiveness expressed as % business winning market
share (% Business Winning) on a rolling 12-month basis was 2020-2023 MCIP
disappointing at 37%. % Business Winning measures the The formulaic outcome for the 2020-2023 MCIP was 88% of
aggregate turnover of the portfolio components (country/ target, as detailed in the chart on page 135.
category cells) gaining value market share as a percentage
After exercising discretion to adjust the formulaic outcome
of the total turnover measured by market data. As such, it
to remove the contribution of business operations in Russia,
assesses what percentage of turnover is being generated
the outcome was lowered to 87% of target for the Executive
in areas where we are gaining market share. For more
Directors. The formulaic outcome of 88% will apply to eligible
information on % Business Winning and how it is calculated,
managers within the wider workforce.
please see the remuneration section of our website.
The Committee considered whether any further discretion
The Committee agreed an outcome of 115% for the
was needed to reflect any windfall gains and determined that
Sustainability Progress Index (SPI) for 2023 in conjunction with
no such reduction was warranted. This was on the basis that
the Corporate Responsibility Committee. Please see page 136
the share price used to determine the 2020 award was not
to 137 for more information on the SPI outcome for 2023 and
materially below the equivalent share price used to determine
page 131 for the SPI targets for Performance Share Plan (PSP)
the 2019 award.
2024-2026.

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2021-2023 PSP The Committee is making these updates to:

■ retain the current remuneration structure of fixed pay,
The PSP was introduced in 2021 to replace MCIP. The
performance period for the PSP is three years, compared to benefits, annual bonus and PSP, which is simple, previously
four years for MCIP. Therefore, there is a vesting of both the approved by shareholders and reflects market norms of a
2020-2023 MCIP and the 2021-2023 PSP in 2024 based on European-listed company;
performance period to the end of 2023. ■ maintain incentive quantum, noting this results in overall

pay for the Executive Directors at median level compared

The formulaic outcome for the 2021-2023 PSP was 65% of
target, as detailed in the chart on page 136. to peers;
■ narrow sector focus of remuneration benchmarking peer
Similarly to MCIP, after adjusting the formulaic outcome to group to only include consumer goods companies and to
remove the contribution from our business operations in reflect Unilever's talent pool;
Russia, this was reduced from 65% to 63% of target for the
■ support strong strategic alignment of incentive performance
Executive Directors. The formulaic outcome of 65% will apply
measures for 2024 and beyond;
to eligible managers within the wider workforce.
■ simplify targets under the SPI performance measure; and

The Committee also considered whether any further discretion ■ incorporate valued feedback received from shareholders

was needed to reflect any windfall gains and determined that during consultation.
no such reduction was warranted for the same reasons as for
the 2020-2023 MCIP. Having undertaken an extensive consultation exercise before
finalising the New Remuneration Policy, the Committee
Wider stakeholder considerations believes it can be fully supported by the great majority of
our shareholders.
When considering the annual bonus, MCIP and PSP outcomes,
the Committee carefully took into account the experiences As with our previous reward framework, Unilever will cascade
of our wider stakeholders in order to ensure that outcomes the same approach across our 15,000+ managers worldwide.
were aligned. These considerations directly led to the However, to focus on individual performance for our managers
discretionary adjustments as outlined above. at work levels 2 and 3, PSP will be replaced with restricted stock
units and the size of the award linked to in-year performance.

Our new Directors' Remuneration Policy for 2024

Our Remuneration Policy was last approved at the May 2021 Executive Director changes
AGM. Consequently, it reaches the end of its three-year As previously announced, Alan Jope stepped down as CEO
approval period, and a new remuneration policy is being and Executive Director on 30 June 2023 and retired from
presented for shareholder approval at the May 2024 AGM employment on 31 December 2023. Details of his remuneration
(New Remuneration Policy). are in line with the Remuneration Policy and were disclosed in
last year's Directors' remuneration report. In particular, Alan
The Committee carried out extensive consultation with
remained eligible to receive a pro rata annual bonus from
shareholders and proxy advisers in June and September to
1 January to 30 June 2023. As he was employed for the entirety
discuss the 2023 AGM voting outcome on acceptance of the
of the performance periods, the Committee determined that
2022 Directors' remuneration report and the proposed New
his 2020-2023 MCIP and 2021-2023 awards would vest in full,
Remuneration Policy. The feedback received during the
subject to performance outcomes, as outlined above.
consultation was valued by the Committee and taken into
account in developing the proposed New Remuneration Policy. Graeme Pitkethly stepped down as CFO and Executive
Director with effect from 1 January 2024 and will retire from
The Committee also monitored the external environment
employment on 31 May 2024. He will continue to be paid in
on pay and sought feedback from all management level
line with the Remuneration Policy until his retirement. Further
employees on the current remuneration structure of fixed pay,
details of Graeme’s leaving arrangements are set out on
benefits, annual bonus and PSP. 82% of respondents stated
page 145.
that PSP is competitive, 76% for retirement benefits, 74% for
health benefits and 73% for annual bonus. As announced on 26 October 2023, Fernando Fernandez was
promoted to the role of CFO with effect from 1 January 2024.
Our New Remuneration Policy was developed in light of this
Fernando's fixed pay has been set at €1,175,000 with annual
process and feedback and provides for continuity in policy,
bonus and PSP opportunity in line with our Remuneration
but refinement of implementation.
Policy. The Committee believes that the current positioning
The key updates we are proposing to make to the of the package represents an acceptable balance in view of
implementation of our New Remuneration Policy are to: various considerations, such as competitive external market
■ freeze the CEO’s fixed pay for 2024 and 2025; pay rates across Unilever’s peer group, Fernando's extensive
■ refocus the remuneration benchmarking peer group; and
skills and experience with Unilever and salary increases
■ update performance measures and weightings for annual
awarded to the wider workforce. We also took on board
bonus and PSP, as follows: previous feedback from shareholders in relation to the fixed
pay of the incoming CEO and positioned Fernando's fixed pay
■ Annual bonus: USG 40%, UOP growth (adjusted for
lower than Graeme's fixed pay as current CFO.
restructuring costs for the Executive Directors) 30% and
FCF 30%. Fernando will receive a relocation allowance and the cost of
■ PSP: USG 25%, relative total shareholder return (TSR) 30%, temporary accommodation for a maximum of six months to
average underlying ROIC 30% and SPI 15%. support his move to the UK. Further details of Fernando's
appointment are set out on page 144.

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Directors' Remuneration Report

Executive Director fixed pay increases In November 2023, the proposed New Remuneration Policy
was shared with the European Works Council, followed by
The Committee considered investor feedback carefully and,
discussions with local works councils and trade unions where
as a result, the Board has decided to freeze the CEO’s fixed
applicable. We took on board feedback to ensure Unilever
pay for 2024 and 2025.
focuses on long-term goals like sustainability, remains
Given the announcement of Graeme to retire from competitive to attract and retain talent, and extends share
employment at the end of May 2024, the Committee decided ownership to employees below management level.
not to review his fixed pay for 2024. As outlined above, the
Along with another member of the Committee, I attended
Committee set the fixed pay for Fernando Fernandez as the
an engagement session with employees on the subject of
incoming CFO, effective from 1 January 2024.
reward and the proposed New Remuneration Policy in January
The average wider workforce pay increase in 2023 was 7.62%. 2024. Employees shared feedback on flexibility of variable
remuneration, reward structures during high inflation, reward
for work level 1 employees, communication of long-term
Non-Executive Director fees incentives and culture of rewarding performance. Employees
shared feedback that there has been an improvement in
Non-Executive Director fees are in line with market rate and
differentiation based on performance, which was a topic
given the increase in fees in 2023, the Board decided not to
raised in the previous engagement session on reward.
further increase fees in 2024. We will keep Non-Executive
Director fees under regular review. The Committee is periodically updated on matters impacting
the workforce, including operation of annual bonus schemes,
the talent review process, pay review budgets, distribution of
Engaging with shareholders performance ratings, diversity, living wage, the new long-term
As mentioned above, the Committee conducted incentive plan for work levels 2 and 3, and alignment of
comprehensive consultation with shareholders and proxy incentives and rewards with Unilever's culture.
advisers in 2023 in respect of the 2022 Directors' remuneration In light of the above, the Committee believes the
report and the renewal of the Remuneration Policy. The implementation of remuneration in 2023 is a fair reflection
Committee has taken into account their views, which have of employee experience.
been invaluable in developing the final proposals.
In particular, we took into account feedback in relation to
the fixed pay of the incoming CEO and CFO, simplification of Implementation report
the SPI performance measure for PSP, introduction of relative The annual report on remuneration describes 2023
TSR as a performance measure for PSP, UOP adjusted for remuneration in detail as well as the planned implementation
restructuring costs for Executive Directors for annual bonus, of the proposed New Remuneration Policy in 2024.
composition of the benchmarking peer group, and weightings
of performance measures. On behalf of the Committee and the entire Board, I thank all
shareholders and their representatives for their constructive
The Committee is committed to ensuring that remuneration engagement in 2023 and I hope we can rely on your vote at the
performance measures for the Executive Directors align 2024 Annual General Meeting.
with the interests of shareholders. The Committee hopes
that shareholders will be supportive of these changes and
would very much welcome any further engagement on
these proposals.

Andrea Jung
Engaging with employees Chair of the Compensation Committee
The Board shares the responsibility for workforce engagement
among all the Non-Executive Directors to ensure that all
Directors have a collective responsibility for bringing employee
views into relevant Board discussion. We continued these
engagements in 2023, see page 96 for a summary of the
discussions that took place.

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Directors’ Remuneration Policy 2024

Policy report
The following sets out our New Directors’ Remuneration Policy. It fundamentally continues our existing policy with some key
proposed updates to how the policy is implemented, which are discussed below.
The New Remuneration Policy will be presented for approval by shareholders at the 2024 AGM and, if approved, will apply to
payments made after that date and will replace the existing Remuneration Policy in its entirety. It is intended that the New
Remuneration Policy will apply for three years, although the Committee may seek approval for a new policy at an earlier
point if it is considered appropriate. The supporting information section provides the rationale for updates to the existing
remuneration policy where appropriate as well as some information as to any changes to our approach to implementation.
Remuneration payments and payments for loss of office to Directors can only be made if they are consistent with the
approved Remuneration Policy or if an amendment to that remuneration policy authorising the payment has been approved
by shareholders.

Fixed pay
Purpose and link to strategy Opportunity
Supports the recruitment and retention of Executive Directors of the Any increases will normally be in line with or below the range of
calibre required to implement our strategy. Reflects the individual’s increases awarded to other employees within the Group.
skills, experience, performance and seniority within the Group and the
Increases may be above this level or applied more frequently in certain
size and complexity of the role.
circumstances, such as:
Operation ■ where there is, in the Committee’s opinion, a significant change in an

Set by the Board on the recommendation of the Committee and Executive Director’s scope or role;
generally reviewed once a year, with any changes usually effective from ■ where a new Executive Director has been appointed to the Board at a
1 January (although changes may be made at any other time if the rate lower than the typical market level for such a role and becomes
Committee considers that is appropriate). established in the role; and
■ where it is considered necessary to reflect significant changes in
Fixed pay is paid in cash and is generally paid monthly. Fixed pay is set
market practice.
at an appropriate level to attract and retain Executive Directors of the
required calibre, taking into account: The maximum aggregate increase for the current Executive Directors
■ our policy generally to pay total compensation at around the median during the time in which this policy applies will be no higher than 25%

of an appropriate peer group of other global consumer companies of for each Director.
(a)
a similar financial size and complexity to Unilever;
Supporting information
■ the individual’s skills, experience and performance;
There are no material changes relative to the previous Remuneration
■ the size and complexity of the role;
Policy.
■ individual’s time in role; and

■ pay and conditions across the wider organisation. The peer group used to benchmark pay has been updated to better
reflect the global footprint of the Group and to focus more narrowly on
Performance measures
consumer companies.
n/a
As previously communicated, the Committee has decided to freeze the
fixed pay of Hein Schumacher as the incoming CEO up to the end of
2025. The Committee will next review his fixed pay level in 2026.

(a) The proposed remuneration peer group for 2024 includes Anheuser-Busch InBev, Beiersdorf, British American Tobacco, Coca-Cola, Colgate-Palmolive, Danone, Diageo,
Haleon, Heineken, Henkel, Kimberly-Clark, Kraft Heinz, L’Oréal, LVMH, Mondelēz, Nestlé, PepsiCo, Pernod Ricard, Procter and Gamble, and Reckitt Benckiser. The peer
group used for pay benchmarking purposes is reviewed regularly and companies are added and/or removed at the Committee’s discretion to ensure that it remains
appropriate.

Benefits
Purpose and link to strategy Opportunity
Provides certain benefits on a cost-effective basis to aid attraction and Based on the cost to Unilever of providing the benefit and dependent
retention of Executive Directors. on individual circumstances.
Operation Relocation allowances – the level of such benefits would be set at an
Benefits include provision of death, disability and medical insurance appropriate level by the Committee, taking into account the
cover, Directors’ liability insurance and actual tax return preparation circumstances of the individual and typical market practice.
costs. Other benefits may be provided in the future where it is
Awards under the all-employee Unilever PLC Sharebuy Plan may be up
considered necessary by the Committee and/or required by legislation.
to HMRC-approved limits. The only change in the value of the current
In the event that Unilever were to require an existing or new Executive benefits (for single figure purposes) will reflect changes in the costs of
Director to relocate, Unilever may pay appropriate relocation providing those benefits.
allowances for a specified time period of no more than three years. This
There is no separate benefit or allowance provided in respect of
may cover costs such as (but not limited to) relocation, cost of living,
pension which is deemed to be included in fixed pay.
housing benefit, home leave, tax and social security equalisation and
education assistance. Performance measures
n/a
Executive Directors are entitled to participate on the same terms as all
UK employees in the Unilever PLC Sharebuy Plan. Supporting information
There are no changes relative to the previous Remuneration Policy.

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Annual bonus
Purpose and link to strategy Performance measures
Incentivises year-on-year delivery of rigorous short-term financial, The business performance multiplier is based on a range of business
strategic and operational objectives selected to support our annual metrics set by the Committee on an annual basis to ensure that they
business strategy and the ongoing enhancement of shareholder value. are appropriately stretching for the delivery of threshold, target and
maximum performance. These performance measures may include
The ability to recognise performance through annual bonus enables
underlying sales growth (USG), underlying operating profit (UOP)
us to manage our cost base flexibly and react to events and market
growth (adjusted for restructuring costs for the Executive Directors)
circumstances.
and free cash flow (FCF), along with any other measures chosen by the
Operation Committee, as appropriate. The Committee also sets the weightings of
Each year, the Executive Directors may have the opportunity to the respective metrics on an annual basis.
participate in the annual bonus plan. The Executive Directors are set a
The Committee has discretion to adjust the formulaic outcome of the
target opportunity that is assessed against the business performance
business performance multiplier, if it believes this better reflects the
multiplier of up to 150% of target opportunity at the end of the year.
underlying performance of Unilever. In any event, the overall business
Directors are required to defer 50% of their bonus into shares or share performance multiplier will not exceed 150%. The use of any discretion
awards for three years. Deferred bonus awards can earn dividends or will be fully disclosed in the Directors’ remuneration report for the year
dividend equivalents during the vesting period and may be satisfied in to which discretion relates.
cash and/or shares. Deferral may be effected under the Unilever Share
The Committee may introduce non-financial measures in the future,
Plan 2017, or by such other method as the Committee determines.
subject to a minimum of 70% of targets being financial in nature.
Recovery, discretion, ultimate remedy, malus and claw-back provisions
Performance is normally measured over the financial year.
apply (see details on page 121).
Supporting information
Opportunity
There are no changes relative to the previous Remuneration Policy.
The maximum annual bonus opportunity under this Policy is 225% of
fixed pay. Performance measures for 2024 have been updated to replace
underlying operating margin (UOM) with UOP growth (adjusted for
The normal target bonus opportunity for the CEO is 150% of fixed pay,
restructuring costs for the Executive Directors).
and for the CFO is 120% of fixed pay. This results in normal maximums
of 225% and 180% respectively. The proposed changes to measures are to ensure we use the most
strategically aligned measures, see page 123.
Achievement of threshold performance results in a payout of 0% of the
maximum opportunity.

Performance Share Plan (PSP)

Purpose and link to strategy Performance measures
Incentivises delivery of long-term financial, strategic and operational The Committee sets performance measures for each PSP award. These
objectives of the Company and aligns the experience of shareholders will be tested over the three financial years starting with the financial
and the Executive Directors. Rewards performance of the Executive year in which the award is granted.
Directors while controlling costs due to pre-determined performance
The performance measures for the PSP grants in 2024 will be: USG (25%),
measures and a maximum outcome. Also acts as a retention tool given
relative total shareholder return (TSR) (30%), average underlying return
PSP awards vest after three years.
on invested capital (ROIC) (30%), and Sustainability Progress Index (SPI)
Operation (15%). The Committee retains the discretion to change these measures
Under the PSP, the Executive Directors are granted rights to receive free and/or weighting for future grants, based on strategic priorities for
shares on vesting (awards) which normally vest after three years, to the Unilever at that time.
extent performance conditions (see performance measures section on
The Committee will ensure that the targets set are appropriately
the right) are achieved. Upon vesting, the Executive Directors have an
rigorous for the delivery of threshold, target and maximum
additional two-year retention period (during which shares cannot be
performance.
sold) to ensure there is a five-year duration between the grant of the
award and release of the shares. The Committee retains the discretion to adjust the formulaic outcome
of these performance measures to reflect its assessment of the
Claw-back, malus, recovery, ultimate remedy and discretion provisions
underlying long-term performance. The use of any discretion will be
apply (see details on page 121).
fully disclosed and explained in the Directors’ remuneration report for
Opportunity the year to which discretion relates.
The maximum annual grant available under this Policy is 400% of
Supporting information
fixed pay.
There are no changes relative to the previous Remuneration Policy.
The normal maximum award for the CEO is 400% of fixed pay, and for
Performance measures for 2024 have been updated to replace %
the CFO is 320% of fixed pay. At target, 50% of maximum vests, equating
Business Winning with USG and cumulative FCF with relative TSR.
to 200% and 160% of fixed pay respectively. 0% of the award will vest
for below threshold performance. The amount payable for threshold The proposed changes to measures are to ensure we use the most
performance will be disclosed for each metric in the relevant directors’ strategically aligned measures, see page 123.
remuneration report.
Dividend equivalents may be earned (in cash or additional shares) on
the award when and to the extent that the award vests. Dividends or
dividend equivalents will also be payable in respect of dividends paid
during the retention period.

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Claw-back, malus, recovery, ultimate remedy and discretion

Claw-back: Claw-back is the recovery of payments made under the annual bonus (including deferred bonus shares) or vested
Long-Term Incentive Plan (LTIP) awards. The Committee may decide to apply claw-back for up to three years from the payment
of bonus awards, and up to two years from vesting or the start of any retention period (which ever is later) for the LTIP awards,
in the event of:
■ a significant downward restatement of the financial results of Unilever;

■ error in calculation or misleading data; or

■ corporate failure.

Claw-back may apply to all or part of a participant’s payment or award and may be effected, among other means, by reducing
outstanding awards, or requiring the return of the net value of vested awards to Unilever.
Malus: Malus is the adjustment of bonus, unvested deferred bonus awards or unvested LTIP awards. The Committee may apply
malus to reduce an award or determine that it will not vest or only vest in part. Malus applies to deferred bonus awards during
the three-year deferral period and to unvested LTIP awards during the vesting period and retention period, in the event of:
■ a significant downward restatement of the financial results of Unilever;

■ gross misconduct or gross negligence;

■ material breach of Unilever’s Code of Business Principles or any of the Unilever Code Policies;

■ breach of restrictive covenants by which the individual has agreed to be bound, or conduct by the individual which results in

significant losses or serious reputation damage to Unilever; and

■ error in calculation or misleading data or corporate failure.

The annual bonus will also be subject to malus on the same grounds as apply for deferred bonus awards and unvested LTIP
awards. This power is an addition to the normal discretion to adjust awards and the additional sustainability test outlined in
the policy table.
Recovery: Recovery applies to payments of variable remuneration which have been made in error as a result of a required
accounting restatement.
The Committee may require repayment of any amount of erroneously awarded variable remuneration in the event Unilever is
required to prepare an accounting restatement due to material non-compliance with a financial reporting requirement under
securities law in the United States. Any recovery will be in accordance with the Unilever Recovery Policy.
Ultimate remedy: LTIP awards are subject to ultimate remedy. Upon vesting of an award, the Committee shall have the
discretionary power to adjust the value of the award if the award, in the Committee’s opinion taking all circumstances into
account, produces an unfair result. In exercising this discretion, the Committee may take into account Unilever’s performance
against non-financial measures.
These powers are in addition to the normal discretion to adjust awards.
Ultimate remedy/malus and claw-back will not apply to an award which has been exchanged following a change of control and
claw-back will not apply where an award vests on a change of control.
Committee discretion to amend targets/measures: For LTIP awards and annual bonus, the Committee may change a
performance measure or target (including replacing a measure) in accordance with the award’s terms or if anything happens
which causes the Committee reasonably to consider it appropriate to do so. The Committee may also adjust the number or class
of shares subject to MCIP, PSP and deferred bonus awards if certain corporate events (e.g. rights issues) occur.
The Committee will continue to review targets on all unvested awards in the event of any material acquisitions or disposals
that were not included in the financial plan, or were not anticipated at the time of target setting. The Committee may make
adjustments if deemed appropriate to ensure that all targets remain relevant and equally stretching in light of any M&A activity,
other corporate events, or any other event that the Committee considers to be material, that was not foreseen at the time of
target setting.

Legacy arrangements
For the duration of this New Remuneration Policy, entitlements arising before the adoption of this New Remuneration Policy will
continue to be honoured in line with the approved remuneration policy under which they were granted, or their contractual
terms.
Awards granted under a previous remuneration policy will continue to operate under the terms of that policy and the relevant
plan rules. Further details of the terms of the awards made are included in the Directors’ remuneration reports for their
respective years. This provision will cease to apply once all of these awards have vested, been exercised or been forfeited as
appropriate, as per the relevant policy and plan rules. Additional details are set out below.
The Committee reserves the right to make any remuneration payments and payments for loss of office (including exercising any
relevant discretions) notwithstanding that they are not in line with the New Remuneration Policy where the terms of the payment
were agreed before the New Remuneration Policy came into effect or at a time when the relevant individual was not a Director of
Unilever and, in the opinion of the Committee, the payment was not in consideration for the individual becoming a Director of
Unilever. For these purposes, ‘payments’ include the Committee satisfying awards of variable remuneration and, in relation to an
award over shares, the terms of the payment are ‘agreed’ at the time the award is granted.

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Remuneration scenarios: our emphasis on performance-related pay

It is Unilever’s policy that the total remuneration package for the Executive Directors should be competitive with other global
companies and that a significant proportion should be performance related.
For the remuneration scenarios below, the maximum and target pay opportunities have been chosen to be consistent with
the current levels for the Executive Directors. In reviewing the appropriate level of pay opportunity for the Executive Directors, the
Committee considers internal and external comparators. Although pay is not driven by benchmarking, the Committee is aware
that pay needs to be within a reasonable range of competitive practice. The Committee notes that total target pay is slightly
(a)
below median for the CEO and incoming CFO for the 2024 benchmark group proposed by the Committee .
The Committee typically reviews, on at least an annual basis, the impact of different performance scenarios on the potential
reward opportunity and payouts to be received by the Executive Directors and the alignment of these with the returns that might
be received by shareholders. The Committee believes that the level of remuneration that can be delivered in the various
scenarios is appropriate for the level of performance delivered and the value that would be delivered to shareholders. The charts
below show hypothetical values of the remuneration package for the Executive Directors in the first full year of the New
Remuneration Policy under below threshold, target and maximum performance scenarios.

Details of fixed elements of remuneration for CEO and CFO and assumptions for scenario charts
Fixed remuneration Assumptions as follows (for actual Executive Director pay details, please see the Directors’
Remuneration Report below):
■ Fixed pay for CEO effective from 1 January 2024 = €1,850,000.

■ Fixed pay for CFO effective from 1 January 2024 = €1,175,000.

■ Benefits assumed to be around €310,000 for CEO and €300,000 for CFO.

Variable remuneration Below threshold No 2024 annual bonus payout and no vesting
under the PSP.

On target Target payout of the 2024 annual bonus (150% of

fixed pay for the CEO and 120% of fixed pay for the
CFO). 50% of the bonus would be deferred for
three years.
Target vesting of 2024 awards under the PSP
(200% of fixed pay for the CEO and 160% of fixed
pay for the CFO).

Maximum Maximum payout of the 2024 annual bonus (225%

of fixed pay for the CEO and 180% of fixed pay for
the CFO). 50% of the bonus would be deferred for
three years.
Maximum vesting under 2024 awards under the
PSP (400% of fixed pay for the CEO and 320% of
fixed pay for the CFO).

Maximum with 50% share price increase As per maximum above, and in addition shows the
impact of a share price increase of 50% from the
date of grant to the date of vesting of the PSP
award.

Notes to variable remuneration Dividends, dividend equivalents and (except as

described above) share price movements are
ignored for the purposes of the illustrations
above.

(a) Proposed remuneration peer group for 2024 includes Anheuser-Busch InBev, Beiersdorf, British American Tobacco, Coca-Cola, Colgate-Palmolive, Danone, Diageo,
Haleon, Heineken, Henkel, Kimberly-Clark, Kraft Heinz, L’Oréal, LVMH, Mondelēz, Nestlé, PepsiCo, Pernod Ricard, Procter and Gamble, and Reckitt Benckiser.

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Approach to target setting

Performance measures are selected to align with Unilever’s short-term performance targets and long-term business strategy
objectives. Unilever’s primary business objective is to create value in a sustainable way. Performance measures focus
management on the delivery of a combination of top-line revenue growth and bottom-line profit growth that Unilever believes
will build shareholder value over the longer term and that will benefit all of our stakeholders.
The measures chosen for the incentives will support the delivery of this objective, with distinct measures for each of the short-
and longer-term incentive programmes.
The Committee sets performance targets for incentive plans, taking into account internal budgets, business priorities and
external forecasts so that the targets are sufficiently stretching. Good performance results in target payout while maximum
payout is only achieved for delivering exceptional performance.
The following sets out the performance measures for short- and long-term incentive plans to be awarded in 2024, as well as the
business performance and the behaviours that they drive.

2024 performance measures and the link to strategy

Incentive plan Performance measure Link to strategy
Short-term: Annual Bonus Underlying sales growth (USG) at constant FX Clear, simple and well-understood measure supporting
rates (40%) the achievement of Unilever’s growth ambition.

Underlying operating profit (UOP) growth at Provides a focus on absolute profitability as an indicator of
current FX rates (30%) (adjusted for restructuring driving shareholder value.
costs for annual bonus for the Executive Directors)

Free cash flow (FCF) at current FX rates (30%) Provides clear focus on the achievement of Unilever’s cash
generation ambition.

Long-term: PSP Underlying sales growth (USG) at constant FX The primary driver of value creation in our multi-year
rates (25%) financial growth model.
USG is the principal growth metric in the long-term
incentive programme as delivering consistently higher
growth will be a key unlocker of shareholder value. While
the USG measure in the annual bonus ensures focus on in-
year delivery, the PSP measure focuses on cumulative and
sustained importance. To avoid a dependency or focus on
a single metric, the weightings have been rebalanced.

Relative total shareholder return (TSR) versus a Aligns remuneration with shareholders' experience and
(a)
bespoke peer group (30%) allows us to measure relative performance. The proposed
vesting schedule is in line with UK norms, with threshold
vesting (50% of par) for median performance (Unilever
ranked 10th), rising to maximum vesting (200% of par) for
upper quartile performance (Unilever ranked 5th)

Average underlying return on invested capital Supports disciplined investment of capital within the
(ROIC) (30%) business and encourages acquisitions which create long-
term value (an especially relevant measure for members
of the Unilever Leadership Executive (ULE) who make
investment decisions).

Unilever Sustainability Progress Index (SPI) (15%) Unilever remains committed to demonstrating that
our purpose-led, future-fit strategy drives superior
performance, which protects our shareholders, people,
consumers, customers, suppliers and business partners,
and planet and society. To ensure focused progress on
key areas in relation to SPI, the Corporate Responsibility
Committee and Compensation Committee agree a
number of key performance indicators (KPIs) to assess
progress towards sustainability goals (see page 131).
These KPIs illustrate how Unilever aims to address a
number of its principal risks such as climate change and
plastic packaging (see our risks on page 72 and 73).
For the 2024 PSP award, progress will be measured
against one social and three environmental KPIs and
targets. We are moving from annualised SPI targets,
disclosed retrospectively, to SPI targets set over a
three-year period and disclosed prospectively, to align
with the other PSP performance measures.

(a) The proposed TSR peer group for 2024 includes Beiersdorf, Church & Dwight, Coca-Cola, Colgate-Palmolive, Danone, Estée Lauder, General Mills, Haleon, Henkel,
Kenvue, Kimberly-Clark, Kraft Heinz, L’Oréal, Mondelēz, Nestlé, PepsiCo, Procter and Gamble, and Reckitt Benckiser.

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Application beyond the Board

Remuneration arrangements are determined throughout the Group based on the same principle: that reward should support
our business strategy and should be sufficient to attract and retain high-performing individuals without paying more than is
necessary. Unilever is a global organisation with employees at a number of different levels of seniority and in a number of
different countries and, while this principle underpins all reward arrangements, the way it is implemented varies by geography
and level.
Strategic Business Objectives (SBOs) form an additional performance measure for annual bonus for ULE members, resulting in
weightings of 40% USG, 20% UOP growth, 20% FCF and 20% SBOs for 2024. Also, for Business Group (BG) Presidents on the ULE,
annual bonus is assessed on 75% BG performance and 25% Unilever Group performance.
In principle, all our managers participate in the same Unilever annual bonus scheme with generally the same performance
measures and structure. Senior managers participate in the long-term PSP plan with a restricted share plan being operated for
lower levels of management. Wherever possible, all other employees have the opportunity to participate in the global share
purchase plan called ‘SHARES’, which is offered in more than 100 countries.
Through these initiatives, we continue to encourage all our employees to adopt an owner’s mindset with the goal of achieving
our growth ambition, so they can share in the future long-term success of Unilever.

Stakeholders’ considerations
Guided by our purpose-led and future-fit business model, the Committee has applied a multi-stakeholder approach in
reviewing the current reward framework in view of the 2024 policy renewal. The Committee has therefore engaged with
various stakeholders, both internally and externally as set out below.

Consideration of conditions elsewhere in the Group

When determining the pay of the Executive Directors, the Committee considers the pay arrangements for other employees
in the Group, including considering the average global pay review budget for the management population, to ensure that
remuneration arrangements for the Executive Directors remain reasonable. Unilever takes the views of its employees seriously
and on an ongoing basis we conduct the ‘Rate-My-Reward’ survey to gauge the views of employees on the different parts of
their reward package.
In establishing its reward framework, Unilever sought feedback from all management-level employees on the current
remuneration structure of fixed pay, benefits, annual bonus and PSP. Where appropriate, we have also engaged with employee
representative groups.
Fairness in the workplace is a core pillar of our sustainability goals and incorporates our Framework for Fair Compensation.
As part of our Framework’s living wage element, we are committed to pay a living wage to all our direct employees, which we
achieved in 2020.
The Committee already upholds its obligation under Section 172 of the UK Companies Act 2006 (see pages 91 to 92) to consider
the impact of what we do on our multiple stakeholders. These considerations shape the way the Committee looks at pay and
sets pay rates for our Executive and Non-Executive Directors relative to our wider workforce. We will continue to advance these
initiatives over the years ahead to enhance the livelihoods of all our employees. For more information visit: www.unilever.com/
planet-and-society

Consideration of shareholder views

The Committee takes the views of shareholders seriously. We maintain an open and regular dialogue with our shareholders
on remuneration matters, including consulting with our largest investors and shareholder representative bodies, when we are
considering making material changes to our remuneration policy. Accordingly, shareholders have been consulted extensively
and their views have been influential in shaping this New Remuneration Policy. Their feedback informed our proposals in relation
to the composition of our remuneration and TSR benchmarking peer groups and the performance measures and weightings for
annual bonus and PSP, as well as our decision to leave the fundamental structure and quantum of our Remuneration Policy
unchanged.

Minimum shareholding requirement

The remuneration arrangements applicable to our Executive Directors require them to build and retain a personal shareholding
in Unilever (within five years from the date of appointment with extra time granted if requirements increase significantly) to align
their interests with those of Unilever’s long-term shareholders. The current requirement is 500% fixed pay for the CEO and 400%
fixed pay for the CFO. All shares beneficially owned and any awards not subject to performance conditions (but, for example,
subject to retention or deferral periods) count towards the shareholding requirement (on an estimated net of tax basis if tax is
expected to be payable). Incoming Executive Directors will be required to retain all shares vesting from any share awards (net of
any sales to cover tax) until their minimum shareholding requirements have been met in full.
Any Executive Director who leaves employment is required to maintain 100% of their minimum shareholding requirement for
two years after leaving. These shares will be held in the Company nominee vested accounts. If the leaver has not yet met
their shareholding requirements on departure, they will be required to retain the shares they do own up to these limits. This
requirement can be waived in certain exceptional personal circumstances (e.g. death, disability, ill health).

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Remuneration Policy for new hires

Area Policy and operation
Overall The Committee will pay new Executive Directors in accordance with the approved remuneration policy
and all its elements as set out above. The terms of service contracts will not overall be more generous
than those of the current CEO and CFO summarised below in the ‘service contracts’ paragraph. The
ongoing annual remuneration arrangements for new Executive Directors will therefore comprise fixed
pay, benefits, annual bonus and PSP. For internal promotions, any variable remuneration element
awarded in respect of a prior role may be paid out according to its original terms.

Fixed pay Fixed pay would be set at an appropriate level to attract and retain Executive Directors of the required
calibre, in line with our remuneration policy.

Benefits Benefits provision would be in line with the approved relevant remuneration policy. Where
appropriate, the Executive Director may also receive relocation benefits or other benefits reflective
of normal market practice in the territory in which the Executive Director is employed. In addition, the
Committee may agree that Unilever will pay certain allowances linked to repatriation on termination
of employment.

Incentive awards Incentive awards would be made under the annual bonus and PSP in line with the relevant
remuneration policy and off-cycle PSP awards may be made on joining for the year of joining. All
incentive awards are subject to the normal maximum as set out in the relevant remuneration policy,
excluding any buy-out awards (see below).

Buy-out awards The Committee may grant awards to compensate Executive Directors hired from outside Unilever
for any awards they lose by leaving previous employers broadly on a like-for-like basis. Incoming
Executive Directors will be required to retain all shares vesting from any share awards until their
minimum shareholding requirements have been met in full.
If a buy-out award is required, the Committee would aim to reflect the nature, timing, and value of
awards forgone in any replacement awards. Awards may be made in cash, shares or any other method
as deemed appropriate by the Committee. Where possible, share awards will be replaced with share
awards. Where performance measures applied to the forfeited awards, performance measures will be
applied to the replacement award or the award size will be discounted accordingly. In establishing the
appropriate value of any buy-out, the Committee would also take into account the value of the other
elements of the new remuneration package. The Committee would aim to minimise the cost to
Unilever, although buy-out awards are not subject to a formal maximum. Any awards would be
broadly no more valuable than those being replaced.

Service contracts
Policy in relation to Executive Director service contracts and payments in the event of loss of office

Service contracts and notice period Current Executive Directors’ service contracts are not for a fixed duration but are terminable upon
notice (12 months’ notice from Unilever, six months’ notice from the Executive Director), and are
available for shareholders to view at the AGM or on request from the Group Secretary. Starting dates
of the service contracts for the current CEO and CFO:
■ CEO: 1 June 2023 (signed on 29 January 2023); and

■ CFO: 1 January 2024 (signed on 24 October 2023).

Termination payments A payment in lieu of notice can be made, to the value of no more than 12 months’ fixed pay and other
benefits (unless dictated by applicable law).

Other elements ■ The Executive Directors may, at the discretion of the Board, remain eligible to receive an annual
bonus for the financial year in which they cease employment. Such annual bonus will be determined
by the Committee taking into account time in employment and performance.
■ Treatment of share awards is as set out in the section on leaver provisions below.

■ Any outstanding all-employee share arrangements will be treated in accordance with HMRC-

approved terms.
■ Other payments, such as legal or other professional fees, repatriation or relocation costs and/or

outplacement fees, may be paid if it is considered appropriate. Additional payments may be

permitted at the proposal of the Committee if the Committee considers not allowing such a
payment would be manifestly unreasonable given the circumstances.
■ The Committee reserves the discretion to approve gifts to Executive Directors who are retiring or

who are considered by the Board to be otherwise leaving in good standing (e.g. those leaving
office for any reason other than termination by Unilever or in the context of misconduct). If the
value of any gift for any one Executive Director exceeds £5,000, it will be disclosed in the relevant
Directors’ remuneration report. Where a tax liability is incurred on any such a gift, the Committee
has the discretion to approve the payment of such liability on behalf of the Executive Director in
addition to the value of the gift.

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Leaver provisions in share plan rules

‘Good leavers’ as determined Leavers in other Change of control
by the Committee in circumstances
accordance with the plan
rules*
PSP awards Awards will normally vest Awards will normally lapse upon Awards will vest based on
following the end of the original termination. performance at the time of the
performance period, taking into change of control and the Board,
account performance and (unless on the proposal of the Committee,
the Board on the proposal of the have the discretion to pro-rate
Committee determine otherwise) for time.
pro-rated for time in employment.
Alternatively, Executive Directors
Alternatively, the Board may
may be required to exchange the
determine that awards shall
awards for equivalent awards over
vest upon termination based on
shares in the acquiring company.
performance at that time and
pro-rated for time in employment The retention period of a PSP
(unless the Board on the proposal award will end on a change
of the Committee determine of control.
otherwise). If an Executive Director
dies or leaves due to ill health,
injury or disability, awards will
vest at the time of death or leaving
at the target level of vesting (in
case of death pro-rated for time
in employment if the Director had
previously left as a good leaver).

Deferred bonus awards Unvested deferred bonus awards will continue in effect and vest on Unvested deferred bonus awards
the normal timescale unless the Executive Director is terminated for vest in full.
misconduct or breach of the terms of their employment, unless the
Committee decides otherwise.

* An Executive Director will usually be treated as a good leaver if they leave due to ill health, injury or disability, retirement with Unilever’s agreement, redundancy, or
death in service. The Board may decide to treat an Executive Director who leaves in other circumstances as a good leaver. An Executive Director will not be treated as
a good leaver if they choose to leave for another job elsewhere unless the Board determines otherwise, if they are summarily dismissed or leave because of concerns
about performance. In deciding whether or not to treat an Executive Director as a good leaver, the Board will have regard to their performance in the role.
If Unilever is affected by a demerger, special distribution or other transaction which may affect the value of awards, the Committee may allow PSP awards and/or
deferred bonus awards to vest early over such number of shares as it shall determine (to the extent any performance measures have been met) and awards may be
pro-rated to reflect the acceleration of vesting at the Committee’s discretion.

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Non-Executive Directors
Key aspects of Unilever’s 2024 fee policy for the Non-Executive Directors

Approach to setting fees The Non-Executive Directors receive annual fees from Unilever. The Board determine Non-Executive
Director fee levels, which are limited to the aggregate amount permitted by the Company’s articles of
association, as approved by shareholders from time to time (which is currently €5 million per year).
Unilever’s policy is to set fees at a level which is sufficient to attract, motivate and retain high-class talent
of the calibre required to direct the strategy of the business without paying more than necessary. The fees
are set taking into account:
■ the commitment and contribution expected by the Group;

■ fee levels paid in other global companies; and

■ that fees are paid in cash.

Operation Unilever applies a modular fee structure for the Non-Executive Directors to ensure we fairly reflect the
roles and responsibilities of chair and committee membership. Our basic philosophy is to pay the Chair
an all- inclusive fee. Other Board members receive a basic fee and additional fees for being Senior
Independent Director and chairing or membership of various committees. The Board may decide to pay
fees in any other currency based on such foreign exchange rates as the Board shall determine, provided
total Non-Executive Director fees stay within the annual limits as approved by shareholders from time
to time. The 2024 fee structure can be found in the Directors’ Remuneration Report on page 145. The fee
structure may vary from year to year within the terms of this Remuneration Policy.
Fees are normally reviewed annually but may be reviewed less frequently.
Additional allowances are made available to the Non-Executive Directors where appropriate, to reflect
any additional time commitment or duties.

Other items The Non-Executive Directors are encouraged to build up a personal shareholding of at least 100% of their
total annual fees over the five years from appointment.
The Non-Executive Directors are not entitled to participate in any of the Group’s incentive plans.
All reasonable travel and other expenses incurred by the Non-Executive Directors in the course of
performing their duties are considered to be business expenses and are reimbursed together with any tax
payable. The Non-Executive Directors also receive expenses relating to the attendance of the Director’s
spouse or partner, when they are invited by Unilever. Other benefits or additional payments may be
provided in the future if, in the view of the Board, this is considered appropriate. Such benefits and/or
payments would be within the total annual limits as approved by shareholders as described above.
The Committee reserves the discretion to approve gifts to Non-Executive Directors who are retiring or who
are considered by the Board to be otherwise leaving in good standing (e.g. those leaving office for any
reason other than termination by Unilever or in the context of misconduct). If the value of any gift for any
one Non-Executive Director exceeds £5,000, it will be disclosed in the relevant Directors’ remuneration
report. Where a tax liability is incurred on any such gift, the Committee has the discretion to approve the
payment of such liability on behalf of the Non-Executive Director in addition to the value of the gift.

Remuneration Policy for new Non-Executive Director hires

In the event of hiring a new Non-Executive Director, the Committee will align the remuneration package with the New
Remuneration Policy as set out above.

Non-Executive Directors’ letters of appointment

The terms of engagement of the Non-Executive Directors are set out in letters of appointment which each Non-Executive Director
signs upon appointment. The Non-Executive Directors are currently appointed for a one-year term, subject to satisfactory
performance, re-nomination at the discretion of the Board on the recommendation of the Nominating and Corporate
Governance Committee and re-election at forthcoming annual shareholder meetings. It is Unilever’s expectation that all
Non-Executive Directors serve for a minimum of three years. The letters of appointment allow for Unilever to terminate a Non-
Executive Director’s appointment in cases of gross misconduct, failure to perform their duties competently, conduct bringing
Unilever into disrepute, bankruptcy or where the Non-Executive Director is prevented from occupying such a position by law.
The letters do not contain provision for notice periods or compensation if the Non-Executive Directors’ appointments are
terminated by Unilever. The Non-Executive Directors may terminate their engagement upon three months’ notice. Except in
exceptional circumstances, the Board will not propose Non-Executive Directors for re-nomination when nine years have elapsed
since the date of their appointment. Letters of appointment are available for inspection on request from the Group Secretary.
In considering appointments to the Board, the Directors and Unilever give due consideration to the time commitment required
to fulfil the role appropriately.

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Committee members and attendance Activities of the Committee

During 2023, the Committee met six times and its activities
Attendance
included:
Andrea Jung Chair 6/6 ■ determining the 2022 annual bonus outcome;
Nils Andersen 6/6 ■ determining the vesting of the MCIP awards for the CEO,

Judith Hartmann (member since 3 May 2023) 2/2 CFO and the ULE;
Ruby Lu (member until 3 May 2023) 4/4 ■ consultation with investors in respect of the directors'

Ian Meakins (member since 1 December 2023) 0/0 remuneration report vote at the 2023 AGM and renewal of
Nelson Peltz 6/6 the Directors' Remuneration Policy;
■ considering and approving the proposed New Remuneration

Policy;
This table shows the membership of the Compensation ■ setting the 2023 annual bonus and Performance Share Plan

Committee together with their attendance at meetings during (PSP) 2023-2025 performance measures and targets;
2023. Attendance is expressed as the number of meetings ■ setting fixed pay for the CEO and CFO;
attended out of the number eligible to attend. ■ tracking external developments and assessing their impact

The Committee is comprised of five Non-Executive Directors, on Unilever’s Remuneration Policy and its implementation,
including Andrea Jung as the Chair. Ruby Lu stepped down in particular in the context of geopolitical tensions, inflation,
from the Committee at the AGM in May 2023 and was replaced and regulatory requirements;
by Judith Hartmann. Ian Meakins joined the Committee on ■ retirement of CFO and CFO succession planning;

1 December 2023, although there were not any Committee ■ approving introduction of a Recovery Policy to comply with
meetings between then and 31 December 2023. Ian attended New York Stock Exchange listing requirements;
a Committee meeting in November 2023 to observe as part of ■ reviewing pay gap data;
his onboarding. Nils Andersen and Judith Hartmann will step
■ considering progress on the living wage commitment that
down from the Committee when they retire from Unilever's
is now extended to the wider supply chain; and
Board at the AGM in May 2024.
■ assessing SPI performance outcomes and setting measures

Other attendees at Committee meetings in 2023 included the and targets along with the Corporate Responsibility
CEO, Chief Legal Officer & Group Secretary, Chief Counsel Committee (CRC).
Executive Compensation & Employment, Chief Employment
Law Counsel, Chief People & Transformation Officer, Head of
Expertise & Innovation, Chief R&D Officer, Chief Sustainability Advisers
Officer, Global Head of Sustainable Business Performance &
Reporting, Global Head of Sustainability Compass & Markets, While it is the Committee’s responsibility to exercise
Deputy Chief Financial Officer & Controller, and advisers to the independent judgement, the Committee requests advice from
Committee (see below). management and professional advisers, as appropriate, to
ensure that its decisions are fully informed given the internal
No individual Executive Director was present when their own and external environment.
remuneration was being determined to ensure there was no
conflict of interest. The Committee has separately sought and Fiona Camenzuli of PricewaterhouseCoopers LLP (PwC) was
obtained Executive Directors’ own views when determining appointed by the Committee to provide independent advice
the amount and structure of their remuneration before on various matters it considered. During 2023, the wider PwC
recommending individual packages to the Board for approval. network firms have also provided other tax and consultancy
services to Unilever including tax compliance and other tax-
related services, cyber security services, internal audit advice,
Role of the Committee secondees, third-party risk and compliance advice, and
merger and acquisition support. PwC is a member of the
The Committee reviews and makes a proposal to the Board Remuneration Consultants Group and, as such, voluntarily
on the remuneration of the Executive and Non-Executive operates under the code of conduct in relation to executive
Directors. It also has responsibility for the design and terms of remuneration consulting in the UK, which is available online at
Executive and all employee share-based incentive plans and www.remunerationconsultantsgroup.com (Code of Conduct:
the remuneration policy for the ULE and senior managers. The Executive Remuneration Consulting).
Committee is also involved in the performance evaluation and
remuneration of the ULE. The Committee is satisfied that the advice of the PwC
engagement partner and team, which provide remuneration
The Committee's terms of reference are contained within advice to the Committee, was objective and independent. They
'The Governance of Unilever' which is available on our website. do not have connections with Unilever that might impair their
As part of the Board evaluation carried out in 2023, the Board independence. The Committee reviewed the potential for
evaluated the performance of the Committee. The Committee conflicts of interest and judged that there were appropriate
also carried out an assessment of its own performance in safeguards against such conflicts. The fees paid to PwC in
2023. Overall, the Committee members concluded that the relation to advice provided to the Committee in the year to
Committee is performing effectively. 31 December 2023 were £277,557. This figure is calculated
based on time spent and expenses incurred for the majority of
advice provided, but on occasion, for specific projects, a fixed
fee may be agreed.

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Annual report on remuneration

This section sets out how the Remuneration Policy (which Implementation of the Remuneration Policy
was approved by shareholders at the AGM on 5 May 2021 for Executive Directors
and is available on our website) was implemented in 2023.
If approved by shareholders, Unilever's proposed New
The Remuneration Policy operated as intended in 2023 in Remuneration Policy, as set out below, will be implemented
terms of company performance, quantum and application of with effect from the 2024 AGM. If the proposed New
discretion, as set out in the Chair letter on page 116. Changes Remuneration Policy is not approved, Unilever's existing
to the implementation of the policy from 2024 are set out in Remuneration Policy will continue to apply.
the proposed New Remuneration Policy on pages 119 to 127
and will be implemented if it receives shareholder approval Alan Jope is treated as CEO from 1 January to 30 June 2023
at the 2024 AGM. and Hein Schumacher is treated as CEO from 1 June to
31 December 2023, given he performed the role of CEO
Unilever's remuneration arrangements are aligned to its Designate from 1 June 2023 and became CEO on 1 July 2023.
culture of rewarding performance through annual bonus and
long-term incentive performance measures and remuneration Remuneration for the CFO for 2023 refers to Graeme Pitkethly.
is determined throughout Unilever based on the same Please see page 144 for remuneration details for Fernando
principle as for the Executive Directors, as set out in the Fernandez as the incoming CFO.
Remuneration Policy. Remuneration is controlled with pay at
risk determined according to pre-determined performance
measures with a maximum outcome. This results in
predictability in the management of risks and costs. Executive
remuneration is proportionate given the financial size and
complexity of Unilever as determined through benchmarking
with our peers. Unilever's arrangements provide for clarity and
simplicity by consisting of fixed pay, benefits, annual bonus
and long-term incentives, which are transparently detailed
in the Remuneration Policy and the relevant directors'
remuneration report.

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Elements of remuneration

Fixed Pay
Purpose and link to strategy Supports the recruitment and retention of Executive Directors of the calibre required to implement our strategy.
Reflects the individual’s skills, experience, performance and role within the Group. Provides a simple competitive
alternative to the separate provision of salary, fixed allowance and pension.
At a glance Details of the rationale for our Executive Directors’ fixed pay amounts can be found on page 118.
Implementation in 2023 ■ CEO (Alan Jope): €1,560,780 (effective 1 January 2023)
■ CEO (Hein Schumacher): €1,850,000 (pro rata from 1 June 2023)
■ CFO (Graeme Pitkethly): €1,246,262 (effective 1 January 2023)
Planned for 2024 Effective from 1 January 2024:
■ CEO (Hein Schumacher): €1,850,000 (no change)

■ CFO (Fernando Fernandez): €1,175,000 (reduction of 5.72% compared to Graeme Pitkethly)

Annual Bonus
Purpose and link to strategy
Incentivises year-on-year delivery of rigorous short-term financial, strategic and operational objectives selected
to support our annual business strategy and the ongoing enhancement of shareholder value.
50% of the net annual bonus is deferred into shares or share awards to link to long-term performance.

At a glance ■ Target annual bonus of 150% of fixed pay for the CEO and 120% of fixed pay for the CFO.
■ Maximum annual bonus is 225% of fixed pay for the CEO and 180% for the CFO.
■ Business performance multiplier of between 0% and 150% based on achievement against business targets over
the year.
■ Performance target ranges are considered commercially sensitive and will be disclosed in full with the
corresponding performance outcomes retrospectively following the end of the relevant performance year.
■ Requirement to defer 50% net annual bonus into shares, which vest after 3 years.
■ The annual bonus is subject to claw-back, malus, recovery, ultimate remedy and discretion provisions, as set
out in the Remuneration Policy.
Implementation in 2023 Implemented in line with the Remuneration Policy:
■ Underlying sales growth: 50%

■ Underlying operating margin improvement: 25%

■ Free cash flow: 25%

Planned for 2024 Under the proposed New Remuneration Policy:

■ Underlying sales growth: 40%

■ Underlying operating profit growth adjusted for restructuring costs: 30%

■ Free cash flow: 30%

Long-Term Incentive: Performance Share Plan (PSP)

Purpose and link to strategy The PSP aligns senior management’s interests with shareholders by focusing on the sustained delivery of
high-performance results over the long term.
At a glance ■ PSP awards normally vest after three years, to the extent performance conditions are achieved.
■ The normal maximum award for the CEO is 400% of fixed pay and for the CFO is 320% of fixed pay. At target,
50% of maximum vests, equating to 200% and 160% of fixed pay respectively.
■ Upon vesting, Executive Directors will have a further two-year retention period.
■ The PSP is subject to claw-back, malus, recovery, ultimate remedy and discretion provisions, as set out in the
Remuneration Policy.
Implementation in 2023 Implemented in line with the Remuneration Policy:
■ % Business winning: 25%

■ Cumulative free cash flow: 25%

■ Underlying return on invested capital: 25%

■ Sustainability Progress Index: 25%

Planned for 2024 Under the proposed New Remuneration Policy:

■ Underlying sales growth: 25%
(a)
■ Relative total shareholder return versus bespoke peer group : 30%
■ Underlying return on invested capital: 30%

■ Sustainability Progress Index: 15%

(a) The proposed TSR peer group for 2024 includes Beiersdorf, Church & Dwight, Coca-Cola, Colgate-Palmolive, Danone, Estée Lauder, General Mills, Haleon, Henkel,
Kenvue, Kimberly-Clark, Kraft Heinz, L’Oréal, Mondelēz, Nestlé, PepsiCo, Procter and Gamble, and Reckitt Benckiser.

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Elements of remuneration continued

Planned for 2024 The performance conditions and target ranges for 2024 awards under the PSP will be as follows:

PSP 2024 – 2026 awards

Weighting Threshold Max

25%
(a)
Underlying sales growth 3% 6%
50% 200%

Relative total shareholder 30%

(a)
return 10th (median) 5th (upper quartile)
50% 200%

Underlying return on invested 30%

capital (average) 15.5% 17.5%
0% 200%

Sustainability progress index

(Committee assessment of SPI 15%
progress) 0% 200%
0% 200%

PSP awards (based on target performance) to be made on 8 March 2024 as follows:

■ CEO 200% Fixed Pay: €3,700,000.

■ CFO 160% Fixed Pay: €1,880,000.

USG is the primary driver of value creation in our multi-year financial growth model. As such, the Committee
believes that the target range of a threshold of 3% and a maximum of 6% to be appropriate. The Committee
have set the payout for threshold at 50% of par for USG to reflect the level of stretch required, and that no
payout is considered appropriate for performance below this level.
Relative TSR aligns remuneration with shareholders' experience and allows us to measure relative performance.
The proposed vesting schedule is in line with UK norms, with threshold vesting (50% of par) for median
performance (Unilever ranked 10th), rising to maximum vesting (200% of par) for upper quartile performance
(Unilever ranked 5th). The TSR peer group consists of: Beiersdorf, Church & Dwight, Coca-Cola, Colgate-
Palmolive, Danone, Estée Lauder, General Mills, Haleon, Henkel, Kenvue, Kimberly-Clark, Kraft Heinz, L’Oréal,
Mondelēz, Nestlé, PepsiCo, Procter and Gamble, and Reckitt Benckiser.

Underlying ROIC measures the return generated on capital invested by the Group and is calculated as
underlying operating profit after tax divided by the annual average of: goodwill, intangible assets, property,
plant and equipment, net assets held for sale, inventories, trade and other current receivables, and trade
payables and other current liabilities. Underlying ROIC will be calculated over a three-year average. The target
range of a threshold of 15.5% and maximum of 17.5% expresses our commitment to deliver underlying ROIC at a
level of mid to high teens, whilst continuing to reshape our portfolio through acquisitions and disposals.

The SPI is an assessment made jointly by the CRC and the Committee. The 2024-26 SPI will be evaluated on
progress against four core metrics, rather than the eight metrics used for the previous PSP schemes. Targets
will be set for a three-year period and disclosed prospectively. KPIs will be subject to external review, or internal
review where this is not possible. Each KPI will be subject to formulaic assessment, whilst retaining the ability
to make a rounded assessment of overall progress. The SPI KPIs for the 2024-2026 PSP will be as follows with
a threshold of 0% and maximum of 200%:
(a) Climate: The percentage change in greenhouse gas emissions from energy and refrigerant use in our
operations, in comparison to the same period in 2015. Target: 80% (threshold 79%, maximum 81%).
(b) Plastics: The percentage change in the total tonnes of virgin plastics used in the packaging for our
products, in comparison to the same period in 2019. Target: 30% (threshold 28%, maximum 32%).
(c) Nature: The total hectares of land, forests, and oceans (as measured by ocean floor area) that Unilever
programmes help protect and/or regenerate. Target: 1 million hectares (threshold 900,000 hectares,
maximum 1.1 million hectares).
(d) Living wage: the percentage of our procurement spend which is with suppliers who have signed the Living
Wage Promise. Target: 50% (threshold 45%, maximum 55%).

For in-flight PSP schemes (PSP 2022-2024 and PSP 2023-2025), there will continue to be annual SPI KPIs and
targets with outcomes based on in-year results. The overall outcome will be an average of each annual score,
and disclosed in the directors' remuneration reports for 2024 and 2025 as applicable.

(a) There is zero payout below threshold.

In addition to the three elements mentioned above, our Executive Directors are provided with non-monetary benefits.
These include medical insurance cover, actual tax return preparation costs and provision of death-in-service benefits
and administration.

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Claw-back, malus, recovery, ultimate remedy and discretion

Variable remuneration is subject to claw-back, malus, recovery, ultimate remedy and discretion, as explained in the
Remuneration Policy.
In 2023, the Committee did not seek to exercise any of these rights (nor was it required to) in relation to the variable
remuneration of current or former Executive Directors or members of the ULE.

Single figure of remuneration and implementation of the Remuneration Policy in 2023

for Executive Directors (Audited)
The table below shows a single figure of remuneration for each of our Executive Directors for the years 2022 and 2023, where
applicable. Note, Alan Jope is treated as CEO from 1 January to 30 June 2023 and Hein Schumacher is treated as CEO from 1 June
to 31 December 2023, given he performed the role of CEO Designate from 1 June 2023 and became CEO on 1 July 2023. Where
one single figure of remuneration is required for the CEO for 2023, for example for pay ratio comparison, the total single figure
for Alan Jope and Hein Schumacher, as set out below, are totalled together.

Hein Schumacher CEO

(€’000) Alan Jope CEO (€’000) Graeme Pitkethly CFO (€’000)

Proportion Proportion Proportion Proportion Proportion

of Fixed of Fixed of Fixed of Fixed of Fixed
2023 (1 and 2023 (1 and and and and
June to 31 Variable January to Variable Variable Variable Variable
December) Rem 30 June) Rem 2022 Rem 2023 Rem 2022 Rem
(a)
(A) Total fixed pay 1,079 780 1,561 1,246 1,176
(b)
(B) Other benefits 311 44 102 63 48
Fixed pay & benefits 1,390 824 1,663 1,309 1,223
subtotal 35.6% 38.0% 30.8% 24.8% 32.1%
(c)
(C) Annual bonus 1,862 1,346 3,114 1,720 1,876
(d)
(D) LTI: MCIP match shares — — 618 1,107 708
(e)
(D) LTI: PSP — — — 1,150 —
(f)
(D) LTI: Buy-out awards 648 — — —
Variable Remuneration
subtotal 2,510 64.4% 1,346 62.0% 3,732 69.2% 3,977 75.2% 2,585 67.9%
Total Remuneration
(g)
(A+B+C+D) 3,900 2,170 5,395 5,286 3,808

(a) Fixed pay for Alan Jope was not increased in 2023 due to his announcement to retire from employment on 31 December 2023. Alan's fixed pay is from 1 January to
30 June 2023 and fixed pay after this date is set out in the payments on loss of office table on page 144. Hein Schumacher's fixed pay was set at €1,850,000 on
appointment as CEO. Hein's fixed pay is from 1 June to 31 December 2023. CFO pay for Graeme Pitkethly was increased by 6% from 1 January 2023.
(b) Alan Jope's benefits are from 1 January to 30 June 2023 and benefits after this date are set out in the payments on loss of office table on page 144. Hein Schumacher's
benefits are from 1 June to 31 December 2023 and include relocation, as detailed on page 133.
(c) In line with the Remuneration Policy, 50% of the 2023 net annual bonus will be deferred into Unilever shares that must be held for a period of three years. Alan Jope's
annual bonus is from 1 January to 30 June 2023. Hein Schumacher's annual bonus is from 1 June to 31 December 2023.
(d) Data for 2023 includes 2020-2023 MCIP match shares, which vested on 15 February 2024 for Graeme Pitkethly. Alan Jope's 2020-2023 MCIP match shares, which vested
on 15 February 2024, are shown in the payments on loss of office table on page 144. Hein Schumacher was not eligible for 2020-2023 MCIP match shares as he was
appointed on 1 June 2023.
(e) Data for 2023 includes the first vesting of the PSP for 2021-2023 for Graeme Pitkethly, which takes place on or around 7 May 2024. The share price is based on the
average for Q4 2023 of £38.69 and translated into euros using the average FX rate for Q4 2023 of €1 = £0.8668. Alan Jope's PSP 2021-2023, which vests on or around
7 May 2024, is shown in the payment on loss of office table on page 144. Hein Schumacher is not eligible for PSP 2021-2023 as he was appointed on 1 June 2023.
(f) Data for 2023 includes the long-term incentive buy-out award for Hein Schumacher, as disclosed in the 2022 directors' remuneration report and detailed on page 140,
which vests on or around 7 May 2024. The share price is based on the average for Q4 2023 of £38.69 and translated into euros using the average FX rate for Q4 2023
of €1 = £0.8668 and totals €417,161 (rounded). This figure also includes the cash buy-out award for Hein Schumacher of €230,572 (rounded), as disclosed in the 2022
directors' remuneration report, which vested on 15 February 2024 and detailed on page 140.
(g) Total remuneration for CEO for 2023 is €6,070,000 rounded (total single figure of remuneration for Alan Jope and Hein Schumacher for 2023 totalled together).

Unless stated otherwise, amounts for 2023 have been translated into euros using the average exchange rate over 2023
(€1 = £0.8700), excluding amounts in respect of MCIP, which have been translated into euros using the exchange rates at the
vesting date at 15 February 2024 (€1 = 0.8539 and €1 = $1.0729).
Amounts for 2022 have been translated into euros using the average exchange rate over 2022 (€1 = £0.8510), excluding amounts
in respect of MCIP, which have been translated into euros using the exchange rates at the vesting date on 9 February 2023
(€1 = £0.8879 and €1 = $1.0733).
We do not grant our Executive Directors any personal loans or guarantees.

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Elements of single figure remuneration 2023

(A) Fixed pay (Audited)

Fixed pay set in euros and paid in 2023: CEO – €1,859,557 (€780,390 for Alan Jope 1 January to 30 June 2023 and €1,079,167 for
Hein Schumacher 1 June to 31 December 2023), CFO – €1,246,262.
Fixed pay for Alan Jope after he stepped down as CEO is set out in the payments on loss of office table on page 144.

(B) Other benefits (Audited)

Figures for the CEO are pro-rated for Alan Jope (1 January to 30 June 2023) and Hein Schumacher (1 June to 31 December 2023),
except for relocation costs for Hein Schumacher, which are included in full.
Benefits for Alan Jope after he stepped down as CEO are set out in the payments on loss of office table on page 144.
For 2023, this comprises:

Hein Schumacher Alan Jope Graeme Pitkethly

(a) (a) (a)
CEO(€) CEO(€) CFO(€)
2023 2023 2023
Medical insurance cover, actual tax return preparation costs and legal fees 7,174 35,846 49,959
Provision of death-in-service benefits and administration 11,000 8,000 13,000
(b)
Relocation 292,492 — —
(c)
Total 310,666 43,846 62,959
(a) The numbers in this table are translated where necessary using the average exchange rate over 2023 of €1 = £0.8700.
(b) As disclosed in the 2022 directors' remuneration report, Hein Schumacher is eligible for relocation support in respect of his move to the UK up to 1 June 2025. This is
a reduced benefit from Unilever's usual International Mobility arrangements. If Hein leaves Unilever before 1 June 2025, the Committee may claw back some or all of
the relocation allowance.
(c) Total benefits for CEO for 2023 is €354,512 (total benefits for Alan Jope and Hein Schumacher for 2023 totalled together).

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(C) Annual bonus (Audited)

Annual bonus 2023 actual outcomes:
Alan Jope CEO pro rata for 1 January to 30 June 2023 – €1,346,173 (which is 77% of maximum, 173% of fixed pay as at
31 December 2023 pro rated).
Hein Schumacher CEO pro rata for 1 June to 31 December 2023 – €1,861,563 (which is 77% of maximum, 173% of fixed pay as at
31 December 2023 pro rated).
Combined annual bonus for CEO for 2023 is €3,207,736 which is the total of Alan Jope's and Hein Schumacher's annual bonus,
as set out above.
CFO – €1,719,841 (which is 77% of maximum, 138% of fixed pay as at 31 December 2023).

Alan Jope

Hein Schumacher

Graeme Pitkethly

50% of the net annual bonus earned is deferred into shares (€356,736 for Alan Jope, €511,930 for Hein Schumacher and €455,758
for Graeme Pitkethly). Shares are deferred for three years and not subject to performance or service conditions, in line with the
Remuneration Policy.
The annual bonus measures and performance against targets are set out below. All performance ranges are straight-line
between threshold and maximum.

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Performance: Annual Bonus (Audited)

Discretion was applied to adjust the formulaic outcome down to 115% for all eligible management employees including the
Executive Directors, as described in the Committee Chair's letter on page 116, along with further details of the annual bonus
outcome.

(D) Long-Term Incentive (Audited)

2023 Outcomes: MCIP

This includes MCIP match shares (operated under the Unilever Share Plan 2017) granted to Alan Jope and Graeme Pitkethly
on 24 April 2020, based on performance in the four-year period to 31 December 2023, which vested on 15 February 2024.
The values included in the single figure table and payments on loss of office table for 2023 are calculated by multiplying the
number of shares granted (including additional shares in respect of accrued dividends through to 31 December 2023) by the
level of vesting (% of target award) and the share price on the date of vesting (PLC £39.81 and PLC EUR €46.55), translated into
euros using the exchange rate on the date of vesting (€1 = £0.8539).
Performance against targets:

Performance: MCIP 2020-2023 (Audited)

(a) Underlying earnings per share growth excludes the benefit from share buyback of €3bn in 2021. 2022 share buyback of €1.5bn was executed to return ekaterra Tea
Business proceeds, hence considered. Similarly, €1.5bn share buyback in 2023 has been included and contributed 1.1% to underlying earnings per share growth.

Discretion was applied to adjust the formulaic outcome down to 87% (i.e. 44% of maximum) for the Executive Directors, as
described in the Committee Chair's letter on page 116, along with further details of the MCIP outcome. Further detail on the SPI
outcome is set out on pages 136 to 137.

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2023 Outcomes: PSP (Audited)

This includes PSP shares (operated under the Unilever Share Plan 2017) granted to Alan Jope and Graeme Pitkethly on 7 May
2021 and the long-term incentive buy-out award (operated under the Unilever Share Plan 2017) granted to Hein Schumacher on
1 June 2023, which vests on or around 7 May 2024 based on performance in the three-year period to 31 December 2023.
The values included in the single figure table and payment on loss of office for 2023 are calculated by multiplying the number of
shares granted (including additional shares in respect of accrued dividends through to 31 December 2023) by the level of vesting
(% of target award) and the average share price over Q4 2023 (PLC £38.69), translated into euros using the average exchange
rate over Q4 2023 (€1 = £0.8668).
Performance against targets:

Performance: PSP 2021-2023 (Audited)

Discretion was applied to adjust the formulaic outcome down to 63% (i.e. 32% of maximum) for the Executive Directors, as
described in the Committee Chair's letter on page 117, along with further details of the PSP outcome. Further detail on the
SPI outcome is set out below.

Outcome of SPI for MCIP cycle 2020-2023 and PSP 2021-2023 (Unaudited):
The SPI is an assessment of the business’s sustainability performance by the CRC and the Committee that captures quantitative
and qualitative elements. The CRC and the Committee agree on an SPI achievement level against the SPI metrics, taking into
account performance across all the targets in each of the eight sustainability pillars. Please note the changes to SPI for
performance periods from 1 January 2024, as set out on page 131.
The 2023 SPI performance is set out on page 137. The SPI index for the MCIP and PSP performance period is calculated by taking a
simple average and is set out at the bottom of the table for MCIP 2020-2023 and PSP 2021-2023. From 2022, the SPI indicators are
based on progress made against Unilever's sustainability goals, as 2021 marked the final year of reporting against the Unilever
Sustainable Living Plan (USLP). Therefore, the performance years 2020 and 2021 for MCIP 2020-2023 and performance year 2021
for PSP 2021-2023 is based on the USLP and the outcome for the remaining performance years is based on Unilever sustainability
goals. For the first time, SPI 2023 includes two metrics (Positive Nutrition and Health & Wellbeing) that are evaluated on ‘in-year’
progress i.e. progress in 2023, rather than year-in-arrears.

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The average SPI outcome for MCIP 2020-2023 and PSP 2021-2023 is set out at the bottom of the table and in note (b).

SPI 2023 SPI 2022

Sustainability 2022/23
(a)
pillar Sustainability target KPI 2022/23 target Judgement actuals 2021 actuals

Sustainability priority area: Improve the health of the planet

Climate Replace fossil-fuel-derived The total number of suppliers with 2 Achieved 2 2
action carbon with renewable or whom we have signed agreements
recycled carbon in all our to develop renewable or recycled
cleaning and laundry product carbon surfactants from 1 January to
formations by 2030 31 December 2022
Protect and Deforestation-free supply The percentage of palm oil, soy, paper and 85% Achieved 88% 81%
regenerate chain in palm oil, soy, paper board, tea and cocoa that is purchased
nature and board, tea and cocoa or contracted from low-risk sources of
by 2023 deforestation by 31 December 2022, based
on contracts in place by 1 October 2022
for palm oil, and purchases made from
1 October to 31 December 2022 for soy,
paper and board, tea and cocoa
Waste-free 25% recycled plastic by 2025 Total tonnes of recycled plastic 22% Under- 21% 19%
world purchased as a percentage of total achieved
tonnes of plastic packaging used
in products sold from 1 January to
31 December 2022

Sustainability priority area: Improve people's health, confidence and wellbeing

Positive €1.5 billion annual sales per Total sales (euros) from plant-based €1.25bn Under- €1.23bn €242m
nutrition annum by 2025 from plant- products in categories whose products achieved
based products in categories are traditionally using animal-derived
whose products are ingredients from 1 January to
traditionally using animal- 31 December 2023
derived ingredients
Health & Taking action through our Number of people reached by brand 750m people Under- 638m 686m
wellbeing brands to improve health and communications and initiatives that achieved people people
wellbeing and advance equity help improve health and wellbeing,
and inclusion, reaching 1 and help advance equity and inclusion
billion people per year by 2030 from 1 January to 31 December 2023

Sustainability priority area: Contribute to a fairer and more socially inclusive world
Equity, Spend €2 billion annually with Monetary value (euros) of all invoices €657m Over- €818m €445m
diversity & diverse businesses worldwide received from tier 1 suppliers that are achieved
inclusion by 2025 either verified as a diverse business by
an approved certification body or have
self-declared as a diverse business from
1 January to 31 December 2022
†
Raise living Ensure that everyone who The estimated total monetary value of 80% Over- 90% 78%
standards directly provides goods and Dedicated Collaborative Manufacturing achieved
services to Unilever will earn contracts signed with a requirement to
at least a living wage or pay a living wage from 1 January 2021
income by 2030 to 31 December 2022, expressed as
a percentage of the estimated total
monetary value of all unexpired
Dedicated Collaborative Manufacturing
contracts
Future of Reskill or upskill our % of employees with a future-fit skills set 15% Achieved 15% 7%
work employees with future-fit from 1 January to 31 December 2022
skills by 2025
Annual SPI 115% 125%
outcome
Average SPI 124%
outcome
for MCIP
(b)
2020-2023
Average SPI 122%
outcome
for PSP
(b)
2021-2023
(a) Judgement of the Committee and CRC.
(b) SPI outcomes for the years 2020 and 2021 were based on the USLP and are set out in detail on page 92 of the Annual Report and Accounts 2021. SPI 2020 outcome
(based on 2019 actuals) was 130%, SPI 2021 outcome (based on 2020 actuals) was 125% and SPI 2022 outcome (based on 2021 actuals) was 125% (as above), making
an average SPI outcome for MCIP 2020-2023 of 124% (rounded) and for PSP 2021-2023 of 122% (rounded).
† This metric was subject to independent limited assurance by PwC in 2023. For PwC's 2023 Limited Assurance report and the 2023 Unilever Basis of Preparation for
assured metrics see Independent Assurance in the Sustainability Reporting Centre on unilever.com.

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Directors' Remuneration Report

Share price growth MCIP 2020–2023 (Audited)

(a) The conditional number of shares awarded (including decimals) at the share price on the award date at target performance.
(b) The business performance ratio applied to the original conditional share award (including decimals) at the share price on the award date.
(c) The dividends accrued on the original conditional share award (including decimals) at the share price on the award date.
(d) The nominal movement in share price between the award date and the vesting date applied to the original conditional share award plus accrued dividends
(including decimals) multiplied by the business performance ratio. The value attributable to share price growth over the vesting period is -€30,859 for the CFO
(using exchange rate on day of vesting of €1 = £0.8539).
(e) The final value of the award on the vesting date using the exchange rate on the day of vesting of €1 = £0.8539. The actual number of vested shares can be found
on page 142.
(f) Share price growth for Alan Jope's MCIP 2020-2023 can be found in the payments on loss of office table on page 144.

Share price growth PSP 2021-2023 (Audited)

(a) The conditional number of shares awarded (including decimals) at the share price on the award date at target performance.
(b) The business performance ratio applied to the original conditional share award (including decimals) at the share price on the award date.
(c) The dividends accrued up to 31 December 2023 on the original conditional share award (including decimals) at the share price on the award date.
(d) The nominal movement in share price between the award date and Q4 2023 average share price applied to the original conditional share award plus accrued
dividends (including decimals) up to 31 December 2023 multiplied by the business performance ratio. The value attributable to share price growth is -€120,257 for the
CFO (using Q4 2023 average exchange rate of €1 = £0.8668).
(e) The final value of the award using Q4 2023 average share price of £38.69 and Q4 2023 average exchange rate of €1 = £0.8668. The actual number of vested shares will
be reported in the 2024 directors' remuneration report.
(f) Share price growth for Alan Jope's PSP 2021-2023 can be found in the payments on loss of office table on page 144. Hein Schumacher's cash buy-out award had an
original value of €233,962, dividends of €4,458 and share price growth of -€7,848 resulting in an award of €230,572 (rounded) on vesting (using exchange rate on day
of vesting of €1 = £0.8539). Share price growth for Hein Schumacher's long-term buy-out award is detailed below.

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Directors' Remuneration Report

Value of long-term incentive buy-out award vesting for Hein Schumacher (Audited)
Based on the performance outcome of 63% of target, share price using Q4 2023 average share price of £38.69 and Q4 2023
average exchange rate of €1 = £0.8668, and dividends accrued up to 31 December 2023 of the value of €8,300, the final value of
the award is €417,161 and share price growth is -€26,732. The actual number of vested shares will be reported in the 2024
directors' remuneration report.

Scheme interests awarded in the year (Audited)

PSP share awards made in 2023
(a)
Basis of award The following numbers of performance shares were awarded on 10 March 2023 (vesting on or around 12 February
2026), except for Hein Schumacher, which were awarded on 1 June 2023 and vesting on or around 1 June 2026:
CEO (Alan Jope): PLC – 11,354 CEO (Hein Schumacher): PLC – 68,135
CFO: PLC – 43,516
Maximum vesting results in 200% of the above awards vesting. Dividend equivalents may be earned
(in cash or additional shares) on the award when and to the extent that the award vests.
Maximum face value CEO (Alan Jope): €1,062,048 CEO (Hein Schumacher): €6,293,557
(b)
of awards CFO: €4,070,550
Threshold vesting Four equally weighted long-term performance measures. 0% of the target award vests for threshold
(% of target award) performance.
Performance period 1 January 2023 – 31 December 2025 (with a requirement to hold vested shares for a further two-year
retention period).
Details of performance Performance measures:
measures

PSP 2023 – 2025 awards

Weighting Threshold Max

(c)
Competitiveness: % business winning
25%
45% 60%
0% 200%

Cumulative free cash flow

25%
(current FX) €15.5bn €21.5bn
0% 200%

Underlying return on invested capital

25%
(exit year %) 14% 18%
0% 200%

200%
Sustainability progress index (Committee
25%
assessment of SPI progress) 0% 200%
0% 200%

(a) The 2023-2025 PSP award for Alan Jope and Hein Schumacher is pro-rated to reflect their time in service over the performance period.
(b) Face values are calculated by multiplying the number of shares granted on 10 March 2023 or 1 June 2023 (including decimals) by the share price on that day of PLC
£40.69 or PLC £40.18 respectively, assuming maximum performance and therefore maximum vesting of 200% and then translating into euros using an average
exchange rate over 2023 of €1 = £0.8700 (rounded).
(c) Competitiveness measured by % Business Winning was 37% on a Moving Annual Total basis as per 31 December 2023. See the Chair Letter on page 116 for more
information on % Business Winning.

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Annual bonus deferral share awards made in 2023

(a)
Basis of award The following numbers of annual bonus deferral shares were awarded on 22 March 2023:
CEO (Alan Jope): PLC – 17,283 CFO: PLC – 10,416
Annual bonus deferral shares accrue dividends, which are reinvested.

(b)
Face value of awards CEO (Alan Jope): €834,858 CFO: €503,146

Deferral period 22 March 2023 – 22 March 2026.

Details of performance No performance measures.

measures

(a) Hein Schumacher did not receive an annual bonus deferral award in 2023 as he did not receive an annual bonus for 2022.
(b) Face values are calculated by multiplying the number of shares granted on 22 March 2023 (including decimals) by the share price on that day of PLC £42.03 and then
translated into euros using an average exchange rate over 2023 of €1 = £0.8700 (rounded).

Long-term incentive buy-out awards made in 2023

(a)
Basis of award The following numbers of long-term incentive buy-out shares were awarded on 1 June 2023 (vesting on or around
7 May 2024):
CEO (Hein Schumacher): PLC – 14,559
Maximum vesting results in 120% of the above awards vesting. Dividend equivalents may be earned
(in cash or additional shares) on the award when and to the extent that the award vests.
(b)
Face value of awards CEO (Hein Schumacher): €826,667

Threshold vesting Four equally weighted long-term performance measures. 0% of the target award vests for threshold performance.
(% of target award)

Performance period 1 January 2021 – 31 December 2023 (also conditional upon continued employment on the date of vesting).

Details of performance Same performance measures and targets as for PSP 2021-2023, as set out on page 136.
measures

(a) As disclosed in the 2022 directors' remuneration report, to replace the 2021-2023 cash long-term incentive that Hein forfeited from his previous employment, he was
given a share award with grant value of €697,500 that will vest on or around 7 May 2024, subject to the conditions set out above and capped at a maximum of 120%
of performance outcome. The final vesting of this award has been determined as 63% of target as disclosed on page 136.
(b) Face values are calculated by multiplying the number of shares granted on 1 June 2023 (including decimals) by the 5-day average share price prior to 1 June 2023
of PLC £41.17, assuming maximum performance and therefore maximum vesting of 120% and then translated into euros using an average exchange rate over 2023
of €1 = £0.8700 (rounded).

Cash buy-out awards made in 2023

(a)
Basis of award The following numbers of cash buy-out shares were awarded on 1 June 2023 (vested on 15 February 2024):
CEO (Hein Schumacher): PLC – 4,853
Restricted shares accrue dividends, which are reinvested.
(b)
Face value of awards CEO (Hein Schumacher): €229,630

Conditions Conditional upon continued employment on the date of vesting.

Details of performance No performance measures.

measures

(a) As disclosed in the 2022 directors' remuneration report, to replace the 2023 cash bonus that Hein forfeited from his previous employment, he was given a share award
with grant value of €232,500 that vested on 15 February 2024.
(b) Face values are calculated by multiplying the number of shares granted on 1 June 2023 (including decimals) by the 5-day average share price prior to 1 June 2023
of PLC £41.17 and then translated into euros using an average exchange rate over 2023 of €1 = £0.8700 (rounded).

140 Unilever Annual Report and Accounts 2023

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Directors' Remuneration Report

Minimum shareholding requirement and Executive Director share interests

Executive Directors are required to build and retain a personal shareholding in Unilever within five years of their date of
appointment to align their interests with those of Unilever’s shareholders. Incoming Executive Directors will be required to
retain all shares vesting from any share awards made since their appointment (after deduction of tax) until their minimum
shareholding requirements have been met in full. If Executive Directors fail to achieve 100% of the shareholding requirement
by the relevant time, they are not permitted to sell any Unilever shares and Unilever retains the right to block the sale of their
shares until the required level of shareholding has been obtained.
The table below shows the Executive Directors’ share ownership against the minimum shareholding requirements as at
31 December 2023 and the interest in PLC ordinary shares of the Executive Directors and their connected persons as at
31 December 2023.
When calculating an Executive Director’s personal shareholding, the following methodology is used:
■ fixed pay at the date of measurement;

■ shares in PLC will qualify provided they are personally owned by the Executive Director, by a member of their immediate family

or by certain corporate bodies, trusts or partnerships, as required by law from time to time (each a ‘connected person’);
■ shares purchased under the legacy MCIP, whether from the annual bonus or otherwise, will qualify as from the moment of

purchase as these are held in the individual’s name and are not subject to further restrictions;
■ shares or entitlements to shares that are subject only to the Executive Director remaining in employment will qualify on a net

of tax basis (including deferred bonus awards);

■ shares awarded on a conditional basis will not qualify until the moment of vesting (i.e. once the precise number of shares is

fixed after the vesting period has elapsed); and

■ the shares will be valued on the date of measurement or, if that outcome fails the personal shareholding test, on the date

of acquisition.
The share price for the relevant measurement date will be based on the average closing share prices and the euro/sterling/US
dollar exchange rates from the 60 calendar days prior to the measurement date.
Executive Directors are required to maintain at least 100% of their minimum shareholding requirement for two years after
leaving (or if less, their actual shareholding on the date of leaving). ULE members are required to build a shareholding of
400% of fixed pay (500% for the CEO). This requirement is 250% of fixed pay for the management layer below ULE.
Executive Directors’ shareholdings are ring-fenced to ensure they meet the minimum shareholding requirement, including
for two years after leaving employment. This means that even if the shares are vested, they are blocked until the end of the
minimum shareholding requirement period (excluding any shares above the minimum shareholding requirement).

Executive Directors’ and their connected persons’ interests in shares and share ownership (Audited)

Share ownership Actual share Shares held as at Shares held as at

(b)
guideline as % of Have guidelines ownership as a % 1 January 2023 31 December 2023
fixed pay (as at been met (as at of fixed pay (as
31 December 31 December at 31 December
(a)
2023) 2023) 2023) PLC PLC ADS PLC PLC ADS
CEO: Alan Jope 500% Yes 901% 55,271 237,881 79,608 238,362
CEO: Hein
(c)
Schumacher 500% No 13% — — 5,491 —
CFO: Graeme Pitkethly 400% Yes 811% 206,108 229,128 —
(a) Calculated based on the minimum shareholding requirements and methodology set out above and the headline fixed pay for the CEOs and CFO as at 31 December
2023 (€1,560,780 for the CEO (Alan Jope), €1,850,000 for the CEO (Hein Schumacher) and €1,246,262 for the CFO).
1
(b) PLC shares are ordinary 3 /9p shares. Includes annual bonus deferral shares dividend accrual, which is reinvested.
(c) Hein Schumacher was appointed on 1 June 2023 and acquired shares after his appointment. In addition, his first share vesting took place on 15 February 2024, which
is why his shareholding as at 31 December 2023 is 13%. Hein has five years from the date of his appointment to achieve his personal shareholding requirement.

During the period between 1 January and 22 February 2024, the following changes in interests have occurred:
■ Graeme Pitkethly purchased 6 PLC shares under the Unilever PLC ShareBuy Plan: 3 on 9 January 2024 at a share price of £38.34,

and a further 3 on 8 February 2024 at a share price of £40.14; and

■ as detailed on page 135 for Alan Jope and Graeme Pitkethly and page 140 for Hein Schumacher, on 15 February 2024:

■ Alan Jope acquired 20,924 PLC EUR shares following the vesting of his 2020 MCIP award;

■ Hein Schumacher acquired 2,621 PLC GBP shares following the vesting of his cash buy-out award; and

■ Graeme Pitkethly acquired 12,581 PLC GBP shares following the vesting of his 2020 MCIP award.

Effective as of 1 January 2024, Fernando Fernandez was appointed as CFO replacing Graeme Pitkethly, who remained as CFO
until 31 December 2023. As at 22 February 2024, Fernando Fernandez holds 84,496 PLC EUR shares and 190,072 PLC GBP shares.
The voting rights of the Directors (Executive and Non-Executive) and members of the ULE who hold interests in the share
capital of PLC are the same as for other holders of the class of shares indicated. As at 22 February 2024, none of the
Directors’ (Executive and Non-Executive) or other ULE members’ shareholdings amounted to more than 1% of the issued shares
in that class of share (except Nelson Peltz who owns 1.5% of the PLC issued share capital including via Trian Fund Management
as a connected person). All shareholdings in the table above are beneficial. On page 99, the full share capital of PLC has been
described. Pages 190 and 191 set out how many shares Unilever held to satisfy the awards under the share plans.

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Directors' Remuneration Report

Information in relation to outstanding share incentive awards (Audited)

As at 31 December 2023, Alan Jope held awards over a total of 207,643 shares which are subject to performance conditions
and a total of 35,046 shares which are not subject to performance conditions, Hein Schumacher held awards over a total of
84,270 shares which are subject to performance conditions and a total of 4,946 shares which are not subject to performance
conditions, and Graeme Pitkethly held awards over a total of 162,796 shares which are subject to performance conditions and
a total of 21,121 shares which are not subject to performance conditions. There are no awards of shares in the form of options.

Annual bonus deferral shares (Audited)

The following bonus deferral shares were outstanding at 31 December 2023 under the Unilever Share Plan 2017:

Balance of Balance of
bonus deferral Bonus deferral bonus deferral
shares at 1 Bonus deferral shares with shares at 31
January shares granted restrictions December
(a)(b) (c) (d)
Share type 2023 in 2023 Price at award removed 2023
Alan Jope PLC 17,763 17,283 £42.03 — 35,046
Graeme Pitkethly PLC 10,705 10,416 £42.03 — 21,121
(a) Alan Jope: This includes a grant of 5,743 of PLC shares made on 7 May 2021 (vesting on or around 7 May 2024), and a grant of 12,020 PLC shares on 22 March 2022
(vesting on or around 22 March 2025).
(b) Graeme Pitkethly: This includes a grant of 3,461 of PLC shares made on 7 May 2021 (vesting on or around 7 May 2024), and a grant of 7,244 PLC shares on 22 March
2022 (vesting on or around 22 March 2025).
(c) Grant made on 22 March 2023 and vesting on or around 22 March 2026.
(d) Annual bonus deferral shares accrue dividends, which are included in the share ownership table above where applicable. Hein Schumacher does not have any
outstanding annual bonus deferral shares as at 31 December 2023 as he was appointed on 1 June 2023.

PSP (Audited)
The following conditional shares were outstanding at 31 December 2023 under the Unilever Share Plan 2017 and are subject to
performance conditions:
Balance of Conditional
conditional shares Balance of
shares at 1 awarded conditional shares
January 2023 in 2023 at 31 December 2023
Performance
period Dividend
1 January shares Additional
No. of 2023 to accrued shares
(a)
Share shares 31 December Price at during the Vested in Price at earned in
(b) (c) (d) (e)
type 2025 award year 2023 vesting 2023 Shares lapsed No. of shares
Alan Jope PLC 145,054 11,354 £40.69 5,857 — £— — — 162,265
Hein
Schumacher PLC — 68,135 £40.18 1,298 — £— — — 69,433
Graeme
Pitkethly PLC 87,414 43,516 £40.69 4,580 — £— — — 135,510
(a) Alan Jope: This includes a grant of 61,233 of PLC shares made on 7 May 2021 (vesting on or around 7 May 2024), a grant of 77,427 PLC shares made on 11 March 2022
(vesting on or around 13 February 2025), and 6,394 PLC shares from reinvested dividends accrued in prior years in respect of awards.
(b) Graeme Pitkethly: This includes a grant of 36,901 of PLC shares made on 7 May 2021 (vesting on or around 7 May 2024), a grant of 46,660 PLC shares made on
11 March 2022 (vesting on or around 13 February 2025), and 3,853 PLC shares from reinvested dividends accrued in prior years in respect of awards.
(c) Alan Jope and Graeme Pitkethly: These grants were made on 10 March 2023 (vesting on or around 12 February 2026). Hein Schumacher: This grant was made on
1 June 2023 (vesting on or around 1 June 2026).
(d) Reflects reinvested dividend equivalents accrued during 2023, subject to the same performance conditions as the underlying PSP shares.
(e) The first vest will take place on or around 7 May 2024.

MCIP (Audited)
The following conditional shares vested during 2023 or were outstanding at 31 December 2023 under the Unilever Share Plan 2017:

Balance of
conditional
shares at 1
January 2023 Balance of conditional shares at 31 December 2023
Dividend
shares
accrued Additional
Share No. of shares during the Vested in Price at shares earned
(a) (b) (c) (d) (e) (f)
type year 2023 vesting in 2023 Shares lapsed No. of shares
Alan Jope PLC 62,754 1,637 13,309 €46.47 — 5,704 45,378
Graeme Pitkethly PLC 48,154 1,002 15,309 £41.09 — 6,561 27,286
(a) Alan Jope: This includes a grant of 16,668 PLC shares on 23 April 2019 (vested on 9 February 2023) and a grant of 39,594 PLC shares on 24 April 2020 (vested on
15 February 2024) and 6,492 PLC shares from reinvested dividends accrued in prior years in respect of awards.
(b) Graeme Pitkethly: This includes a grant of 19,196 PLC shares on 23 April 2019 (vested on 9 February 2023) and a grant of 23,795 PLC shares on 24 April 2020
(vested on 15 February 2024), and 5,163 PLC shares from reinvested dividends accrued in prior years in respect of awards.
(c) Reflects reinvested dividend equivalents accrued during 2023 and subject to the same performance conditions as the underlying matching shares.
(d) The 23 April 2019 grant vested on 9 February 2023 at 70% for both Alan Jope and Graeme Pitkethly.
(e) This includes any additional shares earned and accrued dividends as a result of a business performance multiplier on vesting above 100%.
(f) Hein Schumacher does not have any outstanding MCIP shares as at 31 December 2023 as he was appointed on 1 June 2023.

142 Unilever Annual Report and Accounts 2023

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Directors' Remuneration Report

Long-term incentive buy-out award (Audited)

The following conditional shares were outstanding at 31 December 2023 under the Unilever Share Plan 2017 and are subject to
performance conditions:
Balance of Conditional
conditional shares Balance of
shares at 1 awarded conditional shares
January 2023 in 2023 at 31 December 2023
Performance
period Dividend
1 January shares Additional
2021 to accrued shares
Share No. of 31 December Price at during the Vested in Price at earned in
(a) (b)
type shares 2023 award year 2023 vesting 2023 Shares lapsed No. of shares
Hein
Schumacher PLC — 14,559 £41.17 278 — £— — — 14,837
(a) This grant was made on 1 June 2023 (vesting on or around 7 May 2024). The final vesting of this award has been determined as 63% of target as disclosed on page 136.
(b) Reflects reinvested dividend equivalents accrued during 2023, subject to the same performance conditions as the underlying long-term incentive buy-out shares.

Cash buy-out award (Audited)

The following conditional shares were outstanding at 31 December 2023 under the Unilever Share Plan 2017:
Balance of
conditional Balance of
shares at 1 conditional shares
January 2023 at 31 December 2023

Dividend
Conditional shares Additional
shares accrued shares
Share No. of awarded Price at during the Vested in Price at earned in
(a) (b)
type shares in 2023 award year 2023 vesting 2023 Shares lapsed No. of shares
Hein
Schumacher PLC — 4,853 £41.17 93 — £— — — 4,946
(a) This grant was made on 1 June 2023 (vested on 15 February 2024).
(b) Reflects dividend equivalents accrued during 2023.

Executive Directors' service contracts

Starting dates of our Executive Directors’ service contracts:
■ Alan Jope: 1 January 2019 (signed on 16 December 2020);
(a)
■ Hein Schumacher: 1 June 2023 (signed on 29 January 2023);
■ Graeme Pitkethly: 1 October 2015 (signed on 16 December 2015); and

■ Fernando Fernandez: 1 January 2024 (signed 24 October 2023).

Service contracts are available to shareholders to view at the AGMs or on request from the Group Secretary, and can be
terminated with 12 months’ notice from Unilever or six months’ notice from the Executive Director. A payment in lieu of notice can
be made of no more than one year’s fixed pay and other benefits. Other payments that can be made to Executive Directors in the
event of loss of office are disclosed in our Remuneration Policy. See the remuneration topics section of our website for a copy of
the Remuneration Policy.
(a) Note: Hein Schumacher began employment with Unilever on 1 June 2023 as CEO Designate and Executive Director and became CEO on 1 July 2023.

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Directors' Remuneration Report

Payments to former Directors (Audited)

The table below shows the 2023 payments to Paul Polman in accordance with arrangements made with him upon his stepping
down as CEO on 31 December 2018 and his retirement from employment with Unilever effective 2 July 2019. These arrangements
were disclosed in the 2018 Directors' remuneration report.

Paul Polman

(€'000)
(a)
Benefits 30
Total remuneration 30
(a) This includes tax preparation fees.

There have been no other payments to former Directors during the year.

Payments for loss of office (Audited)

Alan Jope was CEO from 1 January to 30 June 2023 and retired from employment with the Company on 31 December 2023. The
table below shows the payments for loss of office to Alan in respect of his role as a Director from 1 July to 31 December 2023, in
accordance with arrangements made with him, as disclosed in the 2022 Directors' remuneration report. As he was employed for
the entirety of the performance periods, the Committee determined that his 2020-2023 MCIP and 2021-2023 PSP awards would
vest in full, subject to performance outcomes, as outlined on pages 135 and 136.

Alan Jope

(€'000)
(a)
Fixed pay 780
(b)
Benefits 75
(c)
LTI: MCIP match shares 1,838
(d)
LTI: PSP performance shares 1,909
Total remuneration 4,602

(a) Alan Jope's fixed pay from 1 July to 31 December 2023 (being the end of his contractual notice period). Alan's fixed pay from 1 January to 30 June 2023 is set out in the
single figure table on page 132.
(b) Alan Jope's benefits from 1 July to 31 December 2023 and includes tax preparation fees, medical insurance cover and death-in-service benefits. Alan's benefits from
1 January to 30 June 2023 are set out in the single figure table on page 132.
(c) Data for 2023 includes 2020-2023 MCIP match shares, which vested on 15 February 2024 for Alan Jope, as set out on page 135. Alan Jope's MCIP award had an original
value of €1,792,420, performance of -€233,015 dividends of €227,800 and share price growth of €50,335 resulting in an award of €1,837,541 (rounded) on vesting.
(d) Data for 2023 includes the first vesting of the PSP for 2021-2023 for Alan Jope, which takes place on or around 7 May 2024, as set out on page 136. The share price is
based on the average for Q4 2023 of £38.69 and translated into euros using the average FX rate for Q4 2023 of €1 = £0.8668. Alan Jope's PSP award had an original
value of €3,018,513, performance of -€1,116,850, dividends of €206,865 up to 31 December 2023 and share price growth of -€199,553 resulting in an award of
€1,908,975 (rounded) on vesting. The actual number of vested shares will be reported in the 2024 Directors' remuneration report.

Alan Jope received a retirement gift worth £7,950 (€9,138 rounded), which is disclosed in accordance with the Directors'
Remuneration Policy for retirement gifts worth over £5,000.
There have been no other payments for loss of office during the year.
Unless stated otherwise, amounts for 2023 have been translated into euros using the average exchange rate over 2023
(€1 = £0.8700), excluding amounts in respect of MCIP, which have been translated into euros using the exchange rates at the
vesting date at 15 February 2024 (€1 = £0.8539 and €1 = $1.0729).

Appointment arrangements for Fernando Fernandez

Fernando Fernandez commenced the role of CFO on 1 January 2024, replacing Graeme Pitkethly who will cease employment on
31 May 2024. The Compensation Committee approved the remuneration package, as described in this section, which came into
effect from 1 January 2024. His remuneration package is in accordance with the approved Remuneration Policy.
Fernando's fixed pay has been set at €1,175,000 per annum. Fernando is eligible to receive a discretionary annual bonus with
target opportunity set at 120% of fixed pay (maximum 180% fixed pay). 50% of any net annual bonus will be deferred into
Unilever shares for three years. Further details on the annual bonus (including performance measures) are set out on page 130.
From 1 January 2024, Fernando is also eligible for an annual PSP award of 160% of fixed pay at target (320% fixed pay maximum)
that will vest to the extent performance conditions are achieved, followed by an additional two-year holding period. Further
details on the PSP 2024-2026, including performance conditions, are set out on page 131.
Fernando will receive benefits under the approved Remuneration Policy, including tax preparation fees, medical insurance cover
and death-in-service benefits. He will also receive a relocation allowance in 2024 and 2025 to support his move to the UK (plus
housing costs for up to six months). If Fernando leaves Unilever within 24 months of his appointment as CFO, the Committee may
claw-back some or all of the relocation allowance.

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Directors' Remuneration Report

Leaving arrangements for Graeme Pitkethly

Graeme Pitkethly stepped down as CFO and Executive Director on 31 December 2023 and will retire from employment on
31 May 2024 (the 'Retirement Date'). Until the Retirement Date, Graeme will remain an employee of Unilever.
On this basis, and in accordance with his service agreement and our Remuneration Policy, Graeme:
■ will continue to receive fixed pay up to the Retirement Date;

■ remains eligible to receive a discretionary bonus of up to 180% fixed pay in respect of the 2023 financial year (as detailed on

page 134) with 50% of the net annual bonus deferred into shares with a three-year holding period in accordance with the
Remuneration Policy;
■ remains eligible for vesting of his 2020-2023 MCIP and 2021-2023 PSP awards, as outlined on pages 135 and 136;

■ will be treated as a good leaver on retirement under the PSP long-term share incentive plans, meaning that his outstanding

awards will remain capable of vesting in accordance with the rules of the relevant plan on its vesting date, subject to
Company performance. PSP awards will remain subject to a two-year post-vesting holding period and MCIP awards remain
subject to a one-year post-vesting holding period;
■ will continue to be eligible for vesting and release of any annual bonus deferral shares in accordance with their terms; and

■ will continue to receive contractual benefits through to the Retirement Date, including annual leave, medical insurance cover,

death-in-service benefits and tax return preparation services (in respect of all Unilever source income).
Details of all payments made to and received by Graeme will be disclosed on the Company’s website and in the Directors’
remuneration reports as required going forward.

Implementation of the Remuneration Policy for Non-Executive Directors (Audited)

As explained in the Chair letter on page 118, the Committee reviewed Non-Executive Director fees in January 2024 and
determined there would be no increase for 2024 given the fees are in line with market and the recent fee increase in 2023.
The Committee will continue to keep Non-Executive Director fees under regular review.
Non-Executive Director fees are set and paid in GBP. The table below outlines the current fee structure shown in our reporting
currency of EUR and GBP using the average exchange rate over 2023 of £1 = €1.1494 (rounded).

2024 2023
Roles and responsibilities Annual Fee € Annual Fee £ Annual Fee € Annual Fee £
Basic Non-Executive Director Fee € 109,197 £95,000 € 109,197 £95,000
Chair (all-inclusive) € 758,629 £660,000 € 758,629 £660,000
Senior Independent Director (modular) € 45,978 £40,000 € 45,978 £40,000
Member of Nominating and Corporate Governance Committee € 17,242 £15,000 € 17,242 £15,000
Member of Compensation Committee € 22,989 £20,000 € 22,989 £20,000
Member of Corporate Responsibility Committee € 22,989 £20,000 € 22,989 £20,000
Member of Audit Committee € 28,736 £25,000 € 28,736 £25,000
Chair of Nominating and Corporate Governance Committee € 34,483 £30,000 € 34,483 £30,000
Chair of Compensation Committee € 40,230 £35,000 € 40,230 £35,000
Chair of Corporate Responsibility Committee € 40,230 £35,000 € 40,230 £35,000
Chair of Audit Committee € 45,978 £40,000 € 45,978 £40,000

All reasonable travel and other expenses incurred by Non-Executive Directors in the course of performing their duties are
considered to be business expenses and so are reimbursed. Non-Executive Directors also receive expenses relating to the
attendance of their spouse or partner, when they are invited by Unilever.

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Single figure of remuneration in 2023 for Non-Executive Directors (Audited)

The table below shows a single figure of remuneration for each of our Non-Executive Directors, for the years 2022 and 2023.

2023 2022
Total Total
(a) (b)
Fees Benefits remuneration Fees(a) Benefits(b) remuneration
Non-Executive Director €'000 €'000 €'000 €'000 €'000 €'000
(c)
Nils Andersen 708 37 745 764 29 793
(d)
Laura Cha — — — 50 — 50
(e)
Judith Hartmann 146 21 167 127 1 128
(f)
Adrian Hennah 155 22 177 140 — 140
(g)
Andrea Jung 213 — 213 200 — 200
(h)
Susan Kilsby 138 2 140 127 27 154
(i)
Ruby Lu 142 — 142 139 15 154
(j)
Strive Masiyiwa 149 — 149 135 — 135
(k)
Ian Meakins 91 — 91 — — —
(l)
Youngme Moon 132 — 132 118 41 159
(m)
Nelson Peltz 132 — 132 54 — 54
(n)
John Rishton — — — 51 — 51
(o)
Hein Schumacher 57 2 59 31 — 31
(p)
Feike Sijbesma 125 — 125 135 1 136
Total 2,188 84 2,272 2,071 114 2,185

(a) This includes fees received from Unilever for 2022 and 2023 respectively. Includes basic Non-Executive Director fee and committee chairship and/or membership.
Where relevant, amounts for 2022 have been translated into euros using the average exchange rate over 2022 (€1 = £0.8510). Amounts for 2023 have been translated
into euros using the average exchange rate over 2023 (€1 = £0.8700).
(b) The only benefit received relates to travel by spouses or partners where they are invited by Unilever.
(c) Chair, Chair of the Nominating and Corporate Governance Committee and member of the Compensation Committee. From 1 December 2023, member of the
Nominating and Corporate Governance Committee and Compensation Committee.
(d) Retired from the Board at the May 2022 AGM.
(e) Member of the Audit Committee until 3 May 2023 and then Member of the Nominating and Corporate Governance Committee and Compensation Committee.
(f) Chair of the Audit Committee from 4 May 2022.
(g) Vice Chair, Senior Independent Director, member of the Nominating and Corporate Governance Committee and Chair of the Compensation Committee.
(h) Member of the Audit Committee.
(i) Member of the Compensation Committee and Nominating and Corporate Governance Committee until 3 May 2023 and then Member of the Audit Committee.
(j) Chair of the Corporate Responsibility Committee.
(k) Appointed to the Board from 1 September 2023 and Chair, Chair of the Nominating and Corporate Governance Committee and member of the Compensation
Committee from 1 December 2023.
(l) Member of the Corporate Responsibility Committee.
(m) Appointed to the Board and member of the Compensation Committee from 20 July 2022.
(n) Retired from the Board at the May 2022 AGM.
(o) Appointed to the Board and member of the Audit Committee from 4 October 2022 to 31 May 2023, following which he was appointed as an Executive Director.
(p) Retired from the Board on 31 October 2023.

We do not grant our Non-Executive Directors any personal loans or guarantees or any variable remuneration, nor are they
entitled to any severance payments.

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Percentage change in remuneration of Non-Executive Directors (Audited)

The table below shows the five-year history of year-on-year percentage change for fees and other benefits for the Non-Executive
Directors who were Non-Executive Directors at any point during 2023 (with the exception of Hein Schumacher who is included in
the percentage change in remuneration of Executive Directors table on page 151). Please see page 151 for comparison of
percentage change in remuneration of PLC employees.
(a)
Total Remuneration
% change from % change from % change from % change from % change from
Non-Executive Director 2022 to 2023 2021 to 2022 2020 to 2021 2019 to 2020 2018 to 2019
(b)
Nils Andersen -6.1 5.0 -3.0 253.9 69.2
(c)
Laura Cha -100.0 -63.5 2.3 10.8 5.2
(d)
Judith Hartmann 30.5 1.6 -3.0 -11.4 14.1
(e)
Adrian Hennah 26.4 566.7 — — —
(f)
Andrea Jung 6.5 11.1 32.8 11.8 51.3
(g)
Susan Kilsby -9.1 22.2 -3.0 144.0 —
(h)
Ruby Lu -7.8 569.6 — — —
(i)
Strive Masiyiwa 10.4 0.7 -3.0 -0.9 6.1
(j)
Ian Meakins — — — — —
(k)
Youngme Moon -17.0 20.5 -21.4 -0.8 15.0
(l)
Nelson Peltz 144.4 — — — —
(m)
John Rishton -100.0 -64.8 -3.0 -10.9 17.5
(n)
Feike Sijbesma -8.1 1.5 -3.0 -0.9 3.0
(a) Non-Executive Directors receive an annual fixed fee and do not receive any Company performance-related payment. Therefore, the year-on-year % changes are
mainly due to changes in committee chair or memberships, mid-year appointments, or retirement, fee increases as disclosed in applicable Directors’ remuneration
reports, travel costs and changes in the average sterling: euro exchange rates. The only benefit received relates to travel by spouses or partners where they are invited
by Unilever. There was no travel by the spouses or partners in 2020 or 2021 due to the Covid pandemic.
(b) Chair, Chair of the Nominating and Corporate Governance Committee and member of the Compensation Committee. From 1 December 2023, member of the
Nominating and Corporate Governance Committee and Compensation Committee. Hence his % decrease from 2022 to 2023. He became Chair in November 2019,
hence the % increase from 2019 to 2020.
(c) Laura Cha retired from the Board at the May 2022 AGM, hence the % decrease from 2022 to 2023.
(d) Member of the Audit Committee until 3 May 2023 and then Member of the Nominating and Corporate Governance Committee and Compensation Committee. Hence
the % increase from 2022 to 2023, in addition to spouse/partner travel costs.
(e) Adrian Hennah was appointed to the Board with effect from 1 November 2021 and became Chair of the Audit Committee on 4 May 2022. The % increase from 2022 to
2023 relates to the fee increase for Non-Executive Directors in 2023 plus spouse/partner travel costs.
(f) Andrea Jung was appointed Senior Independent Director and member of the Nominating and Corporate Governance Committee with effect from May 2021 AGM and
Chair of the Compensation Committee from 18 February 2021. The % increase from 2022 to 2023 relates to the fee increase for Non-Executive Directors in 2023.
(g) Susan Kilsby joined Unilever in August 2019, hence the % increase from 2019 – 2020. The % decrease from 2022 to 2023 relates to spouse/partner travel costs.
(h) Ruby Lu was appointed to the Board from 1 November 2021, was a member of the Compensation Committee and Nominating and Corporate Governance Committee
until 3 May 2023 and then member of the Audit Committee. Hence the % decrease from 2022 to 2023, along with spouse/partner travel costs.
(i) The % increase for Strive Masiyiwa from 2022 to 2023 relates to the fee increase for Non-Executive Directors in 2023.
(j) Ian Meakins was appointed to the Board from 1 September 2023 and Chair, Chair of the Nominating and Corporate Governance Committee and member of the
Compensation Committee from 1 December 2023.
(k) The % decrease for Youngme Moon from 2022 to 2023 relates to spouse/partner travel costs.
(l) Nelson Peltz was appointed to the Board and became a member of the Compensation Committee from 20 July 2022, hence the % increase from 2022 to 2023.
(m) John Rishton retired from the Board at the May 2022 AGM, hence the % decrease from 2022 to 2023.
(n) Feike Sijbesma retired from the Board from 31 October 2023, hence the % decrease from 2022 to 2023.

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Non-Executive Directors’ interests in shares (Audited)

Non-Executive Directors are encouraged to build up a personal shareholding of at least 100% of their annual fees over the
five years from appointment. The table shows the interests in Unilever PLC ordinary shares as at 1 January 2023 and Unilever
PLC ordinary shares as at 31 December 2023 of Non-Executive Directors and their connected persons. This is set against the
minimum shareholding recommendation. Note: Hein Schumacher is included in the Executive Directors' interest in shares
table on page 141.
There has been no change in these interests between 1 January 2024 and 22 February 2024.

Actual share
ownership as a %
Shares held at of NED fees
31 December Shares held at (as at 31
Non-Executive Director Share type 2023 Share type 1 January 2023 December 2023)
Nils Andersen PLC 21,014 PLC 21,014 131
(a)
Judith Hartmann PLC 2,500 PLC 2,500 76
(a)
Adrian Hennah PLC 4,000 PLC 4,000 114
(a)
Andrea Jung PLC 4,576 PLC 4,576 95
(b)
Susan Kilsby PLC 2,250 PLC 2,250 72
Ruby Lu PLC — PLC — 0
(a)
Strive Masiyiwa PLC 3,530 PLC 3,530 104
(c)
Ian Meakins PLC 26,036 n/a n/a 1,268
(b)
Youngme Moon PLC ADS 3,500 PLC ADS 3,500 117
(d)
Nelson Peltz PLC 36,619,370 PLC 39,167,999 1,221,706
(e)
Feike Sijbesma PLC 10,000 PLC 10,000 354
(a) Decrease in share ownership as a percentage of fee from 2022 to 2023 is due to increase in fee, as set out on page 147.
(b) Decrease in share ownership as a percentage of fee from 2022 to 2023 is due to increase in fees for Non-Executive Directors, as set out on page 145.
(c) Appointed to the Board from 1 September 2023, hence the large share ownership as a percentage of fee for 2023.
(d) Share ownership also includes shares held by Trian Fund Management as a connected person. Appointed to the Board from 20 July 2022, hence the large share
ownership as a percentage of fee for 2023.
(e) Stepped down from the Board effective from 31 October 2023. Shares held as at 31 October 2023.

Non-Executive Directors' letters of appointment

(a)
All Non-Executive Directors were reappointed to the Board at the 2024 AGM.
(b)
Non-Executive Director Date first appointed to the Board Effective date of current appointment
Nils Andersen 30 April 2015 3 May 2023
Judith Hartmann 30 April 2015 3 May 2023
Adrian Hennah 1 November 2021 3 May 2023
Andrea Jung 3 May 2018 3 May 2023
Susan Kilsby 1 August 2019 3 May 2023
Ruby Lu 1 November 2021 3 May 2023
Strive Masiyiwa 21 April 2016 3 May 2023
Ian Meakins 1 September 2023 1 September 2023
Youngme Moon 21 April 2016 3 May 2023
Nelson Peltz 20 July 2022 3 May 2023
(a) Except for Ian Meakins who was appointed to the Board with effect from 1 September 2023 and such appointment will be confirmed at the 2024 AGM.
(b) The unexpired term for all Non-Executive Directors’ letters of appointment is the period up to the 2024 AGM, as they all, unless they are retiring, submit themselves for
annual reappointment.

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Other disclosures related to Directors' remuneration (Unaudited)

Unilever regularly looks at pay ratios throughout the Group, and the pay ratio between each work level (WL in the table below),
and we have disclosed this for a number of years. The table below provides a detailed breakdown of the fixed and variable pay
elements for each of our UK work levels, showing how each work level compares to the CEO and CFO in 2023 (with equivalent
figures from 2022 included for comparison purposes). For the purposes of the CEO, the data is the total of fixed pay and variable
pay for Alan Jope and Hein Schumacher, as set out in the single figure table for Executive Directors on page 132. Figures for the
CFO are calculated using the applicable data for Graeme Pitkethly from the single figure table.

CEO/CFO Pay Ratio Comparison (split by fixed pay and benefits)/variable pay)

The year-on-year comparison reflects an increase in fixed pay for the Executive Directors in 2023 following a pay increase for
Graeme Pitkethly as CFO from 1 January 2023 and a higher fixed pay on the appointment of Hein Schumacher as CEO from 1 July
2023. Also, fixed pay for Alan Jope and Hein Schumacher are both counted for June 2023. Benefit costs increased for CEO due to
the inclusion of Hein Schumacher's relocation and a slight increase for the CFO due to higher benefit costs and legal fees. The
proportion of variable pay for CEO is lower in 2023 than 2022 because of the lower annual bonus outcome compared to 2022.
Also, Hein Schumacher is not eligible for MCIP 2020-2023 and PSP 2021-2023 as he was appointed on 1 June 2023. Therefore,
Hein's variable pay includes his buy-out share awards only and Alan Jope's MCIP and PSP awards are not included for the
purposes of the single figure table (as they are set out in the payment on loss of office table on page 144). Executive Directors
have a higher weighting on performance-related pay compared to other employees. The numbers are further impacted by
fluctuation in the exchange rates used to convert pay elements denominated in pounds sterling to euros for reporting purposes.
Where relevant, amounts for 2022 have been translated using the average exchange rate over 2022 (€1 = £0.8510), and amounts
for 2023 have been translated using the average exchange rate over 2023 (€1 = £0.8700).
Annual bonus and LTI for the UK employees were not calculated following the statutory method for single figure pay. Instead,
variable pay figures were calculated using:
■ target annual bonus values considered for the respective year;

■ MCIP values calculated at an appropriate average for the relevant work level of employees, i.e. an average 20% investment

of bonus for WL2 employees; 45% for WL3 employees; 60% for WL4-5 employees; and 100% for WL6 employees; and
■ PSP values calculated at target for the relevant work level of employees, i.e. 50% of target bonus for WL2 employees; 100%

of target bonus for WL3-6 employees.

Fixed pay figures reflect all elements of pay (including allowances) and benefits paid in cash. The data disclosed excludes
employees who are not integrated into Unilever’s global reward structure and human resources information system.

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CEO pay ratio comparison

The table below is included to meet UK requirements and shows how pay for the CEO compares to our UK employees at the
25th percentile, median and 75th percentile. For the purposes of the CEO, the data is the total of fixed pay and variable pay for
Alan Jope and Hein Schumacher, as set out in the single figure table for Executive Directors on page 132, translated into sterling
using the average exchange rate over 2023 (£1 = €1.1494).

Median
Year 25th percentile percentile 75th percentile Mean pay ratio
Year ended 31 December 2023 Salary: £40,968 £49,224 £67,565
Pay and benefits: £52,551 £65,305 £103,527
Pay ratio (Option A): 100:1 81:1 51:1 66:1
Year ended 31 December 2022 Salary: £36,802 £44,478 £60,788
Pay and benefits: £49,868 £61,553 £93,612
Pay ratio (Option A): 92:1 75:1 49:1 63:1
Year ended 31 December 2021 Salary: £34,560 £42,668 £58,869
Pay and benefits: £48,229 £60,306 £90,335
Pay ratio (Option A): 87:1 70:1 47:1 63:1
Year ended 31 December 2020 Salary: £34,298 £41,010 £55,000
Pay and benefits: £45,713 £55,751 £80,670
Pay ratio (Option A): 67:1 55:1 38:1 50:1
Year ended 31 December 2019 Salary: £38,510 £45,154 £59,988
Pay and benefits: £50,689 £61,086 £87,982
Pay ratio (Option A): 83:1 69:1 48:1 51:1

Option A was used to calculate the pay and benefits of the 25th percentile, median and 75th percentile UK employees because
the data was readily available for all UK employees of the Group and Option A is the most accurate method (as it is based on
total full-time equivalent total reward for all UK employees for the relevant financial year). Figures are calculated by reference
to 31 December 2023 (full-time equivalent), and the respective salary and pay and benefits figures for each quartile are set out
in the table above. Benefits for UK employees include any pension, but pension is excluded for Executive Directors as they are not
entitled to pension benefits under the Remuneration Policy. The data disclosed excludes employees who are not integrated into
Unilever’s global reward structure and human resources information system.
Variable pay figures for the UK employees are calculated on the basis set out in the paragraph for other work levels below
the ‘CEO/CFO pay ratio comparison’ table on page 149. The reason for this is it would be unduly onerous to recalculate these
figures when, based on a sample, the impact of such recalculation is expected to be minimal.
The mean pay ratio has slightly increased in 2023 due to a higher fixed pay on the appointment of Hein Schumacher as CEO from
1 July 2023. Also, fixed pay and annual bonus for Alan Jope and Hein Schumacher are both counted for June 2023. Benefit costs
increased for CEO due to the inclusion of Hein Schumacher's relocation. The annual bonus outcome was higher in 2023 than
2022 and variable pay makes up a higher proportion of remuneration for the CEO compared to other employees. The pay,
reward and progression policies within Unilever are consistent as the Remuneration Policy is applicable across our 15,000+
managers throughout the whole business worldwide.
We are also required to show additional disclosures on the rates of change in pay year-on-year. The pay ratios set out above
are more meaningful as they compare to the pay of all of our UK employees. By contrast, the regulations require us to show
the percentages below based on employees of our PLC top company only, which forms a relatively small and unrepresentative
proportion of our total UK workforce. So, whilst operationally we may pay greater attention to our internal pay ratios (included
above in the ‘CEO/CFO pay ratio comparison’ table on page 149), these required figures are set out on page 151.

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Directors' Remuneration Report

Percentage change in remuneration of Executive Directors (CEO/CFO)

The table below shows the five-year history of year-on-year percentage change for fixed pay, other benefits (excluding pension)
and bonus for Alan Jope (CEO), Hein Schumacher (CEO), Graeme Pitkethly (CFO) and PLC’s employees (based on total full-time
equivalent total reward for the relevant financial year) pursuant to UK requirements. Figures for the Executive Directors are
calculated based on the single figure table on page 132 (1 January to 30 June 2023 for Alan Jope and 1 June to 31 December
2023 for Hein Schumacher). Remuneration for Hein Schumacher as CEO in 2023 is compared to remuneration he received as
a Non-Executive Director in 2022, which can be found on page 147.
The respective changes in percentages in fees for our Non-Executive Directors are included in the table ‘Percentage change in
remuneration of Non-Executive Directors’ on page 146.

Other benefits
(not including
Fixed pay pension) Bonus
(a)
% change from 2022 to 2023 CEO: Alan Jope -50.0% -56.9% -56.8%
(b)
CEO: Hein Schumacher 3480.6% n/a n/a
(c)
CFO 6.0% 31.3% -8.3%
(d)
PLC employees 0.2% -12.1% -19.2%
(e)
% change from 2021 to 2022 CEO 1.8 % 34.2 % 67.0 %
CFO 1.7 % 2.1 % 67.0 %
PLC employees -4.3 % 7.4 % 57.0 %
(e)
% change from 2020 to 2021 CEO 1.7 % 35.7 % 71.6 %
CFO 1.8 % 23.7 % 71.7 %
PLC employees -19.3 % -2.2 % -10.6 %
(e)
% change from 2019 to 2020 CEO 4.0% 36.6% -39.1%
CFO 3.0% 40.7% -39.7%
PLC employees 1.7 % 30.2% -3.0%
(e)
% change from 2018 to 2019 CEO -9.5% -92.3% -7.4%
CFO 4.2% 4.8% 7.9%
PLC employees 15.0% -5.2% 9.7%
(a) The decrease in fixed pay, benefits and bonus for Alan Jope is because he stepped down as CEO on 30 June 2023 and therefore his remuneration in the single figure
table is pro-rated from 1 January to 30 June 2023. See page 144 for details of Alan Jope's remuneration from 1 July 2023.
(b) The increase in fixed pay for Hein Schumacher is because he was appointed on 1 June 2023 and became CEO on 1 July 2023, whereas he was a Non-Executive Director
from 4 October 2022 to 31 May 2023. As a Non-Executive Director, Hein was not eligible for an annual bonus and did not receive any benefits in 2022. See page 146
for Non-Executive Director single figure of remuneration in 2022 and 2023 and page 147 for percentage change in remuneration of Non-Executive Directors.
(c) The increase in fixed pay for the CFO in 2023 reflects a 6% pay increase awarded to Graeme Pitkethly from 1 January 2023, as disclosed in the 2022 Directors'
remuneration report. The increase in benefits is due to increased insurance premiums, legal fees and fluctuation in exchange rates. The decrease in annual bonus
reflects a performance outcome of 133% for 2022 compared to 115% for 2023.
(d) For the PLC employees, fixed pay numbers include cash-related benefits employees receive as part of their total compensation, to ensure we can accurately
compare fixed pay for them against that of the CEO and CFO. Such cash-related benefits include acting-up allowance, transport allowance, and fixed pay protection
allowance. The decrease in annual bonus reflects a performance outcome of 133% for 2022 compared to a bonus pool of 115% for 2023. Figures are also affected by
changes in the average sterling: euro exchange rates, as well as changes in the number of employees, including changes in ULE membership. The data disclosed
excludes employees who are not integrated into Unilever’s global reward structure and human resources information system.
(e) Please see the relevant Directors' remuneration report for details of the percentage change in remuneration of Executive Directors from previous years.

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Relative importance of spend on pay

The chart below shows the relative spend on pay compared with dividends paid to Unilever shareholders and underlying
earnings. Underlying earnings represents the underlying profit attributable to Unilever shareholders and provides a good
reference point to compare spend on pay. The chart below shows the percentage of movement in underlying earnings,
dividends and total staff costs versus the previous year.

(a) In calculating underlying profit attributable to shareholders, net profit attributable to shareholders is adjusted to eliminate the post-tax impact of non-underlying
items in operating profit and any other significant unusual terms within net profit but not operating profit (see note 7 on page194 for details).
(b) Includes share buyback of €1,507m in 2023 and €1,509m in 2022.

CEO single figure ten-year history

The table below shows the ten-year history of the CEO single figure of total remuneration:

2014 2015 2016 2017 2018 2019 2020 2021 2022 2023
CEO single figure of total remuneration
(a)
(€‘000) 9,561 10,296 8,370 11,661 11,726 4,894 3,447 4,890 5,395 6,070
Annual bonus award rates against
maximum opportunity 66% 92% 92% 100% 51% 55% 32% 54% 89% 77%
GSIP performance shares vesting rates
against maximum opportunity 61% 49% 35% 74% 66% 60% n/a n/a n/a n/a
MCIP matching shares vesting rates against
maximum opportunity 81% 65% 47% 99% 88% n/a 42% 44% 35% 44%
PSP performance shares vesting rates
against maximum opportunity n/a n/a n/a n/a n/a n/a n/a n/a n/a 32%
(a) Based on combined single figure of remuneration for Alan Jope and Hein Schumacher, as set out on page 132.

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Ten-year historical Total Shareholder Return (TSR) performance

The graph below includes growth in the value of a hypothetical £100 investment over ten years’ FTSE 100 comparison based
on 30-trading-day average values.
The table below shows Unilever’s performance against the FTSE 100 Index, which is the most relevant index in the UK where
we have our principal listing. Unilever is a constituent of this index.

Ten-year historical TSR performance

Serving as a Non-Executive Director on the board of another company

Unilever recognises the benefit to the individual and the Group of senior executives acting as directors of other companies
in terms of broadening Directors’ knowledge and experience, but the number of outside directorships of listed companies is
generally limited to one per Executive Director. The remuneration and fees earned from that particular outside listed directorship
may be retained (see ‘Independence and Conflicts’ on page 95 for further details).
For the reason above, Graeme Pitkethly is permitted to be a Non-Executive Director of Pearson plc since 1 May 2019. In 2023, he
received an annual fee of €121,266 (£105,500) (2022: €115,404 (£98,208)) (of which 25% of his basic fee was delivered in Pearson
shares in accordance with Pearson’s remuneration policy) based on an average exchange rate over 2023 of €1 = £0.8700. Figures
for 2022 have been translated in euros based on an average exchange rate over 2022 of €1 = £0.8510.

Shareholder voting
Unilever remains committed to ongoing shareholder dialogue and takes an active interest in voting outcomes. In the event of a
substantial vote against a resolution in relation to Directors’ remuneration, Unilever would seek to understand the reasons for
any such vote and would set out in the following Annual Report and Accounts any actions in response to it, as we did in 2023
following the vote on the Directors' remuneration report at the AGM, as set out in the Chair letter on page 116. For more
information, see the remuneration section of our website.
The following table sets out actual voting in respect of this and the previous report:

Voting outcome For Against Withheld

2022 Directors' Remuneration Report (2023 AGM)
(excluding the Directors' Remuneration Policy) 41.97% 58.03% 82,534,318
2021 Directors' Remuneration Policy (2021 AGM) 93.51% 6.49% 8,161,369

The Directors' Remuneration Report has been approved by the Board, and signed on its behalf by Maria Varsellona, Chief Legal
Officer and Group Secretary.

Unilever Annual Report and Accounts 2023 153

154 Unilever Annual Report and Accounts 2023
Financial Statements

156 Statement of Directors’ Responsibilities

157 KPMG LLP’s Independent Auditor’s Report
173 Consolidated Financial Statements Unilever Group
176 Notes to the Consolidated Financial Statements
227 Company Accounts Unilever PLC
230 Notes to the Company Accounts Unilever PLC
234 Group Companies
245 Shareholder information – Financial calendar
246 Additional Information for US Listing Purposes

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Statement of Directors' responsibilities

Annual accounts Directors’ responsibility statement
The Directors are responsible for preparing the Annual Report and Under company law the directors must not approve the financial
Accounts in accordance with applicable law and regulations. The statements unless they are satisfied that they give a true and fair view
Directors are also required by the UK Companies Act 2006 to prepare of the state of affairs of the Group and parent Company and of the
accounts for each financial year which give a true and fair view of the Group’s profit or loss for that period.
state of affairs of the Unilever Group and PLC as at the end of the
Under applicable law and regulations, the directors are also
financial year and of the profit or loss and cash flows for that year.
responsible for preparing a Strategic Report, Directors’ Report,
The Directors consider that, in preparing the accounts, the Group and Directors’ Remuneration Report and Corporate Governance Statement
PLC have used the most appropriate accounting policies, consistently that complies with that law and those regulations.
applied and supported by reasonable and prudent judgements and
Each of the Directors confirms that, to the best of his or her knowledge:
estimates, and that all international financial reporting standards
(IFRS) as issued by the International Accounting Standards Board ■ The Unilever Annual Report and Accounts 2023, taken as a whole, is
(IASB), and UK-adopted international accounting standards, which fair, balanced and understandable, and provides the information
they consider to be applicable have been followed. In accordance with necessary for shareholders to assess the Company’s position and
Disclosure Guidance and Transparency Rule (“DTR”) 4.1.16R, the performance, business model and strategy;
financial statements will form part of the annual financial report ■ The financial statements which have been prepared in accordance
prepared under Disclosure Guidance and Transparency Rule (“DTR”) with international financial reporting standards (IFRS) as issued
4.1.17R and 4.1.18R. The auditor's report on these financial statements by the International Accounting Standards Board (IASB), and UK-
provides no assurance over whether the annual financial report has adopted international accounting standards give a true and fair
been prepared in accordance with those requirements. The Directors view of the assets, liabilities, financial position and profit or loss of
are also responsible for preparing the Annual Report and Accounts the Company and the undertakings included in the consolidation
including the consolidated financial statements in the European single taken as a whole; and
electronic format in accordance with the requirements as set out in ■ The Management Report includes a fair review of the development
Commission Delegated Regulation (EU) 2019/815 with regard and performance of the business and the position of PLC and the
to regulatory technical standards on the specification of a single undertakings included in the consolidation taken as a whole,
electronic reporting format. together with a description of the principal risks and uncertainties
that they face.
The Directors have responsibility for ensuring that PLC keep accounting
records which disclose with reasonable accuracy their financial position The Directors and their roles are listed on pages 84 to 85.
and which enable the Directors to ensure that the accounts comply
with all relevant legislation. They are also responsible for such internal
control as they determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether
Going concern
due to fraud or error, and have a general responsibility for taking such The activities of the Group, together with the factors likely to affect its
steps as are reasonably open to them to safeguard the assets of the future development, performance, the financial position of the Group,
Group, and to prevent and detect fraud and other irregularities. its cash flows, liquidity position and borrowing facilities are described
on pages 1 to 64. In addition, we describe in notes 15 to 18 on pages 203
This statement, which should be read in conjunction with the to 218 the Group’s objectives, policies and processes for managing its
Independent Auditor's Report, is made with a view to distinguishing for capital; its financial risk management objectives; details of its financial
shareholders the respective responsibilities of the Directors and of the instruments and hedging activities, and its exposures to credit and
auditors in relation to the accounts. liquidity risk. Although not assessed over the same period as going
A copy of the financial statements of the Unilever Group is placed on concern, the viability of the Group has been assessed on page 79.
our website at www.unilever.com/investorrelations. The maintenance The Group has considerable financial resources together with
and integrity of the website are the responsibility of the Directors, and established business relationships with many customers and suppliers
the work carried out by the auditors does not involve consideration of in countries throughout the world. As a consequence, the Directors
these matters. Accordingly, the auditors accept no responsibility for believe that the Group is well placed to manage its business risks
any changes that may have occurred to the financial statements since successfully for at least 12 months from the date of approval of
they were initially placed on the website. Legislation in the UK and the the financial statements.
Netherlands governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions. After making enquiries, the Directors consider it appropriate to adopt
the going concern basis of accounting in preparing this Annual Report
and Accounts.
Independent auditors and disclosure of
information to auditors Internal and disclosure controls and procedures
UK law sets out additional responsibilities for the Directors of PLC
Please refer to pages 71 to 78 for a discussion of Unilever’s principal risk
regarding disclosure of information to auditors. To the best of each
factors and to pages 70 to 79 for commentary on the Group’s approach
of the Directors’ knowledge and belief, and having made appropriate
to risk management and control.
enquiries, all information relevant to enabling the auditors to provide
their opinions on PLC’s consolidated and parent company accounts
has been provided. Each of the Directors has taken all reasonable
steps to ensure their awareness of any relevant audit information
and to establish that Unilever PLC’s auditors are aware of any
such information.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

KPMG LLP’s Independent Auditor’s Report

To the members of Unilever PLC

1. Our opinion is unmodified

In our opinion the financial statements:

■ give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2023, and of the Group’s and Parent

Company's profit for the year then ended;

■ have been properly prepared in accordance with UK-adopted international accounting standards; and

■ have been prepared in accordance with the requirements of the Companies Act 2006.

What our opinion covers

We have audited the Group and Parent Company financial statements of Unilever PLC (“the Company”) for the year ended 31 December 2023
(FY23) included in the Unilever Annual Report and Accounts 2023, which comprise:
Group (Unilever PLC and its subsidiaries) Parent Company (Unilever PLC)
■ Consolidated income statement ■ Income statement,
■ Consolidated statement of comprehensive income; ■ Statement of comprehensive income;
■ Consolidated statement of changes in equity; ■ Statement of changes in equity;
■ Consolidated balance sheet; ■ Balance sheet;
■ Consolidated cash flow statement; and ■ Statement of cash flows; and
■ Notes 1 to 27 to the consolidated financial statements, including the ■ Notes 1 to 15 to the Company Accounts, including the accounting
accounting information and policies in note 1. information and policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities are
described below. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion. Our audit opinion and
matters included in this report are consistent with those discussed and included in our reporting to the Audit Committee (“AC”).
We have fulfilled our ethical responsibilities under, and we remain independent of the Group in accordance with, UK ethical requirements including
the FRC Ethical Standard as applied to listed public interest entities.

2. Overview of our Audit

Factors Driving our view Following the conclusion of our FY22 audit, Key Audit Matters Vs FY22 Item
of risks and considering developments affecting the Revenue Recognition – Rebates 4.1
Group since then, we have performed a risk (Group)
↔
assessment for our FY23 audit.
Indirect tax contingent liabilities 4.2
FY23 continued to be a year marked by high in Brazil (Group)
↔
commodity and other input cost inflation
Investments in subsidiaries 4.3
affecting many countries the Group operates
(PLC only)
↔
and sells in. Price increases and the impact on
volumes sold, together with the broader impact
on margin and operating profit were areas
considered during this risk assessment. We
continue to have a focus on revenue recognition
and the recognition of discounts (which is
netted against revenue) as a Key Audit Matter
(see 4.1 below).
We have not observed a change in the risk
associated with the Indirect tax contingent
liabilities in Brazil, as further discussed in
4.2 below.
The carrying amount of Investment in
subsidiaries held at cost in Unilever PLC's
accounts continues to be a material proportion
of its total company assets and hence
continues to be a Key Audit Matter for Unilever
PLC accounts only (see 4.3 below).

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Independent Auditor's Report

2. Overview of our Audit (continued)

Audit Committee During the year, the Audit Committee (AC) met 8 times. KPMG are invited to attend all AC meetings and are provided
Interaction with an opportunity to meet with the AC in private sessions without the Executive Directors being present. For each
Key Audit Matter, we have set out communications with the AC in item 6, including matters that required particular
judgement for each.
The matters included in the Audit Committee Chair’s report on page 107 are materially consistent with our
observations of those meetings.
Our Independence We have fulfilled our ethical responsibilities Total audit fee €23m*
under, and we remain independent of the
*Total audit fee
Group in accordance with, UK ethical includes 0.1m
requirements including the FRC Ethical related to non-
Standard as applied to listed public interest statutory audits
entities. Audit related fees (including interim review) €0.8m
We have not performed any non-audit services Other services €0.5m
during FY23 or subsequently which are
Non-audit fee as a % of total audit and audit
prohibited by the FRC Ethical Standard.
related fee % 2%
Audit tenure Date first appointed 14 May 2014
We were first appointed as auditor by the
shareholders for the year ended 31 December Uninterrupted audit tenure 10 years
2014. The period of total uninterrupted Next financial period which requires a tender 2034
engagement is for the 10 financial years ended Tenure of Group engagement partner 3 years
31 December 2023.
Average tenure of component signing partners 3 years
Following a competitive tender process
undertaken in FY22, the Board of Unilever
announced its intention to reappoint KPMG as
its external auditor for the financial year end
31 December 2024, subject to shareholder
approval at its 2024 Annual General Meeting.
The Group engagement partner is required to
rotate every 5 years. As these are the third set
of the Group’s financial statements signed by
Jonathan Mills, he will be required to rotate off
after the FY25 audit.
The average tenure of partners responsible for
component audits as set out in item 7 below is 3
years, with the shortest being 1 and the longest
being 7.

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Independent Auditor's Report

2. Overview of our Audit (continued)

Materiality The scope of our work is influenced by our view
(Item 6 below) of materiality and our assessed risk of material
misstatement.
We have determined overall materiality for
the Group financial statements as a whole
at €450m (FY22: €380m) and for the Parent
Company financial statements as a whole at
£295m (FY22: £296m).
Consistent with FY22, we determined that
Group’s normalised profit before tax from
continuing operations (PBTCO) remains the
benchmark for the Group as it is most
appropriate and reflective of the business,
being a profit seeking company.
To reflect the Group’s normalised PBTCO,
we have normalised the profit before tax
benchmark by excluding the profit from the
sale of Suave brand and loss from sale of
Dollar Shave Club brand.
As such, we based our Group materiality on
Group’s normalised PBTCO of €8.9bn, of which it
represents 5.06% (FY22: 4.8%).
Materiality for the Parent Company financial
statements was determined with reference to a
benchmark of the Parent Company total assets
of which it represents 0.4% (FY22: 0.4%).
Consistent with FY22, we determined that total
assets remains the benchmark for the Parent
Company as it is most appropriate and
reflective of the business, being a holding
company.

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Independent Auditor's Report

2. Overview of our Audit (continued)

Group scope We performed our risk assessment and
(Item 7 below) planning procedures to determine which of the Coverage of Group financial statements
Group’s components are likely to include risks of
material misstatement to the Group financial
statements, the type of procedures to be
performed at these components and the extent
of involvement required from our component
auditors around the world.
We scoped:
■ 2 components (Hindustan Unilever Limited

(India) and Conopco, Inc. (United States of

America)) as individually financially
significant and subject to full scope audits;
■ 12 further components subject to full scope

audits, but not individually financially

significant;
■ 23 components subject to ‘audit of specific

account balance’ to obtain further audit

coverage.
Certain Group transactions originate in various
countries and are processed in the Group’s
operating centres in China, India, Mexico,
Philippines and Poland. We have established
audit teams to perform centralised testing on
behalf of our component teams in these
locations. We tested the relevant key controls
that operate in these operating centres. Other
procedures that were performed centrally are
set out in more detail in item 7 below.
In addition, we have performed Group level
analysis on the remaining components to
determine whether further risks of material
misstatement exist in those components.
We consider the scope of our audit, as
communicated to the Audit Committee, to be
an appropriate basis for our audit opinion.

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Independent Auditor's Report

2. Overview of our Audit (continued)

The impact of climate In planning our audit, we considered the potential impacts of risks arising from climate change on the Group’s
change on our audit business and its financial statements. The Group has set out its targets under its Climate Transition Action Plan
(CTAP) to reduce operational emissions by 100% by 2030; with an interim goal to achieve a 70% reduction by 2025
against a 2015 baseline, to halve the full value chain emissions of its products on a per consumer use basis by 2030
against a 2010 baseline and to achieve net zero emissions covering Scope 1, 2 and 3 emissions by 2039. Detailed
information is provided in the Strategic Report on pages 43 to 47 and in the CTAP and TCFD sections on pages 48 to
55.
Whilst the Group has set these targets, in note 1 to the Consolidated Financial Statements, the Directors have stated
that they have considered the impact of climate change risks and identified goodwill and indefinite-life intangibles,
property, plant and equipment and defined benefit plan assets as balance sheet line items that could potentially
be significantly impacted. They have reviewed these line items in detail and concluded that the impact of climate
related risk is immaterial due to mitigation actions taken against those risks. Therefore, they do not believe that
there is a material impact on the financial reporting judgements and estimates and as a result the valuations of
the Group’s assets and liabilities have not been significantly impacted by these risks as at 31 December 2023.
As a part of our audit, we have performed a risk assessment to determine if the potential impacts of climate change
may materially affect the financial statements and our audit. We did this by making inquiries of management and
inspecting internal and external reports in order to independently assess the climate-related risks and their potential
impact. We held discussions with our own climate change professionals to challenge our risk assessment.
The most likely potential impact of climate risk and plans on these financial statements would be on the forward-
looking assessments of long-term assets.
We have considered the sensitivity of the assumptions used in the impairment testing of goodwill and indefinite life
intangible assets. The outcome of the impairment tests are not considered to be sensitive. As a result of this, and the
relative size of other long-term assets which could be impacted by climate change risks, we determined that climate
related risks did not have a significant impact on our audit and there is no significant impact of these risks on our Key
Audit Matters.
We have also read the Group’s disclosures of climate related information in the Strategic Report and considered
consistency with the financial statements and our audit knowledge.

3. Going concern, viability and principal risks and uncertainties

The Directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Group or the Parent
Company or to cease their operations, and as they have concluded that the Group’s and the Parent Company’s financial position means that this
is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over their ability to continue
as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).

Going concern
We used our knowledge of the Group, its industry, and the general Our conclusions
economic environment to identify the inherent risks to its business model ■ We consider that the directors’ use of the going concern basis

and analysed how those risks might affect the Group’s and Company’s of accounting in the preparation of the financial statements is
financial resources or ability to continue operations over the going appropriate;.
concern period. The risks that we considered most likely to adversely affect ■ We have not identified, and concur with the directors’

the Group’s and the Company’s available financial resources over this assessment that there is not, a material uncertainty related to
period were: events or conditions that, individually or collectively, may cast
■ Commodity inflation and pricing significant doubt on the Group’s or Parent Company's ability to
■ Landing Pricing and Volume Sensitivity continue as a going concern for the going concern period;.
■ We have nothing material to add or draw attention to in relation
We also considered realistic second order impacts, such as business
to the directors’ statement on page 156 on the use of the going
transformation and portfolio management failure and the loss of all
concern basis of accounting with no material uncertainties that
material litigation cases which could result in a rapid reduction of
may cast significant doubt over the Group and Parent
available financial resources. We considered whether these risks could
Company’s use of that basis for the going concern period, and
plausibly affect the liquidity in the going concern period by assessing the
we found the going concern disclosure on page 177 and 230 to
degree of downside assumptions that, individually and collectively, could
be acceptable; and
result in a liquidity issue, taking into account the Group’s current and
■ The same statement under the Listing Rules set out on page 156
projected cash and facilities and the outcome of their reverse stress
is materially consistent with the financial statements and our
testing. We considered whether the going concern disclosure in note 1
audit knowledge.
to the financial statements gives a full and accurate description of the
Directors’ assessment of going concern. However, as we cannot predict all future events or conditions and
as subsequent events may result in outcomes that are inconsistent
with judgements that were reasonable at the time they were made,
the above conclusions are not a guarantee that the Group or the
Parent Company will continue in operation.

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Independent Auditor's Report

3. Going concern, viability and principal risks and uncertainties (continued)

Disclosures of emerging and principal risks and longer-term viability

Our responsibility Our reporting
We are required to perform procedures to identify whether there is a We have nothing material to add or draw attention to in relation to
material inconsistency between the directors’ disclosures in respect of these disclosures.
emerging and principal risks and the viability statement, and the financial
We have concluded that these disclosures are materially consistent
statements and our audit knowledge.
with the financial statements and our audit knowledge.
Based on those procedures, we have nothing material to add or draw
Our work is limited to assessing these matters in the context of only
attention to in relation to:
the knowledge acquired during our financial statements audit. As
■ the directors’ confirmation within the Viability Statement on page 79 that
we cannot predict all future events or conditions and as
they have carried out a robust assessment of the emerging and principal
subsequent events may result in outcomes that are inconsistent
risks facing the Group, including those that would threaten its business
with judgements that were reasonable at the time they were made,
model, future performance, solvency and liquidity;
the absence of anything to report on these statements is not a
■ the Principal Risks disclosures describing these risks and how emerging
guarantee as to the Group’s and Parent Company’s longer-term
risks are identified and explaining how they are being managed and
viability.
mitigated; and
■ the directors’ explanation in the Viability Statement of how they have

assessed the prospects of the Group, over what period they have done
so and why they considered that period to be appropriate, and their
statement as to whether they have a reasonable expectation that
the Group will be able to continue in operation and meet its liabilities
as they fall due over the period of their assessment, including any
related disclosures drawing attention to any necessary qualifications
or assumptions.
We are also required to review the Viability Statement set out on page 79
under the Listing Rules.

4. Key Audit matters

What we mean
Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the financial statements and
include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had
the greatest effect on:
■ the overall audit strategy;

■ the allocation of resources in the audit; and

■ directing the efforts of the engagement team.

We include below the Key Audit Matters in decreasing order of audit significance, together with our key audit procedures to address those matters
and our results from those procedures. These matters were addressed, and our results are based on procedures undertaken, for the purpose of our
audit of the financial statements as a whole. We do not provide a separate opinion on these matters.

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Independent Auditor's Report

4. Key Audit matters (continued)

4.1 Revenue recognition – Rebates (Group)
Financial Statement Elements Our assessment of risk vs FY22 Our results

FY23 FY22 Our assessment of the risk FY23: Acceptable

↔ is similar to FY22 FY22: Acceptable
Off-invoice rebate accruals €4,822m €4,557m

Rebates fraud risk Our response to the risk

Revenue is measured net of rebates, price reductions, incentives given Our procedures to address the risk included:
to customers, promotional couponing and trade communication costs ■ Risk Assessment: We assessed the accuracy of the Group’s off-
(together referred to as ‘’discounts’’). invoice accrual by comparing, for the Group’s relevant markets, the
Certain discounts for goods sold in the year are only finalised when prior year off-invoice accrual to actual spend incurred. Where we
the precise amounts are known and revenue therefore includes an identified significant differences, we instructed our component
estimate of variable consideration. The variable consideration audit teams to understand the business rationale. We analysed the
represents the portion of discounts that are not directly deducted results of our comparison in aggregate and over time to identify
on the invoice and is complex as a result of diversity in the terms in trends that could suggest management bias in their estimation.
■ Controls: We evaluated the design and tested the operating
contractual arrangements with customers. The unsettled portion of
the variable consideration results in discounts due to customers at effectiveness of certain internal controls related to the revenue
31 December 2023 (“rebate accrual”). process including controls over the rebate agreements, calculation
of the off-invoice rebate accrual and controls over rebate claims.
Therefore, there is a risk of revenue being materially misstated as a Where control deficiencies were identified, we identified and
result of incorrect calculation of the variable consideration. evaluated and, where relevant, relied upon the compensating
controls.
Within revenue recognition we identified the off-invoice rebate accrual
■ Test of Detail: We tested a selection of recorded off-invoice rebate
as a Key Audit Matter, as in a number of markets the off-invoice rebate
accruals after 31 December 2023 and assessed whether the accrual
accrual is significant and the terms in contractual arrangements with
is recorded in the appropriate period.
customers are not uniform.
■ Test of Detail: We tested a selection of payments made after

This is considered to be an area which had a significant effect on our 31 December 2023 and assessed whether the original accrual was
overall audit strategy and allocation of resources in planning and recorded in the appropriate period.
completing our audit as significant effort was required in evaluating ■ Journals: We critically assessed manual journals recorded to revenue

the contractual arrangements and the related off-invoice rebate to identify unusual or irregular items and obtained underlying
accrual. documentation for those identified as unusual or irregular.
■ Evaluating Transparency: We evaluated the adequacy of the Group’s
There is a risk that revenue may be materially overstated due to fraud
disclosures in respect of rebate accrual.
through manipulation of the off-invoice rebate accrual recognised
resulting from the pressure management may feel to achieve
performance targets.

Communications with the Unilever PLC’s Audit Committee

Our discussions with and reporting to the Audit Committee included:
■ Our approach to the audit of rebates including details of planned substantive procedures and the extent of our control reliance

■ A retrospective review on the prior year-end accruals in markets we considered contains higher risk

■ Our conclusions on the appropriateness of the methodology and value of the off-invoice rebate accrual as at year-end

Areas of particular auditor judgement

We did not identify any areas of particular auditor judgement.
Our results
The results of our testing were satisfactory (FY22: satisfactory) and we considered the rebate accrual disclosures to be acceptable (FY22:
acceptable).

Further information in the Annual Report and Accounts: See the Report of the Audit Committee on page 107 for details on how the Audit Committee
considered revenue recognition as an area of significant attention, page 180 for the accounting policy on revenue recognition, and note 2, 13 and
14 for the financial disclosures.

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Independent Auditor's Report

4. Key Audit matters (continued)

4.2 Indirect tax contingent liabilities in Brazil (Group)
Financial Statement Elements Our assessment of risk vs FY22 Our results

FY23 FY22
Contingent liabilities Our assessment of the risk FY23: Acceptable
disclosed (regarding
↔ is similar to FY22 FY22: Acceptable
to a 2001 corporate
reorganisation) €3,757m €3,292m

Taxation dispute outcome Our response to the risk

The Group has reported contingent liabilities for indirect taxes relating Our procedures to address the risk included:
to disputes with the Brazilian authorities related to a 2001 corporate ■ Controls: We evaluated the design and tested the operating

reorganisation. The total amount of the tax assessments received in effectiveness of certain internal controls related to the indirect tax
respect of this matter is €3,757 million as of 31 December 2023. There process including controls related to the assessment of the outcome
also remains the possibility of further material tax assessments related of investigations if a liability exists and around evaluating exposure
to the same matter for periods not yet assessed. to possible material tax assessments for periods not yet assessed.
■ Our Tax Expertise: We involved local indirect tax professionals with
We identified the evaluation of the indirect tax contingent liabilities in
specialised skills and knowledge who assisted in:
Brazil related to a 2001 corporate reorganisation as a key audit matter.
■ assessing the appropriateness of the classification as contingent
In Brazil, there is a high degree of complexity involved in the local
liabilities compared to the nature of the exposures, applicable
indirect tax regimes (both state and federal) and jurisprudence. Due to
regulations and related correspondence with the tax authorities;
these complexities, there is a high degree of judgement applied by the
and
Group with respect to the uncertainty of the outcome of this matter.
■ assessing the confirmation received from the Group’s external
Complex auditor judgement and specialised skills were required in
lawyers, considering any impact of legal precedent, case law and
evaluating the possible future outcomes of investigations by the
any historical and recent judgements passed by the court
authorities, for assessments received to ascertain if a liability exists
authorities which could impact likelihood of outflow of economic
and in evaluating if the exposure of possible material tax assessments
resources.
related to the same matter for periods not yet assessed can be
■ Retrospective review: We inspected assessments received from tax
estimated.
authorities and compared their consistency, occurrence and
amounts retrospectively over time to previous management
estimates made in the periods this matter was not yet assessed.
■ Evaluating Transparency: We evaluated the adequacy of the Group’s

disclosures in respect of indirect tax contingent liabilities in Brazil.

Communications with the Unilever PLC’s Audit Committee

Our discussions with and reporting to the Audit Committee included::
■ Our approach to the audit of the indirect tax contingent liabilities in Brazil including details of planned substantive procedures and the extent

of our control reliance

■ Our conclusions on the appropriateness of the in-year movements in the related contingent liabilities disclosures

■ The adequacy of the disclosure of the contingent liabilities disclosed related to the Brazil indirect tax dispute

Areas of particular auditor judgement

We identified the following as the areas of particular auditor judgement:
■ The assessment of the outcome of investigations by the authorities, if a liability exists and in making an estimate of any economic outflows.

Our results
The results of our testing were satisfactory (FY22: satisfactory) and we considered the Brazilian indirect tax contingent liability disclosures to be
acceptable (FY22: acceptable).

Further information in the Annual Report and Accounts: See the Report of the Audit Committee on page 107 for details on how the Audit Committee
considered indirect tax provisions and contingent liabilities as an area of significant attention, page 219 and 220 for the accounting policy on
provisions and contingent liabilities respectively, and note 19 and 20 for the financial disclosures.

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Independent Auditor's Report

4.3 Investments and subsidiaries (Parent company only)

Financial Statement Elements Our assessment of risk vs FY22 Our results

FY23 FY22 Our assessment of the risk FY23: Acceptable

↔ is similar to FY22 FY22: Acceptable
Investments in subsidiaries €76,313m €76,270m

Recoverability of parent company’s investments in subsidiaries Our response to the risk

Low risk, high value We performed the tests below rather than seeking to rely on any of the
The carrying amount of the investments in subsidiaries held at cost less Company’s controls because the nature of the balance is such that we
impairment represent 98% (2022: 98%) of Unilever PLC total company would expect to obtain audit evidence primarily through the detailed
assets. procedures described.
■ Assessing the group audit: We assessed the conclusions reached in
We do not consider the recoverability of these investments to be at a
the Group impairment workings to the recoverability of Unilever PLC’s
high risk of significant misstatement, or to be subject to a significant
investments in subsidiaries. We assessed whether the conclusions
level of judgement. However, due to their materiality in the context of
reached gave rise to any indications of impairment which would be
the PLC Company Accounts, this is considered to be an area which
appropriate in assessing the recoverability of parent company’s
had significant effect on our overall audit strategy and allocation
investment in subsidiaries.
of resources in planning and completing our audit of Unilever PLC.
■ Our sector experience: We evaluated the current level of trading,

including identifying any indications of a downturn in activity

considering our knowledge of the Group and the industry.
■ Benchmarking assumptions: We challenged key assumptions used

in the impairment analyses of the Group’s Cash Generating Units by

benchmarking assumptions such as discount rates and growth rates
to external data points, using our own valuation specialist, and
performing sensitivity analysis.

Communications with the Unilever PLC’s Audit Committee

Our discussions with and reporting to the Audit Committee included:
■ Our approach to the audit of the recoverability of the parent company’s investments in subsidiaries including details of planned substantive

procedures and the extent of our control reliance

■ An assessment of indicators of impairment from the conclusion reached in the group impairment workings or company specific adjustments

Areas of particular auditor judgement

■ The assessment of the assumptions used in determining the recoverable value of the CGU to which the investments belong, and assessing

whether an impairment exists.

Our results
The results of our testing were satisfactory (FY22: satisfactory) and we found the carrying amount of the Unilever PLC investments in subsidiaries
with no impairments to be acceptable (FY22: acceptable).

Further information in the Annual Report and Accounts: See page 230 for the accounting policy on Investments in subsidiaries, and note 4 to the
Company Accounts for the financial disclosures.

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5. Our ability to detect irregularities, and our response

Fraud – Identifying and responding to risks of material misstatement due to fraud
Fraud risk assessment To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could
indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment
procedures included:
■ Enquiring of directors, the Audit Committee, internal audit and inspection of policy documentation as to the

Group’s high-level policies and procedures to prevent and detect fraud, including the internal audit function, and
the Group’s channel for “whistleblowing”, as well as whether they have knowledge of any actual, suspected or
alleged fraud.
■ Reading Board and Audit Committee minutes.

■ Considering remuneration incentive schemes and performance targets for directors.

■ Using analytical procedures to identify any unusual or unexpected relationships.

■ Using our own forensic professionals with specialised skills and knowledge to assist us in identifying the fraud

risks based on discussions of the circumstances of the Group.

Risk communications We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud
throughout the audit. This included communication from the group to in-scope component audit teams of relevant
fraud risks identified at the Group level and request to in-scope component audit teams to report to the Group
audit team any instances of fraud that could give rise to a material misstatement at Group.
Fraud risks As required by auditing standards, and taking into account possible pressures to meet performance targets, we
performed procedures to address the risk of management override of controls and the risk of fraudulent revenue
recognition, in particular:
■ the risk that Group and component management may be in a position to make inappropriate accounting entries;

and
■ the risk that revenue is materially overstated due to fraud through manipulation of the off-invoice rebate accrual

recognised.
The fraud risk in relation to revenue recognition – rebates is included as a Key Audit Matter as per item 4.1.
Link to KAMs Further detail in respect of fraud risks identified over the risk that revenue may be overstated due to fraud through
manipulation of the off-invoice rebate accrual is contained within the Key Audit Matter disclosures in item 4.1 of this
report.
Procedures to address In determining the audit procedures, we took into account the results of our evaluation and testing of the operating
fraud risks effectiveness of the Group-wide fraud risk management controls. For further details in respect to the Group-wide
risk management controls refer to the report of the Audit Committee on page 107.
We also performed procedures including:
■ Identifying manual journal entries to test for all in-scope components based on risk criteria, such as
management postings and timing being after the closure of the sales ledger, and comparing the identified
entries to supporting documentation.
■ Evaluating the business purpose of significant unusual transactions.

■ Assessing significant accounting estimates for bias.

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5. Our ability to detect irregularities, and our response (continued)

Laws and regulations – Identifying and responding to risks of material misstatement relating to compliance with laws
and regulations
Laws and regulations risk We identified areas of laws and regulations that could reasonably be expected to have a material effect on the
assessment financial statements from our general commercial and sector experience, through discussion with the Directors and
other management (as required by auditing standards) and from inspection of the Group’s regulatory and legal
correspondence. We discussed with the Directors and other management the policies and procedures regarding
compliance with laws and regulations and we made use of our own forensic professionals with specialised skills
and knowledge to assist us in evaluating the facts and circumstances.
Risk communications We communicated identified laws and regulations throughout our team and remained alert to any indications
of non-compliance throughout the audit. This included communication from the group to in-scope component
audit teams of relevant laws and regulations identified at the Group level, and a request for in-scope component
auditors to report to the group team any instances of non-compliance with laws and regulations that could give
rise to a material misstatement at the Group level.
Direct laws context and The potential effect of these laws and regulations on the financial statements varies considerably. The Group is
link to Audit subject to laws and regulations that directly affect the financial statements including financial reporting legislation
(including related companies’ legislation), distributable profits legislation and taxation legislation. We assessed
the extent of compliance with these laws and regulations as part of our procedures on the related financial
statement items.
Most significant indirect The Group is subject to many laws and regulations where the consequences of non-compliance could have a
law/regulation areas material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines
or litigation. We identified the following areas as those most likely to have such an effect:
■ Competition legislation (reflecting the Group’s involvement in a number of ongoing investigations by national

competition authorities)
■ Employment legislation (reflecting the Group’s significant and geographically diverse work force)

■ Health and safety regulation (reflecting the nature of the Group’s production and distribution processes)

■ Consumer product law such as product safety and product claims (reflecting the nature of the Group’s diverse

product base)
■ Contract legislation (reflecting the Group’s extensive use of trademarks, copyright and patents)

■ Data privacy (requirements from existing data privacy laws)

■ Environmental regulation (reflecting nature of the Group’s production and distribution processes)

■ Compliance with sanctions (reflecting the Group’s dealings in various geographies with active sanctions)

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations
to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any.
Therefore if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an
audit will not detect that breach.

Link to KAMs Laws and Regulations are linked to the Brazil Indirect Tax Key Audit Matter identified in item 4.2 of this report. Tax
legislation is noted as a law that directly affects the financial statements.
Indirect tax contingent liabilities in Brazil are disclosed in note 20 to the Group financial statements on page 220.

Context
Context of the ability of Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some
the Audit to detect fraud material misstatements in the financial statements, even though we have properly planned and performed our
or breaches of law or audit in accordance with auditing standards. For example, the further removed non-compliance with laws and
regulation regulations is from the events and transactions reflected in the financial statements, the less likely the inherently
limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a
higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material
misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect
non-compliance with all laws and regulations.

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6. Our determination of materiality

The scope of our audit was influenced by our application of materiality. We set quantitative thresholds and overlay qualitative considerations to
help us determine the scope of our audit and the nature, timing and extent of our procedures, and in evaluating the effect of misstatements, both
individually and in the aggregate, on the financial statements as a whole.

€450m What we mean

A quantitative reference for the purpose of planning and performing our audit.
(FY22: €380m)
Materiality for the Basis for determining materiality and judgements applied
Group Financial Materiality for the Group financial statements as a whole was set at €450m (FY22: €380m). This was determined with
Statements as a whole reference to a benchmark of Group’s normalised PBTCO.
Consistent with FY22, we determined that Group’s normalised PBTCO remains the main benchmark for the Group.
We consider profit before tax, excluding certain identified items, as a key indicator of performance and the basis for
earnings, and therefore the primary focus of a reasonable investor. We have inspected analyst consensus data and
other investor commentary for signals of alternate significant influencers of economic decisions. No revisions to our
calculation methodology resulted therefrom.
To reflect the Group’s normalised PBTCO, we have normalised the profit before tax benchmark by excluding the
one-off profit from the sale of the Suave brand and the one-off loss from the sale of Dollar Shave Club brand.
Our Group materiality of €450m was determined by applying a percentage to the Group's normalised PBTCO. When
using a benchmark of Group’s normalised PBTCO to determine overall materiality, KPMG’s approach for public
interest entities considers a guideline range of up to 5% of the measure. In setting Group materiality at planning, we
determined materiality using the forecast of Group’s normalised PBTCO. This represents 5.06% (FY22: 4.8%) of the
final Group’s normalised PBTCO value. We considered the materiality amount for the financial statements as a
whole and concluded that it remained appropriate.
Materiality for the Parent Company financial statements as a whole was set at £295m (FY22: £296m), determined
with reference to a benchmark of Parent Company total assets,of which it represents 0.4% (FY22: 0.4%).

€337m What we mean

Our procedures on individual account balances and disclosures were performed to a lower threshold, performance
(FY22: €285m) materiality, so as to reduce to an acceptable level the risk that individually immaterial misstatements in individual
Performance materiality account balances add up to a material amount across the financial statements as a whole.

Basis for determining performance materiality and judgements applied

We have considered performance materiality at a level of 75% (FY22: 75%) of materiality for Group financial
statements as a whole to be appropriate.
The Parent Company performance materiality was set at £221m (FY22: £222m), which equates to 75% (FY22: 75%) of
materiality for the Parent Company financial statements as a whole.
We applied this percentage in our determination of performance materiality because we did not identify any
factors indicating an elevated level of risk.

€22m What we mean

This is the amount below which identified misstatements are considered to be clearly trivial from a quantitative
(FY22: €20m) point of view. We may become aware of misstatements below this threshold which could alter the nature, timing
Audit misstatement and scope of our audit procedures, for example if we identify smaller misstatements which are indicators of fraud.
posting threshold
This is also the amount above which all misstatements identified are communicated to Unilever PLC’s Audit
Committee.
Basis for determining the audit misstatement posting threshold and judgements applied
We set our audit misstatement posting threshold at 5% (FY22: 5%) of our materiality for the Group financial
statements. We also report to the Audit Committee any other identified misstatements that warrant reporting on
qualitative grounds.
The overall materiality for the Group financial statements of €450m (FY22: €380m) compares as follows to the main financial statement caption
amounts:

Group profit before tax

Total Group Revenue (normalised) Total Group Assets

FY23 FY22 FY23 FY22 FY23 FY22

Financial statement
Caption €59,604m €60,073m €8,897m €8,034m €75,266m € 77,821m
Group Materiality as %
of caption 0.75% 0.63% 5.06% 4.73% 0.60% 0.49%

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7. The scope of our Audit

Group scope What we mean
How the Group audit team determined the procedures to be performed across the Group.
The Group operates through a significant number of legal entities and these form reporting components for Group
reporting purposes. These are primarily country based. In order to determine the work performed at the reporting
component level, we identified those components which we considered to be of individual financial significance,
those which were significant due to risk and those remaining components on which we required procedures to be
performed to provide us with the evidence we required in order to conclude on the group financial statements as a
whole.
We determined individually financially significant components as those contributing at least 10% (FY22: 10%) of
revenue. We selected revenue because these are the most representative of the relative size of the components. We
performed full scope audits on individually financially significant components, which contributed 27% (FY22: 26%) of
total Group revenue.
To provide sufficient coverage over the Group’s Key Audit Matters, we performed audits of 14 components (FY22: 14),
which are included within ‘Full scope audit’ below, as well as audit of one or more account balances, including
revenue, related accounts receivables and cash, at a further 23 components (FY22: 23), which are included within
‘Audit of one or more account balances’ below. The latter were not individually financially significant enough to
require an audit for group reporting purposes but were included in the scope of our group reporting work in order to
provide additional coverage.
Range of Total profits and
Number of materiality loses that made Group total
Scope components applied Group revenue up Group PBT assets
14 €6m – €352m 54% 32% 71%
Full scope audit
(14) (€6m – €348m) (53%) (54%) (70%)
Audit of one or
23 €2m – €200m 23% 38% 10%
more account
(23) (€4m – €150m) (23%) (17%) (10%)
balances
37 77% 70% 81%
Total
(37) (76%) (71%) (80%)
The Group operates centralised operating centres that are relevant to our audit in India, Mexico, Poland, Philippines
and China. These operating centres perform accounting and reporting activities alongside related controls. Together,
these operating centres process a substantial portion of the Group’s transactions. The outputs from the centralised
operating centres are included in the financial information of the reporting components they service and therefore
they are not separate reporting components. Each of the operating centres is subject to specified audit procedures.
Further audit procedures are performed at each reporting component to cover matters not covered at the centralised
operating centres and together this results in audits for group reporting purposes on those reporting components. We
have also performed audit procedures centrally across the Group, in the following areas:
■ Consolidation of the financial information;

■ Testing of IT systems and configurations;

■ Journal entry analysis;

■ Using technology to perform a 4-way sales match over invoices (3-way invoice to order and delivery document,

plus on-invoice rebate deductions) to verify the accuracy and timeliness of revenue recorded;
■ For some components, using technology to perform a line-by-line analysis of the unwind of prior year rebate

accruals to retrospectively test accuracy and identify risks for some countries;
■ Indefinite life intangibles (trademarks) and goodwill impairment testing;

■ Items excluded from Group PBTCO;

■ Certain uncertain tax positions;

■ Actuarial assumptions to determine the Group’s Defined Benefit Obligations;

■ Climate considerations and impact on the financial statements.

The Group team communicated, to the component teams, the results of certain audit procedures performed
centrally but relevant to component teams.
In addition, we have performed Group level analysis on the remaining components to determine whether further
risks of material misstatement exist in those components.
None of the out-of-scope entities individually represented more than 2% total Group revenue or total Group assets,
or more than 5% of total profits and losses making up Group profit before taxation.
Impact of controls on our Group audit
Unilever relies on the effectiveness of internal controls over financial reporting at the Group level, in various shared
services centres (‘operating centres’) and at country level, and operates both automated and manual controls.
We identified a number of key finance IT systems relevant to our Group audit including the main ERP finance system,
the consolidation system, and other specific IT systems that support automated controls across the Group. The
majority of these finance IT systems are maintained centrally and are used by many of the 37 in scope components.
Our central IT auditors assisted us in evaluating general IT controls for these systems, as well as automated controls
and system generated reports relied upon by management in financial reporting. For finance IT systems, automated
controls and system generated reports maintained at country level, our country IT auditors assisted component
auditors in their evaluation.
Our central testing audit teams evaluated the design and operating effectiveness of key manual process level
controls in the Group’s central operating centres. Component auditors further evaluated the design and operating
effectiveness of key manual controls that operate at country level to address specific local financial reporting risks
that could impact the group audit opinion. This controls testing covered the key transactional processes of the
Group. Results from all testing were communicated to the group audit team and considered as part of our audit.
At the Group level, we evaluated the design and operating effectiveness of key controls in processes operated
centrally at the Group.

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7. The scope of our Audit (continued)

Impact of the above on our audit:
■ In the majority of audit areas, we relied on general IT controls, automated controls and manual controls in

determining our audit approach.

■ We identified some control deficiencies during the audit, however, for the majority of control deficiencies

identified, compensating controls were identified and evaluated and, where relevant, relied upon.
■ The control deficiencies identified did not lead to significant changes to our planned audit approach.

Scope of Parent Company audit

For the audit of the Unilever PLC company financial statements, the scope of the audit work performed was mainly
substantive due to its profile of being a holding company.

Group Audit team What we mean

oversight The extent of the Group audit team’s involvement in component audits.
As part of determining the scope and preparing our audit plan and strategy, the Group audit team held various
meetings with our component auditors across the world to discuss key audit risks and obtain input from component
teams.
Instructions
The Group audit team instructed component auditors as to the significant areas to be covered, including the
relevant risks detailed above and the information to be reported back.
The Group audit team allocated component’s materiality and approved the statutory materiality when components
used it for reporting purposes, having regard to the mix of size and risk profile of the components.
The group audit team also releases audit notices on a regular basis (as needed) to component audit teams to
provide continuous updates regarding the overall audit.
Virtual meetings and calls
The Group audit team held regular virtual meetings with the component auditors in key locations and majority of
the other locations in scope for group reporting. These meetings were held to understand the business, any updates
to the risk assessment and any issues and findings. The findings reported to the Group audit team were discussed in
more detail with component auditors and any further work required by the Group audit team was then performed
by the component auditors.
Global conferences
The Group team hosted two virtual conferences in May and September 2023. These conferences emphasised key
areas of the group audit instructions and allowed for the sharing of risk assessment considerations and group
updates, and allowed the group team to enhance our understanding of the component audits and two-way
communication.
■ In May, the conference covered key group developments, the origins of risk and key messages regarding

independence, data analytics, controls and group team’s involvement with components.
■ In September, the Group audit team held a virtual conference to provide a further update on risk assessment, the

Group’s year-to-date results, reminders for controls reporting and an overview of data and analytics tools used in
the Unilever audit.
Site visits
The Group audit team visited the following component teams during the year:
■ Operating Centres: India, Mexico, Poland

■ Other component auditors: China, Egypt, Germany, India, Mexico, Poland, United Kingdom, United States and

Vietnam and conducted a virtual site visit to Argentina, Brazil, Canada, France, Indonesia, Netherlands, Nigeria,
Philippines, South Africa and Thailand.
Review of work papers
The Group audit team also inspected selections of the component team’s key work papers related to significant
risks and assessed the appropriateness of conclusions and consistencies between reported findings and work
performed.
We deem our oversight of component auditors was appropriate.

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8. Other information in the Annual Report

The directors are responsible for the other information presented in the Annual Report together with the financial statements. Our opinion on the
financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated
below, any form of assurance conclusion thereon.

All other information

Our responsibility Our reporting
Our responsibility is to read the other information and, in doing so, consider whether, based on our Based solely on that work we have not
financial statements audit work, the information therein is materially misstated or inconsistent with identified material misstatements or
the financial statements or our audit knowledge. inconsistencies in the other information.

Strategic report and Directors' report

Our responsibility and reporting
Based solely on our work on the other information described above we report to you as follows:
■ we have not identified material misstatements in the strategic report and the directors’ report;

■ in our opinion the information given in those reports for the financial year is consistent with the

financial statements; and

■ in our opinion those reports have been prepared in accordance with the Companies Act 2006.

Directors' Remuneration report

Our responsibility Our reporting
We are required to form an opinion as to whether the part of the Directors’ Remuneration Report to In our opinion the part of the Directors’
be audited has been properly prepared in accordance with the Companies Act 2006. Remuneration Report to be audited has
been properly prepared in accordance
with the Companies Act 2006.

Corporate Governance Disclosures

Our responsibility Our reporting
We are required to perform procedures to identify whether there is a material inconsistency between Based on those procedures, we have
the financial statements and our audit knowledge, and: concluded that each of these disclosures
■ the directors’ statement that they consider that the annual report and financial statements taken is materially consistent with the financial
as a whole is fair, balanced and understandable, and provides the information necessary for statements and our audit knowledge.
shareholders to assess the Group’s position and performance, business model and strategy;
■ the section of the annual report describing the work of the Audit Committee, including the

significant issues that the Audit Committee considered in relation to the financial statements, and
how these issues were addressed; and
■ the section of the annual report that describes the review of the effectiveness of the Group’s risk

management and internal control systems.

We are also required to review the part of the Corporate Governance Statement relating to the We have nothing to report in this respect.
Group’s compliance with the provisions of the UK Corporate Governance Code specified by the
Listing Rules for our review.

Other matters on which we are required to report by exception

Our responsibility Our reporting
Under the Companies Act 2006, we are required to report to you if, in our opinion: We have nothing to report in these
■ adequate accounting records have not been kept by the Parent Company, or returns adequate for respects.
our audit have not been received from branches not visited by us; or
■ the Parent Company financial statements and the part of the Directors’ Remuneration Report to

be audited are not in agreement with the accounting records and returns; or
■ certain disclosures of directors’ remuneration specified by law are not made; or

■ we have not received all the information and explanations we require for our audit.

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9. Respective responsibilities
Directors’ responsibilities
As explained more fully in their statement set out on page 156, the directors are responsible for: the preparation of the financial statements
including being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error. In addition, the Directors are responsible for
assessing the Group and Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
using the going concern basis of accounting unless they either intend to liquidate the Group or the Parent Company or to cease operations, or have
no realistic alternative but to do so.
Auditor’s responsibilities
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not
guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.
The Company is required to include these financial statements in an annual financial report prepared under the Disclosure Guidance and
Transparency Rules (“DTR”) 4.1.17R and 4.1.18R. This auditor’s report provides no assurance over whether the annual financial report has been
prepared in accordance with those requirements.

10. The purpose of our Audit work and to whom we own our responsibilities
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit
work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and
the Company’s members, as a body, for our audit work, for this report, or for the opinions we have formed.

Jonathan Mills (Senior Statutory Auditor)

for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
15 Canada Square
London E14 5GL
7 March 2024

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Consolidated Financial Statements

Unilever Group
Consolidated income statement
for the year ended 31 December

€ million € million € million

Notes 2023 2022 2021

Turnover 2 59,604 60,073 52,444

Operating profit 2 9,758 10,755 8,702
which includes:
Gain on disposal of ekaterra 21 – 2,303 –
Gain on disposal of Suave 21 497 – –
Net finance costs 5 (486) (493) (354)
Pensions and similar obligations 110 44 (10)
Finance income 442 281 147
Finance costs (1,038) (818) (491)
Net monetary gain/(loss) arising from hyperinflationary economies 1 (142) (157) (74)
Share of net profit/(loss) of joint ventures and associates 11 231 208 191
Other income/(loss) from non-current investments and associates (22) 24 91
Profit before taxation 9,339 10,337 8,556
Taxation 6A (2,199) (2,068) (1,935)
Net profit 7,140 8,269 6,621
Attributable to:
Non-controlling interests 653 627 572
Shareholders’ equity 6,487 7,642 6,049
Earnings per share 7
Basic earnings per share (€) 2.58 3.00 2.33
Diluted earnings per share (€) 2.56 2.99 2.32

Consolidated statement of comprehensive income

for the year ended 31 December

€ million € million € million

Notes 2023 2022 2021
Net profit 7,140 8,269 6,621
Other comprehensive income 6C
Items that will not be reclassified to profit or loss, net of tax:
Gains/(losses) on equity instruments measured at fair value through other
comprehensive income (28) 36 166
Remeasurement of defined benefit pension plans 15B (510) (473) 1,734
Items that may be reclassified subsequently to profit or loss, net of tax:
Gains/(losses) on cash flow hedges (27) (91) 279
Currency retranslation gains/(losses) 15B (1,461) 614 1,177
Total comprehensive income 5,114 8,355 9,977
Attributable to:
Non-controlling interests 524 507 749
Shareholders’ equity 4,590 7,848 9,228
Note references in the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated
balance sheet and consolidated cash flow statement relate to notes on pages 177 to 226 which form an integral part of the consolidated financial statements.

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Consolidated Financial Statements Unilever Group

Consolidated statement of changes in equity

for the year ended 31 December
Called Share Non-
€ million up share premium Unification Other Retained controlling Total
capital account reserve reserves profit Total interests equity
31 December 2020 92 73,472 (73,364) (7,482) 22,548 15,266 2,389 17,655
Profit or loss for the period – – – – 6,049 6,049 572 6,621
Other comprehensive income, net of tax:
Equity instruments gains/(losses) – – – 147 – 147 19 166
Cash flow hedges gains/(losses) – – – 276 – 276 3 279
Remeasurements of defined benefit pension plans – – – – 1,728 1,728 6 1,734
Currency retranslation gains/(losses) – – – 1,025 3 1,028 149 1,177
Total comprehensive income – – – 1,448 7,780 9,228 749 9,977
Dividends on ordinary capital – – – – (4,458) (4,458) – (4,458)
(a)
Share capital reduction – (20,626) – – 20,626 – – –
(b)
Repurchase of shares – – – (3,018) – (3,018) – (3,018)
(c)
Movements in treasury shares – – – 95 (143) (48) – (48)
(d)
Share-based payment credit – – – – 161 161 – 161
Dividends paid to non-controlling interests – – – – – – (503) (503)
Hedging gain/(loss) transferred to non-financial assets – – – (171) – (171) (3) (174)
Other movements in equity
(e)
– (2) – (82) 231 147 7 154
31 December 2021 92 52,844 (73,364) (9,210) 46,745 17,107 2,639 19,746
Hyperinflation restatement to 1 January 2022 – – – – 154 154 – 154
Adjusted opening balance 92 52,844 (73,364) (9,210) 46,899 17,261 2,639 19,900
Profit or loss for the period – – – – 7,642 7,642 627 8,269
Other comprehensive income, net of tax:
Equity instruments gains/(losses) – – – 45 – 45 (9) 36
Cash flow hedges gains/(losses) – – – (92) – (92) 1 (91)
Remeasurements of defined benefit pension plans – – – – (474) (474) 1 (473)
Currency retranslation gains/(losses)
(f)
– – – 240 487 727 (113) 614
Total comprehensive income – – – 193 7,655 7,848 507 8,355
Dividends on ordinary capital – – – – (4,356) (4,356) – (4,356)
(b)
Repurchase of shares – – – (1,509) – (1,509) – (1,509)
(c)
Movements in treasury shares – – – 106 (137) (31) – (31)
(d)
Share-based payment credit – – – – 177 177 – 177
Dividends paid to non-controlling interests – – – – – – (572) (572)
Hedging gain/(loss) transferred to non-financial assets – – – (126) – (126) (1) (127)
Other movements in equity
(g)
– – – (258) 15 (243) 107 (136)
31 December 2022 92 52,844 (73,364) (10,804) 50,253 19,021 2,680 21,701
Profit or loss for the period – – – – 6,487 6,487 653 7,140
Other comprehensive income, net of tax:
Equity instruments gains/(losses) – – – (27) – (27) (1) (28)
Cash flow hedges gains/(losses) – – – (27) – (27) – (27)
Remeasurements of defined benefit pension plans – – – – (508) (508) (2) (510)
Currency retranslation gains/(losses)
(h)
– – – (1,629) 294 (1,335) (126) (1,461)
Total comprehensive income – – – (1,683) 6,273 4,590 524 5,114
Dividends on ordinary capital – – – – (4,327) (4,327) – (4,327)
(i)
Cancellation of treasury shares (4) – – 5,282 (5,278) – – –
(b)
Repurchase of shares – – – (1,507) – (1,507) – (1,507)
(c)
Movements in treasury shares – – – 75 (98) (23) – (23)
(d)
Share-based payment credit – – – – 212 212 – 212
Dividends paid to non-controlling interests – – – – – – (521) (521)
Hedging gain/(loss) transferred to non-financial assets – – – 117 – 117 – 117
Other movements in equity – – – 2 17 19 (21) (2)
31 December 2023 88 52,844 (73,364) (8,518) 47,052 18,102 2,662 20,764
(a) Share premium has been adjusted to reflect the legal share capital of the PLC company, which reduced by £18,400 million following court approval on 15 June 2021.
(b) Repurchase of shares reflects the cost of acquiring ordinary shares as part of the share buyback programme announced on 29 April 2021 and 10 February 2022.
(c) Includes purchases and sales of treasury shares, and transfer from treasury shares to retained profit of share-settled schemes arising from prior years and differences
between exercise and grant price of share options.
(d) The share-based payment credit relates to the non-cash charge recorded against operating profit in respect of the fair value of share options and awards granted to
employees.
(e) Includes a hyperinflation adjustment of €280 million and €82 million related to the Welly acquisition.
(f) Includes a hyperinflation adjustment of €514 million in relation to Argentina and Turkey.
(g) Includes the following items related to the acquisition of Nutrafol: €(269) million non-controlling interest purchase option in other reserves and €99 million non-
controlling interest recognised on acquisition.
(h) Includes a hyperinflation adjustment of €308 million in relation to Argentina and Turkey.
(i) During 2023, 112,746,434 PLC ordinary shares held as treasury shares were cancelled. The amount paid to repurchase these shares was initially recognised in other
reserves and is transferred to retained profit on cancellation.

174 Unilever Annual Report and Accounts 2023

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Consolidated Financial Statements Unilever Group

Consolidated balance sheet

for the year ended 31 December

€ million € million
Notes 2023 2022
Assets
Non-current assets
Goodwill 9 21,109 21,609
Intangible assets 9 18,357 18,880
Property, plant and equipment 10 10,707 10,770
Pension asset for funded schemes in surplus 4B 3,781 4,260
Deferred tax assets 6B 1,113 1,049
Financial assets 17A 1,386 1,154
Other non-current assets 11 911 942
57,364 58,664
Current assets
Inventories 12 5,119 5,931
Trade and other current receivables 13 5,775 7,056
Current tax assets 427 381
Cash and cash equivalents 17A 4,159 4,326
Other financial assets 17A 1,731 1,435
Assets held for sale 22 691 28
17,902 19,157
Total assets 75,266 77,821
Liabilities
Current liabilities
Financial liabilities 15C 5,087 5,775
Trade payables and other current liabilities 14 16,857 18,023
Current tax liabilities 851 877
Provisions 19 537 748
Liabilities held for sale 22 175 4
23,507 25,427
Non-current liabilities
Financial liabilities 15C 24,535 23,713
Non-current tax liabilities 384 94
Pensions and post-retirement healthcare liabilities:
Funded schemes in deficit 4B 351 613
Unfunded schemes 4B 1,029 1,078
Provisions 19 563 550
Deferred tax liabilities 6B 3,995 4,375
Other non-current liabilities 14 138 270
30,995 30,693
Total liabilities 54,502 56,120

Equity
Shareholders’ equity 18,102 19,021
Non-controlling interests 2,662 2,680
Total equity 20,764 21,701
Total liabilities and equity 75,266 77,821
Note references in the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated
balance sheet and consolidated cash flow statement relate to notes on pages 177 to 226, which form an integral part of the consolidated financial statements.

These financial statements have been approved by the Directors and signed on their behalf by Fernando Fernandez.

F Fernandez on behalf of The Board of Directors

7 March 2024

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Consolidated Financial Statements Unilever Group

Consolidated cash flow statement

for the year ended 31 December

€ million € million € million

Notes 2023 2022 2021
Net profit 7,140 8,269 6,621
Taxation 2,199 2,068 1,935
Share of net profit of joint ventures/associates and other income/(loss) from
non-current investments (209) (232) (282)
Net monetary (gain)/loss arising from hyperinflationary economies 142 157 74
Net finance costs 5 486 493 354
Operating profit 9,758 10,755 8,702
Depreciation, amortisation and impairment 1,579 1,946 1,763
Changes in working capital: 814 (422) (47)
Inventories 340 (1,398) (458)
Trade and other receivables 768 (1,852) (307)
Trade payables and other liabilities (294) 2,828 718
Pensions and similar obligations less payments (281) (119) (183)
Provisions less payments (185) 203 (61)
Elimination of (profits)/losses on disposals (433) (2,335) 23
Non-cash charge for share-based compensation 212 177 161
Other adjustments 97 (116) (53)
Cash flow from operating activities 11,561 10,089 10,305
Income tax paid (2,135) (2,807) (2,333)
Net cash flow from operating activities 9,426 7,282 7,972
Interest received 267 287 148
Purchase of intangible assets (243) (253) (232)
Purchase of property, plant and equipment (1,502) (1,456) (1,108)
Disposal of property, plant and equipment 42 82 101
Acquisition of businesses and investments in joint ventures and associates (704) (979) (2,131)
Disposal of businesses, joint ventures and associates 436 4,622 43
Acquisition of other non-current investments (533) (170) (142)
Disposal of other non-current investments 62 266 137
Dividends from joint ventures, associates and other non-current investments 239 185 185
(Purchase)/sale of financial assets (358) (131) (247)
Net cash flow (used in)/from investing activities (2,294) 2,453 (3,246)
Dividends paid on ordinary share capital (4,363) (4,329) (4,483)
Interest paid (899) (744) (488)
Net change in short-term borrowings (570) (545) 656
Additional financial liabilities 4,972 7,776 4,748
Repayment of financial liabilities (3,905) (8,440) (3,550)
Capital element of lease rental payments (394) (518) (464)
Repurchase of shares 24 (1,507) (1,509) (3,018)
(a)
Other financing activities (527) (581) (500)
Net cash flow (used in)/from financing activities (7,193) (8,890) (7,099)
Net increase/(decrease) in cash and cash equivalents (61) 845 (2,373)
Cash and cash equivalents at the beginning of the year 4,225 3,387 5,475
Effect of foreign exchange rate changes (119) (7) 285
Cash and cash equivalents at the end of the year 17A 4,045 4,225 3,387
(a) Other financing activities include cash paid for the purchase of non-controlling interests and dividends paid to minority interests.

The cash flows of pension funds (other than contributions and other direct payments made by the Group in respect of pensions and similar
obligations) are not included in the Group cash flow statement.

176 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial

Notes to the Consolidated Financial Statements Unilever Group

Statements Unilever Group

1. Accounting information and In preparing the consolidated financial statements, the balances
in individual group companies are translated from their functional currency

policies
into euros. Apart from the financial statements of group companies in
hyperinflationary economies (see below), the income statement, the cash
flow statement and all other movements in assets and liabilities are
translated at average rates of exchange as a proxy for the transaction rate,
or at the transaction rate itself if more appropriate. Assets and liabilities are
Basis of consolidation translated at year-end exchange rates.
Group companies included in the consolidated financial statements for The financial statements of group companies whose functional currency
2023 are PLC and all subsidiary undertakings, which are those entities is the currency of a hyperinflationary economy are adjusted for inflation
controlled by PLC. Control exists when the Group has the power to direct and then translated into euros using the balance sheet exchange rate.
the activities of an entity so as to affect the return on investment. Amounts shown for prior years for comparative purposes are not
The net assets and results of acquired businesses are included in the modified. To determine the existence of hyperinflation, the Group
consolidated financial statements from their respective dates of assesses the qualitative and quantitative characteristics of the
acquisition, being the date on which the Group obtains control. economic environment of the country, such as the cumulative inflation
rate over the previous three years.
The results of disposed businesses are included in the consolidated
financial statements up to their date of disposal, being the date As at 31 December 2023, the ordinary share capital of PLC was translated to
control ceases. euro using the historical rate at the date the shares were issued (see note
15B on page 204).
Intra-group transactions and balances are eliminated.
The effect of exchange rate changes during the year on net assets of
foreign operations is recorded in equity. For this purpose, net assets
include loans between group companies and any related foreign
Company legislation and accounting standards exchange contracts where settlement is neither planned nor likely
The consolidated financial statements have been prepared in to occur in the foreseeable future.
accordance with international financial reporting standards (IFRS) The Group applies hedge accounting to certain exchange differences
as issued by the International Accounting Standards Board (IASB), arising between the functional currencies of a foreign operation and
and UK-adopted international accounting standards. The consolidated the functional currency of the parent entity, regardless of whether the
financial statements comply with the Companies Act 2006. net investment is held directly or through an intermediate parent.
These financial statements are prepared under the historical cost Differences arising on retranslation of a financial liability designated as
convention unless otherwise indicated. a foreign currency net investment hedge are recorded in equity to the
extent that the hedge is effective. These differences are reported within
profit or loss to the extent that the hedge is ineffective.
Going concern Cumulative exchange differences arising since the date of transition to
IFRS of 1 January 2004 are reported as a separate component of other
These financial statements have been prepared on a going concern basis.
reserves. In the event of disposal or part disposal of an interest in a
The Group has considerable financial resources together with established
group company either through sale or as a result of a repayment of
business relationships with many customers and suppliers in countries
capital, the cumulative exchange difference is recognised in the income
throughout the world. The Directors also consider the Group's overall
statement as part of the profit or loss on disposal of group companies.
financial position, exposure to principal risks and future business forecasts.
We describe in notes 15 to 18 on pages 203 to 218 the Group’s objectives,
policies and processes for managing its capital; its financial risk
management objectives; details of its financial instruments and hedging Hyperinflationary economies
activities and its exposures to credit and liquidity risk. As a consequence, The Argentinian economy was designated as hyperinflationary from
the Group is well placed to manage its business risks successfully for at 1 July 2018 and the Turkish economy was designated as hyperinflationary
least twelve months from the date of approval of the financial statements. from 1 July 2022. As a result, application of IAS 29 ‘Financial Reporting in
Hyperinflationary Economies’ has been applied to all Unilever entities
whose functional currency is the Argentinian peso or the Turkish lira. The
Accounting policies application of IAS 29 includes:
■ adjustment of historical cost non-monetary assets and liabilities for
The accounting policies adopted are the same as those which were
the change in purchasing power caused by inflation from the date of
applied for the previous financial year except as set out below under
initial recognition to the balance sheet date;
the heading ‘Recent accounting developments’.
■ adjustment of the income statement for inflation during the

Accounting policies are included in the relevant notes to the reporting period;
consolidated financial statements. These are presented as text ■ translation of income statement at the period-end foreign exchange

highlighted in grey on pages 177 to 226. The accounting policies rate instead of an average rate; and
below are applied throughout the financial statements. ■ adjustment of the income statement to reflect the impact of inflation

and exchange rate movement on holding monetary assets and

liabilities in local currency.
Foreign currencies The main effects on the Group consolidated financial statements for
The consolidated financial statements are presented in euros. As at 2023 are:
31 December 2023, the functional currency of PLC was the pound sterling.
€ million Argentina Turkey Total
Items included in the financial statements of individual group companies
are recorded in their respective functional currency which is the currency Total assets increase/(reduction) (205) 8 (197)
of the primary economic environment in which each entity operates. Turnover increase/(reduction) (440) 12 (428)
Foreign currency transactions in individual group companies are Operating profit increase/(reduction) (112) (12) (124)
translated into functional currency using exchange rates at the date Net monetary gain/(loss) (203) 61 (142)
of the transaction. Foreign exchange gains and losses from settlement
of these transactions, and from translation of monetary assets and
liabilities at year-end exchange rates, are recognised in the income
statement except when deferred in equity as qualifying hedges.

Unilever Annual Report and Accounts 2023 177

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

Climate change Critical accounting estimates and judgements

In preparing these consolidated financial statements we have The preparation of financial statements requires management to make
considered the impact of both physical and transition climate estimates and judgements in the application of accounting policies
change risks as well as our plans to mitigate against those risks on that affect the reported amounts of assets, liabilities, income and
the current valuation of our assets and liabilities. As detailed in the expenses. Actual results may differ from these estimates. Estimates and
TCFD disclosures on pages 48 to 55 of this report, we have identified judgements are continuously evaluated and are based on historical
11 risks and opportunities that could in the future be material to our experience and other factors, including expectations of future events
business, for example carbon tax or land use regulations. Where that are believed to be reasonable. Revisions to accounting estimates
possible we have performed quantitative assessments of these risks are recognised in the period in which the estimate is revised and in any
and opportunities based on various scenarios for the years 2030, 2039 future period affected.
and 2050. These potential financial impacts are based on high-level
The following estimates are those that management believe have the
quantitative assessments and do not include any assumptions on the
most significant risk of causing a material adjustment to the carrying
impact of actions that we would undertake to mitigate against these
amounts of assets and liabilities within the next financial year:
climate-related risks. Therefore, these quantifications do not represent
■ Measurement of defined benefit obligations – the valuations of the
any type of financial forecast and thus are not directly incorporated
Group’s defined benefit pension plan obligations are dependent on
into any projections of long-term cash flows.
a number of assumptions. These include discount rates, inflation, and
To determine if there is a material impact on the financial reporting life expectancy of scheme members. Details of these assumptions
judgements and estimates as of the reporting period, we have reviewed and sensitivities are in note 4B.
each balance sheet line item and identified those line items that have ■ Impairment risk in Russia – in 2023 the Russian business contributed

the potential to be significantly impacted by climate-related risks and approximately 1% of the Group's turnover and net profit, and as at
our plans to mitigate against these risks. Those line items that have the 31 December 2023 had approximately €600 million of net assets.
potential to be significantly impacted have then been reviewed in detail While the potential impacts of the war remain uncertain, there is a
to confirm: risk that the operations in Russia are unable to continue, leading to a
■ that the growth rates and projected cash flows, used in assessing loss of turnover, profit and a write-down of assets.
whether our goodwill and indefinite-life intangibles are impaired,
The following judgements are those that management believe have the
are consistent with our climate-related risk assumptions and the
most significant effect on the amounts recognised in the Group’s
actions we are taking to mitigate against those risks and
financial statements:
■ that the useful lives of our property, plant and equipment are
■ Utilisation of tax losses and recognition of other deferred tax assets
appropriate given the potential physical and obsolescence risks
– the Group operates in many countries and is subject to taxes in
associated with climate change and the actions we are taking to
numerous jurisdictions. Management uses judgement to assess the
mitigate against those risks.
recoverability of tax assets such as whether there will be sufficient
In addition it should be noted that climate-related risks could affect future taxable profits to utilise losses – see note 6B.
the financial position of our defined benefit pension plan assets. The ■ Likelihood of occurrence of provisions and contingent liabilities –

Trustees operate diversified investment strategies and are continuously events can occur where there is uncertainty over future obligations.
assessing investment risks. The Trustees consider climate risk as one of Judgement is required to determine if an outflow of economic
the key investment risks and are continually evolving their investments resources is probable, or possible but not probable. Where it is
to lower the overall climate risk. probable, a liability is recognised and further judgement is used
to determine the level of the provision. Where it is possible but not
Based on these reviews, we do not believe that there is a material
probable, further judgement is used to determine if the likelihood is
impact on the financial reporting judgements and estimates arising
remote, in which case no disclosures are provided; if the likelihood
from our considerations and as a result the valuations of our assets
is not remote then judgement is used to determine the contingent
or liabilities have not been significantly impacted by these risks as at
liability disclosed. Unilever does not have provisions and contingent
31 December 2023. We have not identified any significant impact from
liabilities for the same matters. External advice is obtained for any
climate-related risks on the Group’s going concern assessment nor the
material cases. See notes 6A, 19 and 20.
viability of the Group over the next three years.
■ Recognition of pension surplus – where there is an accounting

For many years Unilever has placed sustainability at the centre of its surplus on a defined benefit plan, management uses judgement
strategy and has been working on becoming a more sustainable to determine whether the Group can realise the surplus through
business. This has included implementing hundreds of actions to help refunds, reductions in future contributions or a combination of both.
mitigate and adapt against climate-related risks. The costs and benefits
of such actions are embedded into the cost structures of the business
and are not separately identifiable. None of these actions have
significantly impacted the value of the Group's assets or their useful
lives and whilst there is still much to do, our aim is to continue to reduce
our exposure to climate-related risks without impacting the value of the
Group’s assets. However we recognise that the climate emergency is
deepening and government policies are likely to evolve as a result of
commitments to limit global warning to 1.5°C and thus we will continue
to carefully monitor potential implications on the valuations of our
assets and liabilities that could arise in future years.

178 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

Accounting developments adopted by the Group

Recent accounting developments adopted by the Group

The Group applied for the first-time amendments to the following standards from 1 January 2023.

Applicable standard Key requirements Impact on Group

IFRS 17 ‘Insurance The standard introduces a new model for accounting for We have reviewed existing arrangements and concluded
Contracts’ insurance contracts. that IFRS 17 has no impact to the consolidated Group
financial statements.
IAS 12 ‘Income Taxes’ As of 23 May 2023, amendments to IAS 12 came into As of 31 December 2023, we have applied the exemption
effect relating to International Tax Reform – Pillar Two to not recognise any deferred tax relating to top-up tax
Model Rules, whereby an entity shall disclose qualitative arising from the Pillar Two legislation.
and quantitative information about its exposure to Pillar
Two income taxes at the end of the reporting period. The We have disclosed the Group's potential exposure to
amendments also provide a temporary mandatory Pillar Two legislation in note 6.
exemption from deferred tax accounting for the top-up
tax, which is effective immediately.

All other standards or amendments to standards that have been issued by the IASB and were effective by 1 January 2023 were not applicable or
material to Unilever.

New standards, amendments and interpretations of existing standards that are not yet effective and have not
been early adopted by the Group
The following standards have been released but are not yet adopted by the Group. Based on initial review the Group does not currently believe
adoption of the following standards/amendments will have a material impact on the consolidation results or financial position of the Group.

Applicable standard Key requirements or changes in accounting policy

Amendments to IAS 7 and The amendments introduce additional disclosure requirements for companies that enter into supplier finance
IFRS 7 – 'Supplier Finance arrangements. The amendments require qualitative and quantitative information to be disclosed about those
Arrangements' arrangements.

Effective from the year

ended 31 December 2024.
Amendments to IAS 21 ‘The In August 2023, the International Accounting Standards Board (IASB) amended IAS 21 to clarify whether a currency
Effects of Changes in is exchangeable, and how to determine a spot rate if it is not.
Foreign Exchange Rates’

Effective from the year

ended 31 December 2025

All other new standards or amendments that are not yet effective that have been issued by the IASB are not applicable or material to Unilever.

Unilever Annual Report and Accounts 2023 179

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

2. Segment information
Segmental reporting
The Group's operating and reportable segments are the five Business Groups of Beauty & Wellbeing, Personal Care, Home Care, Nutrition
and Ice Cream. Prior to 2022, segmental reporting was done on the basis of three Divisions: Beauty & Personal Care, Home Care and Foods
& Refreshment. The comparative information has been reclassified to reflect the new reporting segments.
Beauty & Wellbeing ■ primarily sales of hair care (shampoo, conditioner, styling), skin care (face, hand and body moisturisers) and includes
Prestige Beauty and Health & Wellbeing.
Personal Care ■ primarily sales of skin cleansing (soap, shower), deodorant and oral care (toothpaste, toothbrush,
mouthwash) products.
Home Care ■ primarily sales of fabric care (washing powders and liquids, rinse conditioners) and a wide range of cleaning products.
Nutrition ■ primarily sales of scratch cooking aids (soups, bouillons, seasonings), dressings (mayonnaise, ketchup) and tea
products.
Ice Cream ■ primarily ice cream products.
Revenue
Turnover comprises sales of goods after the deduction of discounts, sales taxes and estimated returns. It does not include sales between group
companies. Discounts given by Unilever include rebates, price reductions and incentives given to customers, promotional couponing and trade
communication costs and are based on the contractual arrangements with each customer. Discounts can either be immediately deducted from
the sales value on the invoice or off-invoice and settled later through credit notes when the precise amounts are known. Rebates are generally
off-invoice. Amounts provided for discounts at the end of a period require estimation; historical data and accumulated experience is used to
estimate the provision using the most likely amount method and in most instances, the discount can be estimated using known facts with a high
level of accuracy. Any differences between actual amounts settled and the amounts provided are not material and recognised in the subsequent
reporting period.
Customer contracts generally contain a single performance obligation and turnover is recognised when control of the products being sold has
transferred to our customer as there are no longer any unfulfilled obligations to the customer. This is generally on delivery to the customer but
depending on individual customer terms, this can be at the time of dispatch, delivery or upon formal customer acceptance. This is considered the
appropriate point where the performance obligations in our contracts are satisfied as Unilever no longer has control over the inventory.
Our customers have the contractual right to return goods only when authorised by Unilever. At 31 December 2023, an estimate has been made of
goods that will be returned and a liability has been recognised for this amount. An asset has also been recorded for the corresponding inventory
that is estimated to return to Unilever using a best estimate based on accumulated experience.
Some of our customers are distributors who may be able to return unsold goods in consignment arrangements.
Underlying operating profit
Underlying operating profit means operating profit before the impact of non-underlying items within operating profit. Underlying operating
profit represents our measure of segment profit or loss as it is the primary measure used for the purpose of making decisions about allocating
resources and assessing performance of segments. Items are classified as non-underlying due to their nature and/or frequency of occurrence.

Our segments are comprised of similar product categories. 8 categories (2022: 8; 2021: 10) individually accounted for 5% or more of our revenue in
one or more of the last three years. The following table shows the relevant contribution of these categories to Group revenue for the periods shown:

Category Segment 2023 2022 2021

Fabric Home Care 15% 15% 14%
Ice Cream Ice Cream 13% 13% 13%
Hair Care Beauty & Wellbeing 10% 11% 11%
Scratch Cooking Aids Nutrition 10% 10% 10%
Skin Cleansing Personal Care 10% 10% 11%
Deodorant Personal Care 9% 8% 7%
Skin Care Beauty & Wellbeing 7% 7% 7%
Dressings Nutrition 7% 6% 6%
Home & Hygiene Home Care 4% 4% 5%
Tea* Nutrition 2% 3% 5%
Other 13% 13% 11%
* 2023 includes retained tea business. 2021 and 2022 includes ekaterra tea business as well as retained business.

180 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

2. Segment information continued

The Group operating segment information is provided based on five product areas: Beauty & Wellbeing, Personal Care, Home Care, Nutrition and
Ice Cream.

€ million € million € million € million € million € million

Beauty & Personal
Home Care Nutrition Ice Cream Total
Notes Wellbeing Care
2023
Turnover 12,466 13,829 12,181 13,204 7,924 59,604
Operating profit 3 2,209 2,957 1,419 2,413 760 9,758
(a)
Non-underlying items 122 (165) 77 47 92 173
Underlying operating profit 2,331 2,792 1,496 2,460 852 9,931
Share of net profit/(loss) of joint ventures and associates 1 3 3 221 3 231
Significant non-cash charges:
Within underlying operating profit:
Depreciation and amortisation 257 328 279 283 431 1,578
(b)
Share-based compensation and other non-cash charges 73 87 64 89 47 360
Within non-underlying items:
(c)
Impairment and other non-cash charges (6) 4 (40) (18) (1) (61)
2022
Turnover 12,250 13,636 12,401 13,898 7,888 60,073
Operating profit 3 2,154 2,264 1,064 4,497 776 10,755
(a)
Non-underlying items 138 415 280 (2,048) 143 (1,072)
Underlying operating profit 2,292 2,679 1,344 2,449 919 9,683
Share of net profit/(loss) of joint ventures and associates 1 3 4 196 4 208
Significant non-cash charges:
Within underlying operating profit:
Depreciation and amortisation 282 350 327 349 417 1,725
(b)
Share-based compensation and other non-cash charges 43 55 36 51 33 218
Within non-underlying items:
(c)
Impairment and other non-cash charges 49 259 152 87 60 607
2021
Turnover 10,138 11,763 10,572 13,104 6,867 52,444
Operating profit 3 2,135 2,336 1,294 2,104 833 8,702
(a)
Non-underlying items 102 169 123 421 119 934
Underlying operating profit 2,237 2,505 1,417 2,525 952 9,636
Share of net profit/(loss) of joint ventures and associates 4 6 7 170 4 191
Significant non-cash charges:
Within underlying operating profit:
Depreciation and amortisation 256 368 304 413 405 1,746
(b)
Share-based compensation and other non-cash charges 46 56 44 69 34 249
Within non-underlying items:
(c)
Impairment and other non-cash charges 1 12 12 17 16 58
(a) Non-underlying items include gain on disposal of group companies, impairment, restructuring costs, acquisition and disposal related costs and other one-off items
classified separately due to their nature and/or frequency of occurrence. Refer to note 3.
(b) Other non-cash charges within underlying operating profit include movements in provisions from underlying activities, excluding movements arising from
non-underlying activities.
(c) Other non-cash charges within non-underlying items includes movements in restructuring provisions and movements in certain legal provisions.

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Notes to the Consolidated Financial Statements Unilever Group

2. Segment information continued

The Unilever Group is not reliant on turnover from transactions with any single customer and does not receive 10% or more of its turnover from
transactions with any single customer.
Segment assets and liabilities are not provided because they are not reported to or reviewed by our chief operating decision-maker, which is the
Unilever Leadership Executive (ULE).
Turnover and non-current assets for the country of domicile, the United States and India (being the two largest countries outside the home country)
and for all other countries are:

€ million € million € million € million € million

United United
Kingdom States India Others Total
2023
Turnover 2,523 12,250 6,691 38,140 59,604
(a)
Non-current assets 3,567 18,205 6,436 22,876 51,084
2022
Turnover 2,498 12,122 6,872 38,581 60,073
(a)
Non-current assets 3,621 18,109 6,500 23,971 52,201
2021
Turnover 2,443 9,864 5,618 34,519 52,444
(a)
Non-current assets 3,858 16,692 6,755 22,607 49,912
(a) For the purpose of this table, non-current assets include goodwill, intangible assets, property, plant and equipment and other non-current assets as shown on the
consolidated balance sheet. Goodwill is attributed to countries where acquired business operated at the time of acquisition; all other assets are attributed to the
countries where they were acquired.

No other country had turnover or non-current assets (as shown above) greater than 10% of the Group total.

Additional information by geographies

Although the Group’s operations are managed by product area, we provide additional information based on geographies.

€ million € million € million

2023 2022 2021
Asia Pacific Africa 26,234 27,504 24,264
(a)
The Americas 21,531 20,905 16,844
Europe 11,839 11,664 11,336
Total 59,604 60,073 52,444

(a) Americas sales in North America were €13,130 million (2022: €13,000 million; 2021: €10,627 million) and in Latin America were €8,401 million (2022: €7,905 million; 2021:
€6,217 million).

The Group's turnover classified by markets is:

€ million € million € million

2023 2022 2021
Emerging markets 34,714 35,324 30,407
Developed markets 24,890 24,749 22,037

Transactions between the Unilever Group’s geographical regions are immaterial and are carried out on at arm’s length basis.

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Notes to the Consolidated Financial Statements Unilever Group

3. Operating costs
Operating costs
Operating costs include cost of sales, brand and marketing investment, overheads and other items including gains and losses on business
disposals, acquisition and disposal-related costs, restructuring costs, impairments and other items within operating profit recognised separately
due to their nature and/or frequency.
(i) Cost of sales
Cost of sales includes the cost of inventories sold during the period and distribution costs. The cost of inventories are raw and packaging
materials and related production costs. Distribution costs are charged to the income statement as incurred.
(ii) Brand and marketing investment
Brand and marketing investment include costs related to creating and maintaining brand equity and brand awareness. This includes media,
advertising production, promotional materials and engagement with consumers. These costs are charged to the income statement as incurred.
(iii) Overheads
Overheads include staff costs associated with sales activities and central functions such as finance, human resources, and research and
development costs. Research and development costs are staff costs, material costs, depreciation of property, plant and equipment, patent costs
and other costs that are directly attributable to research and product development activities. These costs are charged to the income statement
as incurred.
(iv) Restructuring costs
Restructuring costs are charges associated with transformational activities planned by management that significantly change either the scope
of the business or the way it is conducted.
(v) Others
Others relates to those one-off costs that are classified separately due to their nature and/or frequency of occurrence.

€ million € million € million

2023 2022 2021
Turnover 59,604 60,073 52,444
Cost of sales (34,429) (35,906) (30,259)
of which:
Distribution costs (3,549) (3,787) (3,313)
Production costs (3,969) (3,995) (3,678)
Raw and packaging materials and goods purchased for resale (25,084) (26,360) (21,799)
Other (1,827) (1,764) (1,469)
Gross profit 25,175 24,167 22,185
Selling and administrative expenses (15,244) (14,484) (12,549)
of which:
Brand and marketing investment (8,546) (7,821) (6,873)
Overheads (6,698) (6,663) (5,676)
(a)
of which: Research and development (949) (908) (847)
(b)
Gain on disposal of group companies 489 2,335 36
(c)
Acquisition and disposal-related costs (242) (50) (332)
(d)
Restructuring costs (499) (777) (632)
(e)
Impairments (1) (221) (17)
(f)
Other 80 (215) 11
Operating profit 9,758 10,755 8,702
(a) From 2022, research and development costs include patent costs. 2023 include patent costs of €29 million (2022: €28 million). 2021 has not been restated. Patent cost
in 2021 were €27 million.
(b) 2023 includes a gain of €497 million related to the disposal of Suave business in North America. 2022 includes a gain of €2,303 million related to the disposal of the
global tea business.
(c) 2023 includes a charge of €104 million for the revaluation of the minority interest liability of Nutrafol, €43 million relating to the disposal of Elida Beauty and
€10 million (2022: €42 million) relating to the disposal of the global tea business.
(d) Restructuring costs are comprised of strategic organisational change programmes (including Compass), and transformational technology and supply chain projects.
(e) 2022 includes an impairment charge of €192 million relating to Dollar Shave Club.
(f) 2023 includes €28 million net release after utilisation to the provision (2022: €89 million charge) relating to a product recall and market withdrawal by The Laundress,
€107 million release (2022: €82 million charge) relating to legal provisions for ongoing competition investigations and €54 million charge (2022: €42 million charge)
relating to our businesses in Russia and Ukraine.

Exchange losses within operating costs in 2023 are €(249) million (2022: €(225) million; 2021: nil).

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Notes to the Consolidated Financial Statements Unilever Group

4. Employees

4A. Staff and management costs

€ million € million € million
Staff costs 2023 2022 2021
Wages and salaries (5,722) (5,857) (5,062)
Social security costs (591) (587) (529)
Other pension costs (348) (396) (401)
Share-based compensation costs (212) (177) (161)
(6,873) (7,017) (6,153)

‘000 ‘000 ‘000

(a)
Average number of employees during the year 2023 2022 2021
Asia Pacific Africa 64 73 84
The Americas 38 38 37
Europe 26 27 28
128 138 149
(a) Reduction in average number of employees is primarily driven by disposal of ekaterra in 2022.

€ million € million € million

Key management compensation 2023 2022 2021
Salaries and short-term employee benefits (41) (41) (29)
(a)
Share-based benefits (13) (15) (10)
(54) (56) (39)
Of which: Executive Directors (13) (12) (8)
(b)
Other (41) (44) (31)

Non-Executive Directors’ fees (2) (2) (2)

(56) (58) (41)
(a) Share-based benefits are expenses recognised for the period. Share-based benefits compensation on a vesting basis is €8 million (2022: €12 million; 2021: €6 million).
(b) Other includes all members of the Unilever Leadership Executive, other than Executive Directors.

Key management are defined as the members of Unilever Leadership Executive (ULE) and the Non-Executive Directors. Compensation for ULE
members are pro-rated based on time actively spent in a ULE role. In addition to the above, €11 million was recognised in 2023 relating to members
of the ULE who have either left, or where it has been announced that they will leave during the year.
Details of the remuneration of Directors (including leaving arrangements) are given in the parts noted as audited in the Directors’ Remuneration
Report on pages 116 to 153.

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Notes to the Consolidated Financial Statements Unilever Group

4B. Pensions and similar obligations

For defined benefit plans, operating and finance costs are recognised separately in the income statement. The amount charged to operating
cost in the income statement is the cost of accruing pension benefits promised to employees over the year, administration costs (other than
costs of managing plan assets), plus the costs of individual events such as past service benefit changes, settlements and curtailments (such
events are recognised immediately in the income statement). The amount charged or credited to finance costs is a net interest expense
calculated by applying the liability discount rate to the surplus or deficit. Any differences between the expected interest on assets and the return
actually achieved, and any changes in the liabilities over the year due to changes in assumptions or experience within the plans, are recognised
immediately in the statement of comprehensive income.
The defined benefit plan surplus or deficit on the balance sheet comprises the total for each plan of the fair value of plan assets less the present
value of the defined benefit liabilities (using a discount rate based on high-quality corporate bonds, or a suitable alternative where there is no
active corporate bond market) adjusted for irrecoverable surpluses.
All defined benefit plans are subject to regular actuarial review using the projected unit method by external consultants. The Group policy is that
the most material plans, representing approximately 82% of the defined benefit liabilities, are formally valued every year. Other material plans,
accounting for a further 14% of the liabilities, have their liabilities updated each year. Group policy for the remaining plans requires a full
actuarial valuation at least every three years. Asset values for all plans are updated every year.
For defined contribution plans, the charges to the income statement are the company contributions payable, as the company’s obligation is
limited to the contributions paid into the plans. The assets and liabilities of such plans are not included in the balance sheet of the Group.

Description of plans
The Group increasingly operates a number of defined contribution plans, the assets of which are held in external funds. In certain countries,
the Group operates defined benefit pension plans based on employee pensionable remuneration and length of service. The majority of defined
benefit plans are either career average, final salary or hybrid plans and operate on a funded basis with assets held in external funds. Benefits
are determined by the plan rules and are linked to inflation in some countries. Our largest plans are in the UK and the Netherlands. In the UK, we
operate a career average defined benefit plan (with a salary limit for benefit accrual) which is closed to new entrants from October 2021, and a
defined contribution plan. In the Netherlands, we operate a collective defined contribution plan for all new benefit accrual and a closed career
average defined benefit plan for benefits built up to April 2015.
The Group also provides other post-employment benefits, mainly post-employment healthcare plans in the US, closed to new entrants from
January 2014. These plans are predominantly unfunded.
Governance
The majority of the Group’s externally funded plans are established as trusts, foundations or similar entities. The operation of these entities is
governed by local regulations and practice in each country, as is the nature of the relationship between the Group and the Trustees (or equivalent)
and their composition. Where Trustees (or equivalent) are in place to operate plans, they are generally required to act on behalf of the plan’s
stakeholders. They are tasked with periodic reviews of the solvency of the plan in accordance with local legislation and play a role in the long-
term investment and funding strategy. The Group also has an internal body, the Pensions and Equity Committee, that is responsible for setting
the company’s policies and decision-making on plan matters, including but not limited to design, funding, investments, risk management
and governance.
Investment strategy
The Group’s investment strategy in respect of its funded plans is implemented within the framework of the various statutory requirements of the
territories where the plans are based. The Group has developed policy guidelines for the allocation of assets to different classes with the objective
of controlling risk and maintaining the right balance between risk and long-term returns in order to limit the cost to the Group of the benefits
provided. To achieve this, investments are diversified, such that the failure of any single investment should not have a material impact on the
overall level of assets. The plans expose the Group to a number of actuarial risks such as investment risk, interest rate risk, longevity risk and, in
certain countries, inflation risk. There are no unusual entity or plan-specific risks to the Group. The plans invest a reducing proportion of assets
in equities and, for risk control, an increasing proportion in liability matching assets (bonds). There are also investments in property and other
alternative assets; additionally, the Group uses derivatives to further mitigate the impact of the risks outlined above. However, the portfolio
leverage is relatively low. The majority of assets are managed by a number of external fund managers with a small proportion managed in-house.
Unilever has a pooled investment vehicle (Univest) which it believes offers its pension plans around the world a simplified externally managed
investment vehicle to implement their strategic asset allocation models, currently for bonds, equities and alternative assets. The aim is to provide
high-quality, well diversified, cost-effective, risk-controlled vehicles. The pension plans’ investments are overseen by Unilever’s internal investment
company, the Univest Company.
Assumptions
With the objective of presenting the assets and liabilities of the pensions and other post-employment benefit plans at their fair value on the
balance sheet, assumptions under IAS 19 are set by reference to market conditions at the valuation date. The actuarial assumptions used to
calculate the benefit liabilities vary according to the country in which the plan is situated. The following table shows the assumptions, weighted by
liabilities, used to value the principal defined benefit plans (representing approximately 96% of total pension liabilities and other post-employment
benefit liabilities).

31 December 2023 31 December 2022

Other post- Other post-
Defined benefit employment Defined benefit employment
pension plans benefit plans pension plans benefit plans
Discount rate 4.4% 5.9% 4.6% 5.9%
Inflation 2.8% n/a 2.8% n/a
Rate of increase in salaries 3.4% 2.9% 3.3% 3.0%
Rate of increase for pensions in payment (where provided) 2.6% n/a 2.4% n/a
Rate of increase for pensions in deferment (where provided) 2.8% n/a 2.6% n/a
Long-term medical cost inflation n/a 5.5% n/a 5.1%

For the most material other post-employment benefit plan in the US a higher initial level of medical cost inflation is assumed which falls from the
initial rate of 7% to the long-term rate of 5% after 8 years. Assumed healthcare cost trend rates have a significant effect on the amounts reported
for healthcare plans.

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Notes to the Consolidated Financial Statements Unilever Group

4B. Pensions and similar obligations continued

For the UK and Netherlands pension plans, representing approximately 66% of all defined benefit pension liabilities, the assumptions used at 31
December 2023 and 2022 were:

United Kingdom Netherlands

2023 2022 2023 2022
Discount rate 4.7% 5.0% 3.2% 3.7%
Inflation 3.0% 3.1% 2.1% 2.2%
Rate of increase in salaries 3.6% 3.6% 2.6% 2.7%
Rate of increase for pensions in payment (where provided) 2.8% 2.9% 2.1% 2.2%
Rate of increase for pensions in deferment (where provided) 2.8% 2.9% 2.1% 2.2%
Number of years a current pensioner is expected to live beyond age 65:
Men 21.5 21.8 21.9 21.8
Women 23.1 23.6 24.1 24.0
Number of years a future pensioner currently aged 45 is expected to live beyond
age 65:
Men 22.4 22.9 23.9 23.8
Women 24.2 24.8 26.1 26.0

Demographic assumptions, such as mortality rates, are set having regard to the latest trends in life expectancy (including expectations of future
improvements), plan experience and other relevant data. These assumptions are reviewed and updated as necessary as part of the periodic
actuarial valuation of the pension plans. The years of life expectancy for 2023 above have been translated from the following tables:
UK: Standard life expectancy tables Series S3, adjusted to reflect the experience of our plan members analysed as part of the 2022 actuarial
valuation. Future improvements in longevity have been allowed for in line with the core CMI 2022 Mortality Projections Model with a 1% p.a. long-
term improvement rate.
Netherlands: The Dutch Actuarial Society’s AG Prognosetafel 2022 table is used with correction factors (2020) to allow for the typically longer life
expectancy for fund members relative to the general population. This table has an in-built allowance for future improvements in longevity.
The impact from changes to the assumptions of the remaining defined benefit plans are considered immaterial. Their assumptions vary due to
a number of factors including the currency and long-term economic conditions of the countries where they are situated.
Income statement
The charge to the income statement comprises:

€ million € million € million

Notes 2023 2022 2021
Charged to operating profit:
Defined benefit pension and other benefit plans:
Gross service cost (128) (186) (228)
Employee contributions 11 12 13
Special termination benefits (14) (11) (15)
Past service cost including (losses)/gains on curtailments 3 – 18
Settlements 2 1 1
Defined contribution plans (222) (212) (190)
Total operating cost 4A (348) (396) (401)
(a)
Finance income/(cost) 5 110 44 (10)
Net impact on the income statement (before tax) (238) (352) (411)
(a) This includes the impact of interest on asset ceiling.

Statement of comprehensive income

Amounts recognised in the statement of comprehensive income on the remeasurement of the surplus/(deficit).

€ million € million € million

2023 2022 2021
Return on plan assets excluding amounts included in net finance income/(cost) 131 (6,483) 1,958
Change in asset ceiling excluding amounts included in finance cost (6) (184) (17)
Actuarial gains/(losses) arising from changes in demographic assumptions 98 (24) (4)
Actuarial gains/(losses) arising from changes in financial assumptions (552) 6,914 342
Experience gains/(losses) arising on pension plan and other benefit plan liabilities (416) (760) 126
Total of defined benefit costs recognised in other comprehensive income (745) (537) 2,405

186 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

4B. Pensions and similar obligations continued

Balance sheet
The assets, liabilities and surplus/(deficit) position of the pension and other post-employment benefit plans at the balance sheet date were:

€ million 2023 € million 2022

Other post- Other post-
employment employment
Pension plans benefit plans Pension plans benefit plans
Fair value of assets 20,174 4 19,361 6
Present value of liabilities (17,174) (348) (16,199) (365)
Computed surplus/(deficit) 3,000 (344) 3,162 (359)
(a)
Irrecoverable surplus (255) – (234) –
Surplus/(deficit) 2,745 (344) 2,928 (359)
Of which in respect of:
Funded plans in surplus:
Liabilities (13,739) – (12,030) –
Assets 17,775 – 16,524 –
Aggregate surplus 4,036 – 4,494 –
(a)
Irrecoverable surplus (255) – (234) –
Surplus/(deficit) 3,781 – 4,260 –
Funded plans in deficit:
Liabilities (2,715) (39) (3,417) (39)
Assets 2,399 4 2,837 6
Surplus/(deficit) (316) (35) (580) (33)
Unfunded plans:
Pension liability (720) (309) (752) (326)
(a) A surplus is deemed recoverable to the extent that the Group is able to benefit economically from the surplus. Unilever assesses the maximum economic benefit
available through a combination of refunds and reductions in future contributions in accordance with local legislation and individual financing arrangements with
each of our funded defined benefit plans.

Reconciliation of change in assets and liabilities

The group of plans within ‘Rest of world’ category in the tables below are not materially different with respect to their risks that would require
disaggregated disclosure.
Movements in assets during the year:

Rest of € million Rest of € million

UK Netherlands world 2023 Total UK Netherlands world 2022 Total
1 January fair value of assets 8,704 5,343 5,320 19,367 14,332 6,099 6,262 26,693
1 January irrecoverable surplus – – (234) (234) – – (50) (50)
1 January (after irrecoverable surplus) 8,704 5,343 5,086 19,133 14,332 6,099 6,212 26,643
Employee contributions – – 11 11 1 – 11 12
Settlements – – (1) (1) – – – –
Actual return on plan assets (excluding
amounts in net finance income/charge) (227) 146 212 131 (4,870) (668) (945) (6,483)
Change in asset ceiling excluding
amounts included in interest expenses – – (6) (6) – – (184) (184)
(a)
Interest income 432 194 233 859 264 66 166 496
Employer contributions 50 9 348 407 66 8 229 303
Benefit payments (459) (178) (485) (1,122) (511) (161) (512) (1,184)
(b)
Other – – 371 371 – (1) (1) (2)
Currency retranslation 179 – (39) 140 (578) – 110 (468)
31 December (after irrecoverable surplus) 8,679 5,514 5,730 19,923 8,704 5,343 5,086 19,133
31 December irrecoverable surplus – – (255) (255) – – (234) (234)
31 December fair value of assets 8,679 5,514 5,985 20,178 8,704 5,343 5,320 19,367
(a) This includes the impact of interest on asset ceiling.
(b) The majority of 'Other' during 2023 is explained by reclassification of India HUL and GSK Provident Funds from Defined Contribution to Defined Benefit reporting
adding €368 million to both assets and liabilities at year end 2023. The impact on the overall (deficit)/surplus is nil.

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Notes to the Consolidated Financial Statements Unilever Group

4B. Pensions and similar obligations continued

Movements in liabilities during the year:

Rest of € million Rest of € million

UK Netherlands world 2023 Total UK Netherlands world 2022 Total
1 January (6,838) (3,734) (5,992) (16,564) (11,453) (4,937) (7,260) (23,650)
Gross service cost (42) (5) (81) (128) (86) (4) (96) (186)
Special termination benefits – – (14) (14) – – (11) (11)
Past service costs including losses/(gains)
on curtailments – – 3 3 – – – –
Settlements – – 3 3 – – 1 1
Interest cost (335) (135) (279) (749) (210) (54) (188) (452)
Actuarial gain/(loss) arising from changes
in demographic assumptions 104 – (6) 98 1 (50) 25 (24)
Actuarial gain/(loss) arising from changes
in financial assumptions (243) (236) (73) (552) 4,196 1,527 1,191 6,914
Actuarial gain/(loss) arising from
experience adjustments (220) (99) (97) (416) (276) (377) (107) (760)
Benefit payments 459 178 485 1,122 511 161 512 1,184
(a)
Other – – (371) (371) – – 15 15
Currency retranslation (135) – 181 46 479 – (74) 405
31 December (7,250) (4,031) (6,241) (17,522) (6,838) (3,734) (5,992) (16,564)
(a) The majority of 'Other' during 2023 is explained by reclassification of India HUL and GSK Provident Funds from Defined Contribution to Defined Benefit reporting
adding €368 million to both assets and liabilities at year end 2023. The impact on the overall (deficit)/surplus is nil.

Movements in (deficit)/surplus during the year:

Rest of € million Rest of € million

UK Netherlands world 2023 Total UK Netherlands world 2022 Total
1 January 1,866 1,609 (906) 2,569 2,879 1,162 (1,048) 2,993
Gross service cost (42) (5) (81) (128) (86) (4) (96) (186)
Employee contributions – – 11 11 1 – 11 12
Special termination benefits – – (14) (14) – – (11) (11)
Past service costs including losses/(gains)
on curtailments – – 3 3 – – – –
Settlements – – 2 2 – – 1 1
Actual return on plan assets (excluding
amounts in net finance income/charge) (227) 146 212 131 (4,870) (668) (945) (6,483)
Change in asset ceiling excluding
amounts included in interest expenses – – (6) (6) – – (184) (184)
Interest cost (335) (135) (279) (749) (210) (54) (188) (452)
(a)
Interest income 432 194 233 859 264 66 166 496
Actuarial gain/(loss) arising from changes
in demographic assumptions 104 – (6) 98 1 (50) 25 (24)
Actuarial gain/(loss) arising from changes
in financial assumptions (243) (236) (73) (552) 4,196 1,527 1,191 6,914
Actuarial gain/(loss) arising from
experience adjustments (220) (99) (97) (416) (276) (377) (107) (760)
Employer contributions 50 9 348 407 66 8 229 303
Benefit payments – – – – – – – –
Other – – – – – (1) 14 13
Currency retranslation 44 – 142 186 (99) – 36 (63)
31 December 1,429 1,483 (511) 2,401 1,866 1,609 (906) 2,569
(a) This includes the impact of interest on asset ceiling.

The actual return on recognised plan assets during 2023 was €990 million, being €131 million of asset returns and €859 million of interest income
shown in the tables above (2022: €(5,987) million).
Movements in irrecoverable surplus during the year:

Rest of € million Rest of € million

UK Netherlands world 2023 Total UK Netherlands world 2022 Total
1 January – – (234) (234) – – (50) (50)
Interest income – – (7) (7) – – 2 2
Change in irrecoverable surplus in excess
of interest – – (6) (6) – – (184) (184)
Currency retranslations – – (8) (8) – – (2) (2)
31 December – – (255) (255) – – (234) (234)

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Notes to the Consolidated Financial Statements Unilever Group

4B. Pensions and similar obligations continued

The duration of the principal defined benefit plan liabilities (representing 96% of total pension liabilities and other post-employment benefit
liabilities) and the split of liabilities between different categories of plan participants are:

Rest of Rest of
(a) (a)
UK Netherlands world 2023 Total UK Netherlands world 2022 Total
Duration (years) 12 14 10 0 to 22 13 15 11 4 to 18
Active members 7% 7% 23% 12% 8% 8% 19% 11%
Deferred members 31% 38% 14% 27% 31% 38% 14% 28%
Retired members 62% 55% 63% 61% 61% 54% 67% 61%
(a) Rest of world numbers shown are weighted averages by liabilities.

Plan assets
The group of plans within ‘Rest of world’ category in the tables below are not materially different with respect to their risks that would require
disaggregated disclosure.

€ million € million
31 December 2023 31 December 2022
Rest of Rest of
UK Netherlands world 2023 Total UK Netherlands world 2022 Total
Total Pension Plans Assets 8,679 5,514 5,981 20,174 8,704 5,343 5,314 19,361
Equities Total 224 1,095 1,424 2,743 284 983 1,363 2,630
– Europe 43 171 431 645 61 165 440 666
– North America 133 670 617 1,420 160 604 594 1,358
– Other 48 254 376 678 63 214 329 606
Fixed Income Total 6,640 3,521 3,344 13,505 5,757 3,269 2,696 11,722
– Government bonds 4,773 1,461 1,546 7,780 3,795 1,297 1,215 6,307
– Investment grade corporate bonds 791 620 1,197 2,608 871 530 905 2,306
– Other Fixed Income 1,076 1,440 601 3,117 1,091 1,442 576 3,109
Derivatives (237) 145 16 (76) (333) 254 18 (61)
Private Equity 559 95 36 690 500 90 40 630
Property and Real Estate 674 321 412 1,407 930 422 387 1,739
Hedge Funds 136 – 69 205 225 – 76 301
Other 683 337 391 1,411 1,341 325 317 1,983
Other Pension Plans – – 289 289 – – 417 417
Other Post-Employment Benefit Plans
Assets – – 4 4 – – 6 6
Total Assets 8,679 5,514 5,985 20,178 8,704 5,343 5,320 19,367

The fair values of the above equity and fixed income instruments are determined based on quoted market prices in active markets. The fair value
of private equity, properties, derivatives and hedge funds are not based on quoted market prices in active markets. Properties are primarily valued
by a professional third party valuer on an open market basis, as defined by the Royal Institute of Chartered Surveyors. The Group uses derivatives
and other instruments to hedge some of its exposure to inflation and interest rate risk – the degree of this hedging of liabilities was over 100% for
both interest rate and inflation for the UK plan and approximately 90% for interest rate and 20% for inflation for the Netherlands plan at year end.
Foreign currency exposures, in part, are also hedged by the use of forward foreign exchange contracts. Assets included in the Other category are
cash and insurance contracts which are also unquoted assets.
No Unilever securities were held at 31 December 2023. At 31 December 2022, €1 million (0.003% of total plan assets) of Unilever securities were held.
Property includes property occupied by Unilever amounting to €80 million and €77 million at 31 December 2023 and 2022 respectively.
The pension assets above exclude the assets in a Special Benefits Trust amounting to €33 million (2022: €39 million) to fund pension and similar
obligations in the US (see also note 17A on page 216).
Sensitivities
The sensitivity of the overall pension liabilities to changes in the weighted key assumptions are:

Change in liabilities
Change in assumption UK Netherlands Total
Discount rate Increase by 0.5% -6% -7% -5%
Inflation rate Increase by 0.5% 4% 8% 5%
Life expectancy Increase by 1 year 4% 4% 4%
(a)
Long-term medical cost inflation Increase by 1.0% n/a n/a 4%
(a) Long-term medical cost inflation only relates to post-retirement medical plans and its impact on these liabilities.

A decrease in each assumption would have a comparable and opposite impact on liabilities.
The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end
of the reporting period and may not be representative of the actual change. It is based on a change in the key assumption while holding all other
assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the
balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with
the previous period.

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Notes to the Consolidated Financial Statements Unilever Group

4B. Pensions and similar obligations continued

Cash flow
Group cash flow in respect of pensions and similar post-employment benefits comprises company contributions paid to funded plans and benefits
paid by the company in respect of unfunded plans. The table below sets out these amounts:

€ million € million € million € million

2024 Estimate 2023 2022 2021
Company contributions to funded plans:
(a)
Defined Benefit 70 291 176 286
Defined Contribution 225 222 212 190
Benefits paid by the Company in respect of unfunded plans:
Defined Benefit 110 116 127 108
Group cash flow in respect of pensions and similar benefits 405 629 515 584
(a) The Group contributed a one-off contribution of $110 million into the US Pension Plan in 2023.
The Group is due to receive a partial refund of €115 million from the Netherlands Plan in 2024, per a formal agreement with the Plan allowing a return of surplus
provided specific funding conditions are satisfied.
Following conclusion of the 2022 triennial valuation of the UK pension fund, the Group, in agreement with the Trustees, implemented an updated Schedule of
Contributions. Deficit contributions to this fund will continue to be nil for the next few years.

The Group’s funding policy is to periodically review the contributions made to the plans while taking account of local legislation.

4C. Share-based compensation plans

The fair value of awards at grant date is calculated using observable market price. This value is expensed over their vesting period, with a
corresponding credit to equity. The expense is reviewed and adjusted to reflect changes to the level of awards expected to vest, except where
this arises from a failure to meet a market condition. Any cancellations are recognised immediately in the income statement.

As at 31 December 2023, the Group had share-based compensation plans in the form of performance shares and other share awards.
The numbers in this note include those for Executive Directors shown in the Directors’ Remuneration Report on pages 116 to 153 and those for key
management shown in note 4A on page 184. Non-Executive Directors do not participate in any of the share-based compensation plans.
The charge to income statement related to equity-settled share-based compensation plan is €212 million (2022: €177 million; 2021: €161 million).

Performance share plans

Performance share awards are made in respect of the Performance Share Plan (PSP). Awards for the Global Share Incentive Plan (GSIP) were last
made in February 2018 and vested in February 2021. Awards for MCIP were last made in 2020 and will vest in 2024. No further MCIP or GSIP awards
will be made. The awards of each plan will vest between 0% and 200% of grant level, subject to the level of satisfaction of performance measures
(limits for Executive Directors may vary and are detailed in the Directors’ Remuneration Report on pages 116 to 153).
The MCIP allowed Unilever’s managers to invest up to 100% of their annual bonus (a minimum of 33% and maximum of 67% for Executive Directors)
in shares in Unilever, and to receive a corresponding award of performance-related shares. From 2021, under the PSP, Unilever’s managers receive
annual awards of PLC shares. The performance measures for MCIP are underlying sales growth, underlying EPS growth, underlying return on
invested capital, sustainability progress index and for PSP are percentage business winning, free cash flow, underlying return on invested capital
and sustainability progress index. MCIP awards made will vest after 4 years, while PSP awards vest after 3 years.
A summary of the status of the Performance Share Plans as at 31 December 2023, 2022 and 2021 and changes during the years ended on these
dates is presented below:
2023 2022 2021
Number Number Number
of shares of shares of shares
Outstanding at 1 January 17,923,890 14,318,564 11,371,436
Awarded 7,479,544 10,032,321 7,667,929
Vested (2,021,439) (3,101,598) (3,425,232)
Forfeited (2,052,057) (3,325,397) (1,295,569)
Outstanding at 31 December 21,329,938 17,923,890 14,318,564

2023 2022 2021

Share award value information
Fair value per share award during the year €45.71 €41.56 €47.64

190 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

4C. Share-based compensation plans continued

Additional information
At 31 December 2023, shares in PLC totalling 21,696,344 (2022: 18,842,270) were outstanding in respect of share-based compensation plans of PLC
and its subsidiaries, including North American plans.
At 31 December 2023, the employee share ownership trust held 1,361,032 (2022: 2,727,097) PLC shares and PLC and its subsidiaries held 36,903
(2022: 327,303) PLC shares which are held as treasury shares.
The book value of €207 million (2022: €282 million) of the shares held by the trust and by Unilever PLC and its subsidiaries in respect of share-based
compensation plans is eliminated on consolidation by deduction from other reserves. Their market value at 31 December 2023 was €60 million
(2022: €144 million).
Shares held to satisfy awards are accounted for in accordance with IAS 32 ‘Financial Instruments: Presentation’. All differences between the purchase
price of the shares held to satisfy awards granted and the proceeds received for the shares, whether on exercise or lapse, are charged to reserves.
Between 31 December 2023 and 22 February 2024 (the latest practicable date for inclusion in this report), nil shares were granted, 5,851,739 shares
vested and 2,277,975 shares were forfeited related to the Performance Share Plans.

5. Net finance costs

Net finance costs are comprised of finance costs and finance income, including net finance costs in relation to pensions and similar obligations.
Finance income includes income on cash and cash equivalents and income on other financial assets. Finance costs include interest costs
in relation to financial liabilities. This includes interest on lease liabilities which represents the unwind of the discount rate applied to
lease liabilities.
Borrowing costs are recognised based on the effective interest method.

€ million € million € million

Net finance costs Notes 2023 2022 2021

Finance costs (1,038) (818) (491)
Bank loans and overdrafts (82) (44) (34)
(a)
Interest on bonds and other loans (921) (673) (392)
Interest on lease liabilities (72) (72) (72)
(b)
Net gain/(loss) on transactions for which hedge accounting is not applied 37 (29) 7
On foreign exchange derivatives 86 123 (68)
Exchange difference on underlying items (49) (152) 75

Finance income 442 281 147

Pensions and similar obligations 4B 110 44 (10)
(486) (493) (354)
(a) Interest on bonds and other loans includes the impact of interest rate derivatives that are part of hedge accounting relationships and the related recycling of results
from the hedge accounting reserve. Includes an amount of €(16) million (2022: €(20) million) relating to unwinding of discount on deferred consideration for
acquisitions.
(b) For further details of derivatives for which hedge accounting is not applied, please refer to note 16C.

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Notes to the Consolidated Financial Statements Unilever Group

6. Taxation
6A. Income tax
Income tax on the profit for the year comprises current and deferred tax. Income tax is recognised in the income statement except to the extent
that it relates to items recognised directly in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance
sheet date, and any adjustments to tax payable in respect of previous years.
Current tax in the consolidated income statement will differ from the income tax paid in the consolidated cash flow statement primarily because
of deferred tax arising on temporary differences and payment dates for income tax occurring after the balance sheet date.
Unilever is subject to taxation in the many countries in which it operates. The tax legislation of these countries differs, is often complex and is subject to
interpretation by management and the government authorities. These matters of judgement give rise to the need to create provisions for tax payments
that may arise in future years with respect to transactions already undertaken. Provisions are made against individual exposures and take into account
the specific circumstances of each case, including the strength of technical arguments, recent case law decisions or rulings on similar issues and relevant
external advice. The provision is estimated based on one of two methods, the expected value method (the sum of the probability-weighted amounts in a
range of possible outcomes) or the single most likely amount method, depending on which is expected to better predict the resolution of the uncertainty.

€ million € million € million

Tax charge in income statement 2023 2022 2021
Current tax
Current year (2,261) (2,206) (2,399)
Over/(under) provided in prior years 9 (61) 245
(2,252) (2,267) (2,154)
Deferred tax
Origination and reversal of temporary differences 22 153 189
Changes in tax rates 7 28 15
Recognition of previously unrecognised losses brought forward 24 18 15
53 199 219
(2,199) (2,068) (1,935)

The reconciliation between the computed weighted average rate of income tax expense, which is generally applicable to Unilever companies, and
the actual rate of taxation charged is as follows:

Reconciliation of effective tax rate % 2023 % 2022 % 2021

(a)
Computed rate of tax 25 25 23
Differences between computed rate of tax and effective tax rate due to:
Incentive tax credits (2) (2) (2)
Withholding tax on dividends 2 2 2
Expenses not deductible for tax purposes 1 1 1
Irrecoverable withholding tax 1 1 1
Income tax reserve adjustments – current and prior year (1) – (1)
Impact of disposals (2) (6) –
Others – (1) (1)
Effective tax rate 24 20 23
(a) The computed tax rate used is the average of the standard rate of tax applicable in the countries in which Unilever operates, weighted by the amount of profit before
taxation generated in each of those countries. For this reason, the rate may vary from year to year according to the mix of profit and related tax rates.

Our tax rate is reduced by incentive tax credits, the benefit from preferential tax regimes that have been legislated by the countries and provinces
concerned in order to promote economic development and investment. The tax rate is increased by business expenses which are not deductible for
tax, such as entertainment costs and some interest expense and by irrecoverable withholding taxes on dividends paid by subsidiary companies
and on other cross-border payments such as royalties and service fees, which cannot be offset against other taxes due. Uncertain tax provisions
excluding the related interest amounted to €820 million (2022: €822 million). This includes €434 million (2022: €374 million) related to the Horlicks
intangible amortisation in India.
The Group's future tax charge and effective tax rate could be affected by several factors, including changes in tax laws and their interpretation,
the implementation of the OECD Pillars 1 and 2, EU and US tax changes, as well as the impact of acquisitions, disposals and restructuring of our
business.
Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions in which the Group operates and the legislation will be
effective for the Group’s financial year beginning 1 January 2024. We have performed an assessment of the Group’s potential exposure to Pillar Two
income taxes based on the most recent financial information available regarding the constituent entities in the Group. Based on the assessment,
the Pillar Two effective tax rates in most of the jurisdictions in which the Group operates are above 15%. However, there are a limited number of
jurisdictions where the transitional safe harbour relief is unlikely to apply and the Pillar Two effective tax rate is expected to be below 15%. We
estimate that the combined impact of the implementation by countries of qualified domestic minimum top-up taxes and the income inclusion rule
in the UK will be in the range of 0-0.2% increase to the Group ETR for 2024.

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Notes to the Consolidated Financial Statements Unilever Group

6B. Deferred tax

Deferred tax is recognised using the liability method on taxable temporary differences between the tax base and the accounting base of items
included in the balance sheet of the Group. Certain temporary differences are not provided for as follows:
■ goodwill not deductible for tax purposes;

■ the initial recognition of assets or liabilities that affect neither accounting nor taxable profit; and

■ differences relating to investments in subsidiaries to the extent that it is probable that they will not reverse in the foreseeable future.

The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and
liabilities, using tax rates enacted, or substantively enacted, at the year end.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset
can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

€ million € million € million € million € million € million € million € million

As at 1 As at 31 As at 31
January Income December As at 1 Income December
Movements in 2023 and 2022 2023 statement Other 2023 January 2022 Statement Other 2022
Pensions and similar obligations (613) (90) 189 (514) (654) (44) 85 (613)
Provisions and accruals 741 103 (39) 805 726 12 3 741
Goodwill and intangible assets (3,848) (10) 161 (3,697) (3,448) 135 (535) (3,848)
Accelerated tax depreciation (700) 47 81 (572) (600) (60) (40) (700)
Tax losses 231 (3) 6 234 172 100 (41) 231
Fair value gains (42) 0 2 (40) (60) (11) 29 (42)
Fair value losses 36 (2) (11) 23 2 6 28 36
Share-based payments 194 30 22 246 166 18 10 194
Lease liability 237 (34) (14) 189 295 (55) (3) 237
Right of use asset (201) 30 5 (166) (244) 42 1 (201)
(a)
Other 639 (18) (11) 610 580 56 3 639
(3,326) 53 391 (2,882) (3,065) 199 (460) (3,326)
(a) The deferred tax-other includes the recognition of an asset of €300 million (2022: €311 million) relating to the impact of the expected outcome of the Mutual
Agreement Procedure which Unilever applied for following the conclusion of the UK tax audit for the tax years 2011-2018.

At the balance sheet date, the Group had unused tax losses of €1,313 million (2022: €1,352 million) and tax credits amounting to €832 million (2022:
€893 million) available for offset against future taxable profits. Deferred tax assets have not been recognised in respect of unused tax losses of
€602 million (2022: €668 million) and tax credits of €418 million (2022: €448 million), as it is not probable that there will be future taxable profits
within the entities against which the losses and credits can be utilised. Of these losses, €168 million (2022: €196 million) have expiry dates, being
corporate income tax losses in the US, Korea and China which expire between now and 2042.
Where deferred tax assets have been recognised in respect of losses, the evidence considered includes the reason for the loss, potential planning
strategies to utilise the loss, including where permitted merger with other profitable entities and the availability of future taxable profits against
which the losses can be utilised. Profit forecasts used are consistent with those used in other areas of the business.
Deferred tax assets have not been recognised in respect of other deductible temporary differences of €515 million (2022: €269 million) as it is not
expected they will be utilised. Of these differences, €409 million (2022: €199 million) relates to limitation on the deduction of interest expenses.
There is no expiry date for these differences.
At the balance sheet date, the aggregate amount of temporary differences associated with undistributed earnings of subsidiaries for which
deferred tax liabilities have not been recognised was €2,610 million (2022: €2,420 million). No liability has been recognised in respect of these
differences because the Group is in a position to control the timing of the reversal of the temporary differences, and it is probable that such
differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and
when the deferred income taxes relate to the same fiscal authority. The following amounts, determined after appropriate offsetting, are shown in
the consolidated balance sheet:

€ million € million € million € million € million € million

Assets Assets Liabilities Liabilities
Deferred tax assets and liabilities 2023 2022 2023 2022 Total 2023 Total 2022
Pensions and similar obligations 199 195 (713) (808) (514) (613)
Provisions and accruals 503 489 302 252 805 741
Goodwill and intangible assets 51 105 (3,748) (3,953) (3,697) (3,848)
Accelerated tax depreciation (18) (93) (554) (607) (572) (700)
Tax losses 201 188 33 43 234 231
Fair value gains (1) 1 (39) (43) (40) (42)
Fair value losses – – 23 36 23 36
Share-based payments 84 51 162 143 246 194
Lease liability 94 102 95 135 189 237
Right of use asset (92) (92) (74) (109) (166) (201)
Other 92 103 518 536 610 639
1,113 1,049 (3,995) (4,375) (2,882) (3,326)
Of which deferred tax to be recovered/(settled) after more than 12 months 756 700 (4,199) (4,492) (3,443) (3,792)

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Notes to the Consolidated Financial Statements Unilever Group

6C. Tax on items recognised in equity or other comprehensive income

Income tax is recognised in equity or other comprehensive income for items recognised directly in equity or other comprehensive income.

Tax effects directly recognised in equity or other comprehensive income were as follows:

€ million € million € million € million € million € million

Tax Tax
(charge)/ (charge)/
Before tax credit After tax Before tax credit After tax
Movements in 2023 and 2022 2023 2023 2023 2022 2022 2022
Gains/(losses) on:
Equity instruments at fair value through other comprehensive income (38) 10 (28) 31 5 36
Cash flow hedges (10) (17) (27) (121) 30 (91)
Remeasurement of defined benefit pension plans (745) 235 (510) (537) 64 (473)
Currency retranslation gains/(losses) (1,460) (1) (1,461) 547 67 614
(2,253) 227 (2,026) (80) 166 86

7. Earnings per share

The earnings per share calculations are based on the average number of share units representing the ordinary shares of PLC in issue during the
period, less the average number of shares held as treasury shares.
In calculating diluted earnings per share, a number of adjustments are made to the number of shares, principally, the exercise of share plans by
employees.

Earnings per share for total operations for the 12 months were as follows:

€ € €
2023 2022 2021
Basic earnings per share 2.58 3.00 2.33
Diluted earnings per share 2.56 2.99 2.32

Millions of share units

Calculation of average number of share units 2023 2022 2021
Average number of shares 2,587.0 2,629.2 2,629.2
Less: treasury shares held by employee share trusts and companies (71.1) (81.0) (29.3)
Average number of shares – used for basic earnings per share 2,515.9 2,548.2 2,599.9
Add: dilutive effect of share-based compensation plans 16.5 11.6 9.7
Diluted average number of shares – used for diluted and underlying earnings per share 2,532.4 2,559.8 2,609.6

€ million € million € million

Calculation of earnings 2023 2022 2021
Net profit 7,140 8,269 6,621
Non-controlling interests (653) (627) (572)
Net profit attributable to shareholders’ equity – used for basic and diluted earnings per share 6,487 7,642 6,049

8. Dividends on ordinary capital

Dividends are recognised on the date that the shareholder’s right to receive payment is established. This is generally the date when the dividend
is declared.

€ million € million € million

2023 2022 2021
Dividends on ordinary capital during the year (4,327) (4,356) (4,458)

Four quarterly interim dividends were declared and paid during 2023, totalling £1.50 (2022: £1.45) per PLC ordinary share.
A quarterly dividend of €1,067 million (2022: €1,086 million) was declared on 8 February 2024, to be paid in March 2024; £0.36 per PLC ordinary share
(2022: £0.38). Total dividends declared in relation to 2023 were £1.48 (2022: £1.48) per PLC ordinary share.

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Notes to the Consolidated Financial Statements Unilever Group

9. Goodwill and intangible assets

Goodwill
Goodwill is initially recognised based on the accounting policy for business combinations (see note 21). Goodwill is subsequently measured at
cost less amounts provided for impairment. Goodwill acquired in a business combination is assessed to determine whether new cash generating
units (CGUs) are created, and if not, is allocated to the Group’s CGUs, or groups of CGUs (GCGUs) in line with the structure detailed below. These
might not always be the same as the CGUs or GCGUs that include the assets and liabilities of the acquired business.
Intangible assets
Separately purchased intangible assets are initially measured at cost, being the purchase price as at the date of acquisition. On acquisition of
new interests in group companies, Unilever recognises any specifically identifiable intangible assets separately from goodwill. These intangible
assets are initially measured at fair value as at the date of acquisition.
Expenditure to support development of internally produced intangible assets is recognised in profit or loss as incurred.
Indefinite-life intangibles mainly comprise trademarks and brands, for which there is no foreseeable limit to the period over which they are
expected to generate net cash inflows. These are considered to have an indefinite life, given the strength and durability of our brands and the
level of marketing support. These assets are not amortised but are subject to a review for impairment annually, or more frequently if events or
circumstances indicate this is necessary.
Finite-life intangible assets mainly comprise software, patented and non-patented technology, know-how and customer lists. These assets are
amortised on a straight-line basis in the income statement over the period of their expected useful lives, or the period of legal rights if shorter.
None of the amortisation periods exceeds ten years.
Cash generating units
The Group’s assets are grouped into cash generating units (CGUs) which are the smallest identifiable group of assets that generates largely
independent cash inflows. The Group's CGUs are aligned with our organisation structure of Business Units and Global Business Units.
For impairment testing purposes, goodwill is allocated to groups of CGUs (GCGUs) which are based on the five Business Groups since the
synergies acquired through a business combination benefit a Business Group as a whole rather than a specific Business Unit or Global Business
Unit. Cash inflows relating to indefinite-life intangible assets are identifiable at Business Unit or Global Business Unit level and are therefore
allocated to individual CGUs.
Impairment review
The impairment test is performed by comparing the carrying value of the CGUs or GCGUs with their recoverable value. The recoverable value
is primarily based on value in use but also considers fair value less costs of disposal where relevant. Any impairment is charged to the income
statement as it arises.

€ million Finite-life intangible assets

Indefinite-life
Movements during 2023 Goodwill intangible assets Software Other Total
Cost
1 January 2023 22,766 18,516 3,317 1,137 45,736
(a)
Additions through business combinations 326 430 – – 756
Disposal of businesses (56) – – (7) (63)
Reclassification to held for sale (65) (467) – – (532)
Additions – 2 239 2 243
Disposals and other movements – (2) (71) 7 (66)
Hyperinflationary adjustment (173) (12) (5) – (190)
Currency retranslation (532) (500) 3 (15) (1,044)
31 December 2023 22,266 17,967 3,483 1,124 44,840
Accumulated amortisation and impairment
1 January 2023 (1,157) (350) (2,730) (1,010) (5,247)
Amortisation/impairment for the year – – (187) (41) (228)
Disposals and other movements (1) – 72 7 78
Currency retranslation 1 5 4 13 23
31 December 2023 (1,157) (345) (2,841) (1,031) (5,374)
(b)
Net book value 31 December 2023 21,109 17,622 642 93 39,466

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Notes to the Consolidated Financial Statements Unilever Group

9. Goodwill and intangible assets continued

€ million Finite-life intangible assets
Indefinite-life
Movements during 2022 Goodwill intangible assets Software Other Total
Cost
1 January 2022 21,489 17,681 3,189 1,114 43,473
Additions through business combinations 585 603 – – 1,188
Disposal of businesses (16) (4) (3) – (23)
(c)
Reclassification to held for sale – (25) (4) – (29)
Additions – – 251 2 253
Disposals and other movements – (2) (24) (5) (31)
Hyperinflationary adjustment 116 17 – – 133
Currency retranslation 592 246 (92) 26 772
31 December 2022 22,766 18,516 3,317 1,137 45,736
Accumulated amortisation and impairment
1 January 2022 (1,159) (211) (2,609) (903) (4,882)
Amortisation/impairment for the year – (146) (216) (93) (455)
Disposals and other movements 1 – 32 5 38
Currency retranslation 1 7 63 (19) 52
31 December 2022 (1,157) (350) (2,730) (1,010) (5,247)
Net book value 31 December 2022 21,609 18,166 587 127 40,489
(a) Includes the provisional fair value of goodwill and intangibles for acquisitions made in 2023 as well as subsequent changes in the fair value of goodwill and
intangibles for the acquisitions made in 2022 where the initial acquisition accounting was provisional at the end of 2022. See note 21 for further details.
(b) Within indefinite-life intangible assets there are five existing brands that have a significant carrying value: Horlicks €2,640 million (2022: €2,759 million), Knorr €1,838
million (2022: €1,839 million), Paula's Choice €1,699 million (2022: €1,764 million), Carver Korea €1,370 million (2022: €1,456 million) and Hellmann’s €1,226 million
(2022: €1,261 million).
(c) Goodwill and intangibles in relation to Elida Beauty amounting to €532 million were reclassified as held for sale.

Significant CGUs
The goodwill and indefinite-life assets held in the GCGUs and CGUs shown below are considered significant within the total carrying amounts of
goodwill and indefinite-life intangible as at 31 December 2023.

2023 GCGUs 2022 GCGUs

€ billion € billion
Goodwill Goodwill
Beauty & Wellbeing 4.6 4.9
Personal Care 3.9 4.1
Home Care 0.9 0.9
Nutrition 8.0 8.3
Ice Cream 3.7 3.4
Total GCGUs 21.1 21.6

2023 CGUs 2022 CGUs

€ billion € billion
Indefinite- life Indefinite- life
intangible assets intangible assets
Nutrition South Asia 3.2 3.3
Nutrition Europe, ANZ & METU 1.3 1.4
Nutrition North America 1.0 1.0
Prestige 2.7 2.8
Beauty & Wellbeing North Asia 1.4 1.5
Health & Wellness 1.6 1.6
Total Significant CGUs 11.2 11.6
(a)
Others 6.4 6.6
Total CGUs 17.6 18.2
(a) Included within Others are individually insignificant amounts of intangible assets.

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Notes to the Consolidated Financial Statements Unilever Group

9. Goodwill and intangible assets continued

Key assumptions
In performing our annual impairment testing, the recoverable amount of each CGU has been calculated based on its value in use, estimated as the
present value of projected future cash flows. Each GCGU's value in use is based on the aggregated value in use of the CGUs grouped under the
respective GCGU.
Projected cash flows include specific estimates for a period of five years. The growth rates and operating margins used to estimate cash flows for
the five years are based on past performance and on the Group’s three-year strategic plan, de-risked to ensure reasonability and extended to
years four and five. The Group's three-year strategic plan factors in initiatives we are undertaking to reduce carbon emissions in line with our CTAP
and impacts of climate change on our operational costs. The growth rates used in this exercise for GCGUs and significant CGUs are set out below:

For the year 2023

Beauty &
Group of CGUs Wellbeing Personal Care Home Care Nutrition Ice Cream
Longer-term sustainable growth rates 3% 2% 3% 2% 2%
Average near-term nominal growth rates 6% 4% 3% 3% 6%

Nutrition Beauty &

Nutrition Europe, ANZ & Nutrition Wellbeing Health &
Significant CGUs South Asia METU North America Prestige North Asia Wellness
Longer-term sustainable growth rates 5% 1% 1% 2% 2% 1%
Average near-term nominal growth rates 5% 1% 4% 11% 2% 12%

For the year 2022

Beauty &
Group of CGUs Wellbeing Personal Care Home Care Nutrition Ice Cream
Longer-term sustainable growth rates 3% 3% 4% 3% 3%
Average near-term nominal growth rates 6% 3% 4% 5% 6%

Nutrition Beauty &

Nutrition Europe, ANZ & Nutrition Wellbeing
Significant CGUs South Asia METU North America Prestige North Asia Health & Wellness
Longer-term sustainable growth rates 7% 2% 2% 2% 4% 2%
Average near-term nominal growth rates 7% 2% 4% 11% 3% 17%

The estimated cash flows after year five are extrapolated using a longer-term sustainable growth rate, which is determined as the lower of our own
three-year average growth projection and external forecasts for the relevant market.
In 2023, the projected cash flows are discounted using pre-tax discount rates. The discount rates are specific to each CGU and are determined
based on the weighted average cost of capital, including a market and country risk premium. Given the higher number of CGUs spread across
different markets, the CGU discount rates are in the range 8.4%–20.0% (2022: 7.4%–11.8%).
There are no reasonably possible changes in key assumptions that would cause the carrying amount of any CGU to exceed its recoverable amount.

10. Property, plant and equipment

The Group’s property, plant and equipment is comprised of owned assets (note 10A) and leased assets (note 10B). Property, plant and equipment
is measured at cost including eligible borrowing costs less depreciation and accumulated impairment losses.
Property, plant and equipment is subject to review for impairment if triggering events or circumstances indicate that this is necessary. If an
indication of impairment exists, the asset’s or cash generating unit’s recoverable amount is estimated and any impairment loss is charged to the
income statement as it arises.

Owned assets
Owned assets are initially measured at historical cost. Depreciation is provided on a straight-line basis over the expected average useful lives
of the assets. Residual values and useful lives are reviewed at least annually. The review of residual values and useful lives have taken into
consideration the impacts of climate change and the actions we undertake to mitigate and adapt against these climate-related risks and there
is no material impact on the income statement for this year. Estimated useful lives by major class of assets are as follows:
■ freehold buildings (no depreciation on freehold land) 40 years
■ leasehold land and buildings 40 years (or life of lease if less)
■ plant and equipment 2-20 years
Leased assets
The cost of a leased asset is measured as the lease liability at inception of the lease contract and other direct costs less any incentives granted by
the lessor. The Group has not capitalised leases which are less than 12 months or leases of low-value assets. These mainly relate to IT equipment,
office equipment, furniture and fitting and other peripheral items. When a lease liability is remeasured, the related lease asset is adjusted by the
same amount.
Depreciation is provided on a straight-line basis from the commencement date of the lease to the end of the lease term.

Unilever Annual Report and Accounts 2023 197

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

10. Property, plant and equipment continued

€ million € million
Property, plant and equipment Notes 2023 2022
Owned assets 10A 9,377 9,416
Leased assets 10B 1,330 1,354
Total 10,707 10,770

10A. Owned assets

€ million € million € million
Land and Plant and
Movements during 2023 buildings equipment Total
Cost
1 January 2023 4,708 15,108 19,816
Additions through business combinations – 1 1
Additions 280 1,222 1,502
Disposals and other movements (96) (766) (862)
Hyperinflationary adjustment 29 (111) (82)
Reclassification as held for sale 6 (13) (7)
Currency retranslation (256) (484) (740)
31 December 2023 4,671 14,957 19,628
Accumulated depreciation
1 January 2023 (1,599) (8,801) (10,400)
Depreciation charge for the year (116) (833) (949)
Disposals and other movements 80 635 715
Hyperinflationary adjustment 6 112 118
Reclassification as held for sale (6) 9 3
Currency retranslation 36 226 262
31 December 2023 (1,599) (8,652) (10,251)
(a)
Net book value 31 December 2023 3,072 6,305 9,377
Includes capital expenditures for assets under construction 189 1,057 1,246
(a) Includes €471 million of freehold land.

The Group has commitments to purchase property, plant and equipment of €583 million (2022: €356 million).

€ million € million € million

Land and Plant and
Movements during 2022 buildings equipment Total
Cost
1 January 2022 4,266 14,462 18,728
Additions through business combinations 0 0 0
Additions 391 1,065 1,456
Disposals and other movements (80) (858) (938)
Hyperinflationary adjustment 152 536 688
Reclassification as held for sale (11) (56) (67)
Currency retranslation (10) (41) (51)
31 December 2022 4,708 15,108 19,816
Accumulated depreciation
1 January 2022 (1,508) (8,387) (9,895)
Depreciation charge for the year (120) (897) (1,017)
Disposals and other movements 66 762 828
Hyperinflationary adjustment (36) (287) (323)
Reclassification as held for sale 6 18 24
Currency retranslation (7) (10) (17)
31 December 2022 (1,599) (8,801) (10,400)
(a)
Net book value 31 December 2022 3,109 6,307 9,416
Includes capital expenditures for assets under construction 104 960 1,064
(a) Includes €504 million of freehold land.

198 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

10B. Leased assets

€ million € million € million
Land and Plant and
Movements during 2023 buildings equipment Total
Cost
1 January 2023 2,655 650 3,305
Additions through business combinations 2 – 2
Additions 365 175 540
Disposals and other movements (307) (216) (523)
Hyperinflationary adjustment (1) – (1)
Reclassification as held for sale (12) (3) (15)
Currency retranslation (77) (23) (100)
31 December 2023 2,625 583 3,208
Accumulated depreciation
1 January 2023 (1,580) (371) (1,951)
Depreciation charge for the year (292) (109) (401)
Disposals and other movements 245 166 411
Reclassification as held for sale 9 3 12
Currency retranslation 40 11 51
31 December 2023 (1,578) (300) (1,878)
Net book value 31 December 2023 1,047 283 1,330

€ million € million € million

Land and Plant and
Movements during 2022 buildings equipment Total
Cost
1 January 2022 2,667 661 3,328
Additions through business combinations – – –
Additions 281 111 392
Disposals and other movements (303) (108) (411)
Hyperinflationary adjustment 3 – 3
Reclassification as held for sale 1 – 1
Currency retranslation 6 (14) (8)
31 December 2022 2,655 650 3,305
Accumulated depreciation
1 January 2022 (1,461) (353) (1,814)
Depreciation charge for the year (322) (118) (440)
Disposals and other movements 205 91 296
Reclassification as held for sale 2 – 2
Currency retranslation (4) 9 5
31 December 2022 (1,580) (371) (1,951)
Net book value 31 December 2022 1,075 279 1,354

Our leases mainly comprise of land and buildings and plant and equipment. The Group leases land and buildings for manufacturing, warehouse
facilities and office space and also sublets some property. Plant and equipment includes leases for vehicles.
The Group has recognised in the income statement, a charge of €117 million (2022: €105 million) for short-term leases and €64 million (2022: €74
million) on leases for low-value assets.
During the year, the Group recognised income of €11 million (2022: €12 million) from sublet properties.
The total cash outflow relating to leases was €465 million (2022: €590 million).
Lease liabilities are shown in note 15 on pages 203 and 207.

Unilever Annual Report and Accounts 2023 199

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

11. Other non-current assets

Joint ventures are undertakings in which the Group has an interest and which are jointly controlled by the Group and one or more other parties.
Associates are undertakings where the Group has an investment in which it does not have control or joint control but can exercise
significant influence.
Interests in joint ventures and associates are accounted for using the equity method and are stated in the consolidated balance sheet at cost,
adjusted for the movement in the Group’s share of their net assets and liabilities. The Group’s share of the profit or loss after tax of joint ventures
and associates is included in the Group’s consolidated profit before taxation.
Where the Group’s share of losses exceeds its interest in the equity-accounted investee, the carrying amount of the investment is reduced to zero
and the recognition of further losses is discontinued, except to the extent that the Group has an obligation to make payments on behalf of
the investee.

€ million € million
2023 2022
Interest in net assets of joint ventures 70 65
Interest in net assets of associates 24 19
(a)
Long-term trade and other receivables 394 520
(b)
Other non-current assets 423 338
911 942

(a) Including indirect tax receivables where we do not have the contractual right to receive payment within 12 months.
(b) Includes direct tax assets, withholding tax assets, interest on tax assets, contingent assets and investment properties.

€ million € million
Movements during 2023 and 2022 2023 2022
(a)
Joint ventures
1 January 65 37
Additions 10 3
Dividends received/reductions (241) (189)
Share of net profit/(loss) 235 213
Currency retranslation 1 1
31 December 70 65
Associates
1 January 19 23
Additions 8 6
Dividend received/reductions (5) (4)
Share of net profit/(loss) (4) (5)
Currency retranslation 6 (1)
31 December 24 19
(a) Our principal joint ventures are Unilever FIMA LDA in Portugal, Binzagr Unilever Distribution in the Middle East, the Pepsi Lipton Tea Partnership in the US and Pepsi
Lipton International Ltd for the rest of the world.

The joint ventures and associates have no contingent liabilities to which the Group is exposed, and the Group has no contingent liabilities in
relation to its interests in the joint ventures and associates.
The Group has no outstanding capital commitments to joint ventures.
Outstanding balances with joint ventures and associates are shown in note 23 on page 224.

12. Inventories

Inventories are valued at the lower of weighted average cost and net realisable value. Cost comprises direct costs and, where appropriate, a
proportion of attributable production overheads. Net realisable value is the estimated selling price less the estimated costs necessary to make
the sale.

€ million € million
Inventories 2023 2022
Raw materials and consumables 1,815 2,062
Finished goods and goods for resale 3,662 4,248
Total inventories 5,477 6,310
Provision for inventories (358) (379)
5,119 5,931

200 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

12. Inventories continued

€ million € million
Provision for inventories 2023 2022
1 January 379 308
Charge to income statement 80 164
Reduction/(releases) (63) (66)
Currency translations (32) (12)
(a)
Others (6) (15)
31 December 358 379

(a) Others include the amount relating to the acquisition/disposal of businesses and transfers.

Inventories with a value of €173 million (2022: €189 million) are carried at net realisable value, this being lower than cost. During 2023, a total
expense of €413 million (2022: €407 million) was recognised in the income statement for inventory write-downs and losses.

13. Trade and other current receivables

Trade and other current receivables are initially recognised at fair value plus any directly attributable transaction costs. Subsequently, except for
derivatives (see note 16 on page 208), these assets are held at amortised cost, using the effective interest method and net of any impairment
losses. Discounts payable to customers are shown as a reduction in trade receivables when there is a legal right and intent to settle them on a
net basis.

We do not consider the fair values of trade and other current receivables to be significantly different from their carrying values. Concentrations of
credit risk with respect to trade receivables are limited, due to the Group’s customer base being large and diverse. Our historical experience of
collecting receivables, supported by the level of default, is that credit risk is low across territories and so trade receivables are considered to be a
single class of financial assets. Impairment for trade receivables are calculated for specific receivables with known or anticipated issues affecting the
likelihood of recovery and for balances past due with a probability of default based on historical data as well as relevant forward-looking information.

€ million € million
Trade and other current receivables 2023 2022
Due within one year
Trade receivables 4,023 4,544
Prepayments and accrued income 516 969
Other receivables 1,236 1,543
5,775 7,056

Included within trade receivables are discounts due to our customers of €2,528 million (2022: €2,436 million). Other receivables comprise financial
assets of €256 million (2022: €317 million) and non-financial assets of €979 million (2022: €1,226 million). Financial assets include supplier and
customer deposits, employee advances and certain derivatives. Non-financial assets mainly consist of reclaimable sales tax of €581 million (2022:
€753 million).
€ million € million
Ageing of trade receivables 2023 2022
Not overdue 3,522 3,919
Past due less than three months 401 498
Past due more than three months but less than six months 67 96
Past due more than six months but less than one year 90 69
Past due more than one year 141 150
Total trade receivables 4,221 4,732
Impairment provision for trade receivables (198) (188)
4,023 4,544

The total impairment provision includes €198 million (2022: €188 million) for current trade receivables, €11 million (2022: €22 million) for other
current receivables and €13 million (2022: €68 million) for non-current trade and other receivables.

€ million € million
Impairment provision for total trade and other receivables 2023 2022
1 January 278 286
Charge to income statement 34 27
Reduction/releases (82) (44)
Reclassifications (3) 4
Currency translations (5) 5
31 December 222 278

Unilever Annual Report and Accounts 2023 201

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

14. Trade payables and other liabilities

Trade payables
Trade payables are initially recognised at fair value less any directly attributable transaction costs. Trade payables are subsequently measured
at amortised cost, using the effective interest method.
Other liabilities
Other liabilities are initially recognised at fair value less any directly attributable transaction costs. Subsequent measurement depends on the
type of liability:
■ accruals are subsequently measured at amortised cost, using the effective interest method;

■ social security and sundry taxes are subsequently measured at amortised cost, using the effective interest method;

■ deferred consideration is subsequently measured at fair value with changes in the income statement as explained below; and

■ others are subsequently measured either at amortised cost, using the effective interest method or at fair value, with changes being recognised

in the income statement.

Deferred consideration
Deferred consideration represents any payments to the sellers of a business that occur after the acquisition date. These typically comprise
contingent consideration and fixed deferred consideration:
■ fixed deferred consideration is a payment with a due date after acquisition that is not dependent on future conditions; and

■ contingent consideration is a payment which is dependent on certain conditions being met in the future and is often variable.

All deferred consideration is initially recognised at fair value as at the acquisition date, which includes a present value discount. Subsequently,
deferred consideration is measured to reflect the unwinding of discount on the liability, with changes recognised in finance cost within the
income statement. In the balance sheet, it is remeasured to reflect the latest estimate of the achievement of the conditions on which the
consideration is based; changes in value other than the discount unwind are recognised as acquisition and disposal-related costs in the income
statement.

We do not consider the fair values of trade payables and other liabilities to be significantly different from their carrying values.

€ million € million
Trade payables and other liabilities 2023 2022
Current: due within one year
Trade payables 10,355 11,100
Accruals 5,057 5,232
Social security and sundry taxes 512 626
Deferred consideration 167 78
Others 766 987
16,857 18,023
Non-current: due after more than one year
Accruals 105 141
Deferred consideration 5 102
Others 28 27
138 270
Total trade payables and other liabilities 16,995 18,293

Included within trade payables and other liabilities are discounts due to our customers of €2,294 million (2022: €2,121 million).
Included within others are IT and consulting services.
Deferred consideration
At 31 December 2023, the total balance of deferred consideration for acquisitions is €172 million (2022: €180 million), which includes contingent
consideration of €157 million (2022: €164 million). These contingent consideration payments are dependent on acquired businesses achieving
contractually agreed financial targets (mainly relates to cumulative increases in turnover and profit before tax) until 2025, with a maximum
contractual amount of €681 million.
Supplier financing arrangements for trade payables
Some of our suppliers elect to factor some of their receivables from the Group with financial institutions. In some instances, we provide suppliers
and/or banks with visibility of invoices approved for payment, which helps them receive cash from the bank before the invoice due date, if they
choose to do so. Payment dates and terms for Unilever do not vary based on whether the supplier chooses to factor their receivable. If a receivable
is purchased by a third-party bank, that third-party bank does not benefit from additional security when compared to the security originally
enjoyed by the supplier. The Group evaluates these arrangements to assess if the payable holds the characteristics of a trade payable or should
be classified as a financial liability. At 31 December 2023 and 31 December 2022, all such liabilities were classified as trade payables.
In May 2023, the IASB issued the final amendments to IAS 7 and IFRS 7 which address the disclosure requirements to enhance the transparency
of supplier finance arrangements and their effects on a company’s liabilities, cash flows and exposure to liquidity risk. We will first make these
disclosures in the 2024 Annual Report and Accounts.

202 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

15. Capital and funding

Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction
from equity, net of any tax effects.
Share-based compensation
The Group operates a number of share-based compensation plans involving awards of ordinary shares. Full details of these plans are given in
note 4C on pages 190 and 191.
Unification reserve
The Group recognised a separate Unification Reserve within Equity as a result of PLC Share Premium that arose from Unification.
Other reserves
Other reserves include the fair value reserve, the foreign currency translation reserve, the capital redemption reserve and treasury shares.
Shares held by employee share trusts and group companies
An employee share trust and group companies purchase and hold shares to satisfy performance shares granted and other share awards (see
note 4C). The assets and liabilities of the trust and shares held by the trust and group companies are included in the consolidated financial
statements. The book value of shares held is deducted from other reserves, and the trust’s borrowings are included in the Group’s liabilities. The
costs of the trust are included in the results of the Group. The shares held by the trust and group companies are excluded from the calculation of
earnings per share.

Financial liabilities
Financial liabilities are initially recognised at fair value, less any directly related transaction costs. When bonds are designated as being part
of a fair value hedge relationship, in those cases bonds are carried at amortised cost, adjusted for the fair value of the risk being hedged, with
changes in value shown in the income statement. Put options are initially recognised at the present value of the expected gross obligation, with
changes in value being recognised in the income statement. Other financial liabilities, which includes put options, are subsequently carried at
amortised cost, with the exception of:
■ financial liabilities which the Group has elected to measure at fair value through profit or loss;

■ derivative financial liabilities – see note 16 on page 208; and

■ contingent consideration recognised by an acquirer in a business combination to which IFRS 3 applies. Such contingent consideration is

subsequently measured at fair value through profit or loss.

Lease liabilities
Lease liabilities are initially measured at the present value of the lease payments that are not yet paid at the start of the lease term. This is
discounted using an appropriate borrowing rate determined by the Group, where none is readily available in the lease contract. The lease
liability is subsequently reduced by cash payments and increased by interest costs. The lease liability is remeasured when the Group assesses
that there will be a change in the amount expected to be paid during the lease term.

The Group’s Treasury activities are designed to:

■ maintain a competitive balance sheet in line with at least A/A2 rating (see below);

■ secure funding at lowest costs for the Group’s operations, M&A activity and external dividend payments (see below);

■ protect the Group’s financial results and position from financial risks (see note 16);

■ maintain market risks within acceptable parameters, while optimising returns (see note 16); and

■ protect the Group’s financial investments, while maximising returns (see note 17).

The Treasury department provides central deposit-taking, funding and foreign exchange management services for the Group’s operations. The
department is governed by standards and processes which are approved by Unilever Leadership Executive (ULE). In addition to guidelines and
exposure limits, a system of authorities and extensive independent reporting covers all major areas of activity. Performance is monitored closely
by senior management. Reviews are undertaken periodically by corporate audit.
Key instruments used by the Treasury department are:
■ short-term and long-term borrowings;

■ cash and cash equivalents; and

■ plain vanilla derivatives, including interest rate swaps and foreign exchange contracts.

The Treasury department maintains a list of approved financial instruments. The use of any new instrument must be approved by the Chief
Financial Officer. The use of leveraged instruments is not permitted.
Unilever considers the following components of its balance sheet to be managed capital:
■ total equity – retained profit, other reserves, share capital, share premium, non-controlling interests (notes 15A and 15B);

■ short-term debt – current financial liabilities (note 15C); and

■ long-term debt – non-current financial liabilities (note 15C).

The Group manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders through an
appropriate balance of debt and equity. The capital structure of the Group is based on management’s judgement of the appropriate balance of
key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital
structure in light of changes in economic conditions and the risk characteristics of the underlying assets.
Our current long-term credit rating is A+/A1 and our short-term credit rating is A1/P1. We aim to maintain a competitive balance sheet which we
consider to be the equivalent of a credit rating of at least A/A2 in the long term. This provides us with:
■ appropriate access to the debt and equity markets;

■ sufficient flexibility for acquisitions;

■ sufficient resilience against economic and financial uncertainty while ensuring ample liquidity; and

■ optimal weighted average cost of capital, given the above constraints.

Unilever monitors the qualitative and quantitative factors utilised by the rating agencies. This information is publicly available and is updated by
the credit rating agencies on a regular basis.

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 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Consolidated Financial Statements Unilever Group

15A. Share capital

£ million £ million
Unilever PLC 2023 2022
1 (a)
PLC ordinary shares of 3 /9 p each 78.3 81.8

Unilever Group € million € million

(b)
Euro equivalent in millions 88 92
(a) At 31 December 2023, 2,516,597,338 (2022: 2,629,243,772) of PLC ordinary shares were in issue. During the year 100,000 new shares were issued and 112,746,434 shares
were cancelled.
(b) The ordinary share capital of PLC is translated using the conversion rate as at the date of Unification of £1 = €1.121.

For information on the rights of shareholders of PLC see the Governance report on pages 80 to 101.

15B. Equity
Basis of consolidation
Unilever is the majority shareholder of all material subsidiaries and has control in all cases. Information in relation to significant
subsidiaries is provided in note 27 on page 226.
Subsidiaries with significant non-controlling interests
Unilever has one subsidiary company which has a material non-controlling interest, Hindustan Unilever Limited (HUL). Summary
financial information in relation to HUL is shown below.

€ million € million
HUL balance sheet as at 31 December 2023 2022
Non-current assets 6,221 6,354
Current assets 2,004 1,604
Current liabilities (1,315) (1,258)
Non-current liabilities (1,531) (1,152)
HUL comprehensive income for the year ended 31 December
Turnover 6,636 6,828
Profit after tax 1,147 1,190
Total comprehensive income 937 940

€ million € million
HUL cash flow for the year ended 31 December 2023 2022
Net increase/(decrease) in cash and cash-equivalents (22) 95

HUL non-controlling interest

1 January (2,115) (2,146)
Share of (profit)/loss for the year ended 31 December (437) (454)
Other comprehensive income (1) (3)
Dividend paid to the non-controlling interest 405 395
Currency translation 80 97
Other movements in equity 20 (4)
31 December (2,048) (2,115)

Analysis of other reserves

€ million € million € million
Total 2023 Total 2022 Total 2021
Fair value reserves – see following table 392 329 502
Currency retranslation of group companies – see following table (7,432) (5,803) (6,043)
Capital redemption reserve 25 21 21
Book value of treasury shares – see following table (207) (282) (388)
Repurchase of shares (6,034) (4,527) (3,018)
Cancellation of PLC shares 5,282 — —
(a)
Other (544) (542) (284)
(8,518) (10,804) (9,210)
(a) Relates primarily to options to purchase non-controlling interest in subsidiaries.

Unilever acquired 31,734,256 of its own shares (2022: 34,217,605) of its own shares through purchases on the stock exchanges during the year,
which includes the share buyback programme as explained in note 24. 112,746,434 of PLC ordinary shares were cancelled during the year and the
remaining shares were held as treasury shares as a separate component of other reserves.
At 31 December 2023, 1,361,032 shares were held by employee share ownership trust and 36,903 shares were held by other group companies in
connection with share-based compensation plans. The shares held by the employee share trust are shown as a deduction from other reserves. The
total number of treasury shares held in connection with share-based compensation plans at 31 December 2022 was 3,054,400 shares. (See note 4C
on pages 190 and 191).

204 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

15B. Equity continued

€ million € million
Treasury shares – movements during the year 2023 2022
1 January (4,809) (3,406)
Repurchase of shares (1,507) (1,509)
Cancellation of PLC shares 5,282 —
Other purchases and utilisations 75 106
31 December (959) (4,809)

€ million € million
Currency retranslation reserves – movements during the year 2023 2022
1 January (5,803) (6,043)
Currency retranslation of group companies' net assets and liabilities during the year (1,514) 212
Movement in net investment hedges and exchange differences in net investments in foreign operations (115) 28
31 December (7,432) (5,803)

€ million € million
Fair value reserves – movements during the year 2023 2022
1 January 329 502
Movements in Other comprehensive income, net of tax
Gains/(losses) on equity instruments (27) 45
Gains/(losses) on cash flow hedges (27) (92)
Hedging gains/(losses) transferred to non-financial assets 117 (126)
31 December 392 329
Refer to the consolidated statement of comprehensive income on page 173, the consolidated statement of changes in equity on page 174, and
note 6C on page 194.

Remeasurement of defined benefit pension plans, net of tax

€ million € million
2023 2022
1 January 330 803
Movement during the year (510) (473)
31 December (180) 330
Refer to the consolidated statement of comprehensive income on page 173, the consolidated statement of changes in equity on page 174, note 4B
from pages 185 to 190 and note 6C on page 194.

Currency retranslation gains/(losses) – movements during the year

€ million € million
2023 2022
1 January (5,883) (6,497)
Currency retranslation during the year:
Other reserves (1,629) 240
Retained profit 294 487
Non-controlling interest (126) (113)
31 December (7,344) (5,883)

Unilever Annual Report and Accounts 2023 205

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Notes to the Consolidated Financial Statements Unilever Group

15C. Financial liabilities

€ million € million € million € million € million € million
Non- Non-
Current Current Total Current Current Total
(a)
Financial liabilities 2023 2023 2023 2022 2022 2022
(b)
Bank loans and overdrafts 501 5 506 508 11 519
Bonds and other loans 4,066 22,626 26,692 4,723 21,789 26,512
Lease liabilities 334 1,061 1,395 340 1,068 1,408
Derivatives 48 446 494 102 529 631
(c)
Other financial liabilities 138 397 535 102 316 418
5,087 24,535 29,622 5,775 23,713 29,488
(a) For the purposes of this note and note 17A, financial assets and liabilities exclude trade and other current receivables and trade payables and other liabilities which
are covered in notes 13 and 14 respectively.
(b) Bank loans and overdrafts include €5 million (2022: €4 million) of secured liabilities.
(c) Includes options and financial liabilities to acquire non-controlling interests in the US, Myanmar, India, Italy and Hong Kong, refer to note 21.

Reconciliation of liabilities arising from financing activities

Non-cash movement
Business
Opening acquisi- Foreign Fair Closing
balance at Cash tions/ exchange value Other balance at
1 January movement disposals changes changes movements 31 December
Movements in 2023 and 2022 € million € million € million € million € million € million € million
2023
(a)
Bank loans and overdrafts (519) (98) (9) 130 – (10) (506)
(a)
Bonds and other loans (26,512) (413) (3) 403 (159) (8) (26,692)
(b)
Lease liabilities (1,408) 399 12 55 – (453) (1,395)
Derivatives (631) – – 7 130 – (494)
(a)
Other financial liabilities (418) – (44) 19 (81) (11) (535)
Total (29,488) (112) (44) 614 (110) (482) (29,622)

2022
(a)
Bank loans and overdrafts (402) (129) – 29 – (17) (519)
(a)
Bonds and other loans (27,621) 1,343 – (727) 490 3 (26,512)
(b)
Lease liabilities (1,649) 546 – 12 – (317) (1,408)
Derivatives (184) – – (2) (448) 3 (631)
(a)
Other financial liabilities (277) 4 – 17 108 (270) (418)
Total (30,133) 1,764 – (671) 150 (598) (29,488)
(a) These cash movements are included within the following lines in the consolidated cash flow statement: net change in short-term borrowings, additional financial
liabilities and repayment of financial liabilities. The difference of €(14) million (2022: €9 million) represents cash movements in overdrafts that are not included in
financing cash flows.
(b) Lease liabilities cash movement is included within capital element of lease payments in the consolidated cash flow statement. The difference of €5 million (2022: €28
million) represents gain or loss from termination and modification of lease contracts.

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Notes to the Consolidated Financial Statements Unilever Group

15C. Financial liabilities continued – Analysis of bonds and other loans

€ million Total 2023 Total 2022
Unilever PLC
1.375% Notes 2024 (£) 288 282
1.875% Notes 2029 (£) 286 281
1.500% Notes 2026 (£) 575 563
1.500% Notes 2039 (€) 647 646
(a)
2.125% Notes 2028 (£) 320 300
Total PLC 2,116 2,072
Other group companies
The Netherlands
1.625% Notes 2033 (€) 794 794
1.375% Notes 2029 (€) 746 745
1.125% Bonds 2027 (€) 698 698
1.125% Bonds 2028 (€) 697 696
0.875% Notes 2025 (€) 649 649
0.500% Bonds 2025 (€) 649 648
1.375% Notes 2030 (€) 645 644
0.375% Notes 2023 (€) – 600
1.000% Notes 2027 (€) 599 599
1.000% Notes 2023 (€) – 500
0.500% Notes 2023 (€) – 500
0.500% Notes 2024 (€) 500 498
1.250% Notes 2025 (€) 1,000 999
1.750% Notes 2030 (€) 996 995
(a)
1.250% Notes 2031 (€) 576 539
(a)
2.250% Notes 2034 (€) 786 735
(a)
0.750% Notes 2026 (€) 475 458
1.750% Notes 2028 (€) 645 645
3.250% Notes 2031 (€) 495 –
3.500% Notes 2035 (€) 496 –

United States
5.900% Bonds 2032 (US $) 897 932
2.900% Notes 2027 (US $) 897 930
3.500% Notes 2028 (US $) 716 742
2.000% Notes 2026 (US $) 629 651
3.125% Notes 2023 (US $) – 516
3.250% Notes 2024 (US $) 452 468
3.100% Notes 2025 (US $) 450 467
2.600% Notes 2024 (US $) 451 468
3.500% Bonds 2028 (US $) 449 465
3.375% Notes 2025 (US $) 315 327
7.250% Bonds 2026 (US $) 267 276
6.625% Bonds 2028 (US $) 214 221
5.600% Bonds 2097 (US $) 83 86
2.125% Notes 2029 (US $) 762 790
2.600% Notes 2024 (US $) 453 473
(a)
1.375% Notes 2030 (US $) 368 368
0.375% Notes 2023 (US $) – 469
0.626% Notes 2024 (US $) 452 469
2.625% Notes 2051 (US $) 576 598
(a)
1.750% Notes 2031 (US $) 640 644
3.300% Notes 2029 (€) 549 –
3.400% Notes 2033 (€) 694 –
4.875% Notes 2028 (US $) 630 –
5.000% Notes 2033 (US $) 714 –
Commercial Paper (US $) 1,465 2,057

Other countries
Switzerland 6 81
Others 1 –
Total other group companies 24,576 24,440
Total bonds and other loans 26,692 26,512
(a) Bonds includes €(378) million (2022: €(537)million) fair value adjustment following the fair value hedge accounting of fixed-for-floating interest rate swaps.

Information in relation to the derivatives used to hedge bonds and other loans within a fair value hedge relationship is shown in note 16.

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Notes to the Consolidated Financial Statements Unilever Group

16. Treasury risk management

Derivatives and hedge accounting
Derivatives are measured at fair value with any related transaction costs expensed as incurred. The treatment of changes in the value of
derivatives depends on their use as explained below.
(a)
(i) Fair value hedges
Certain derivatives are held to hedge the risk of changes in value of a specific bond or other loan. In these situations, the Group designates the
liability and related derivative to be part of a fair value hedge relationship. The carrying value of the bond is adjusted by the fair value of the
risk being hedged, with changes going to the income statement. Gains and losses on the corresponding derivative are also recognised in the
income statement. The amounts recognised are offset in the income statement to the extent that the hedge is effective. Ineffectiveness may
occur if the critical terms do not exactly match, or if there is a value adjustment resulting from a change in credit risk (in either the Group or
the counter-party to the derivative) that is not matched by the hedged item. When the relationship no longer meets the criteria for hedge
accounting, the fair value hedge adjustment made to the bond is amortised to the income statement using the effective interest method.
(a)
(ii) Cash flow hedges
Derivatives are also held to hedge the uncertainty in timing or amount of future forecast cash flows. Such derivatives are classified as being
part of cash flow hedge relationships. For an effective hedge, gains and losses from changes in the fair value of derivatives are recognised in
equity. Cost of hedging, where material and opted for, is recorded in a separate account within equity. Any ineffective elements of the hedge
are recognised in the income statement. Ineffectiveness may occur if there are changes to the expected timing of the hedged transaction. If the
hedged cash flow relates to a non-financial asset, the amount accumulated in equity is subsequently included within the carrying value of that
asset. For other cash flow hedges, amounts deferred in equity are taken to the income statement at the same time as the related cash flow.
When a derivative no longer qualifies for hedge accounting, any cumulative gain or loss remains in equity until the related cash flow occurs.
When the cash flow takes place, the cumulative gain or loss is taken to the income statement. If the hedged cash flow is no longer expected to
occur, the cumulative gain or loss is taken to the income statement immediately.
(a)
(iii) Net investment hedges
Certain derivatives are designated as hedges of the currency risk on the Group’s investment in foreign subsidiaries. The accounting policy for
these arrangements is set out in note 1.
(iv) Derivatives for which hedge accounting is not applied
Derivatives not classified as hedges are held in order to hedge certain balance sheet items and commodity exposures. No hedge accounting is
applied to these derivatives, which are carried at fair value with changes being recognised in the income statement.

(a) Applying hedge accounting has not led to material ineffectiveness being recognised in the income statement for both 2023 and 2022. Fair value changes on basis
spread is recorded in a separate account within equity.

The Group is exposed to the following risks that arise from its use of financial instruments, the management of which is described in the
following sections:
■ liquidity risk (see note 16A);

■ market risk (see note 16B); and

■ credit risk (see note 17B).

The Group’s risk management framework is established to set appropriate risk limits and controls, and to maintain adherence to these limits.

16A. Management of liquidity risk

Liquidity risk is the risk that the Group will face in meeting its obligations associated with its financial liabilities. The Group’s approach to managing
liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this,
management considers both normal and stressed conditions. A material and sustained shortfall in our cash flow could undermine the Group’s
credit rating, impair investor confidence and also restrict the Group’s ability to raise funds.
The Group’s funding strategy was supported by cash delivery from the business, coupled with the proceeds from bond issuances. Surplus cash
balances have been invested conservatively with low-risk counter-parties at maturities of primarily less than six months. In its liquidity assessment,
the Group does not consider any supplier financing arrangements as these arrangements are non-recourse to Unilever and supplier payment
dates and terms for Unilever do not vary based on whether the supplier chooses to use such financing arrangements.
Cash flow from operating activities provides the funds to service the financing of financial liabilities on a day-to-day basis. The Group seeks to
manage its liquidity requirements by maintaining access to global debt markets through short-term and long-term debt programmes. In addition,
Unilever has committed credit facilities for general corporate use.
On 31 December 2023, Unilever had undrawn revolving 364-day bilateral credit facilities in aggregate of $5,200 million and €2,600 million (2022:
$5,200 million and €2,550 million ) with a 364-day term out. As part of the regular annual process, the intention is that these facilities will again be
renewed in 2024.

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Notes to the Consolidated Financial Statements Unilever Group

16A. Management of liquidity risk continued

The following table shows Unilever’s contractually agreed undiscounted cash flows, including expected interest payments, which are payable
under financial liabilities at the balance sheet date:

€ million € million € million € million € million € million € million € million

Net carrying
Due Due Due Due amount as
Due between between between between Due shown in
within 1 and 2 and 3 and 4 and after balance
Undiscounted cash flows 1 year 2 years 3 years 4 years 5 years 5 years Total sheet
2023
Non-derivative financial liabilities:
Bank loans and overdrafts (524) (1) (1) (1) (1) (3) (531) (506)
Bonds and other loans (4,650) (3,599) (2,480) (2,643) (4,092) (14,028) (31,492) (26,692)
Lease liabilities (407) (316) (260) (193) (153) (362) (1,691) (1,395)
Other financial liabilities (138) (352) (50) – – (2) (542) (535)
Trade payables, accruals and other
liabilities (16,113) (63) (23) (16) (4) (26) (16,245) (16,245)
Deferred consideration (168) (5) – – – – (173) (172)
(22,000) (4,336) (2,814) (2,853) (4,250) (14,421) (50,674) (45,545)
Derivative financial liabilities:
Interest rate derivatives: (452)
Derivative contracts – receipts 542 84 84 971 54 192 1,927
Derivative contracts – payments (648) (150) (125) (1,020) (95) (326) (2,364)
Foreign exchange derivatives: (85)
Derivative contracts – receipts 7,704 – – – – – 7,704
Derivative contracts – payments (7,806) – – – – – (7,806)
Commodity derivatives: (22)
Derivative contracts – receipts – – – – – – –
Derivative contracts – payments (22) – – – – – (22)
(230) (66) (41) (49) (41) (134) (561) (559)
Total (22,230) (4,402) (2,855) (2,902) (4,291) (14,555) (51,235) (46,104)
2022
Non-derivative financial liabilities:
Bank loans and overdrafts (529) (5) – – – (7) (541) (519)
Bonds and other loans (5,220) (3,102) (3,494) (2,369) (2,541) (14,176) (30,902) (26,512)
Lease liabilities (397) (320) (245) (196) (144) (347) (1,649) (1,408)
Other financial liabilities (104) (27) (290) – – – (421) (418)
Trade payables, accruals and other
(17,166) (74) (28) (16) (12) (38) (17,334) (17,334)
liabilities
Deferred consideration (79) (96) (14) – – – (189) (180)
(23,495) (3,624) (4,071) (2,581) (2,697) (14,568) (51,036) (46,371)
Derivative financial liabilities:
Interest rate derivatives: (529)
Derivative contracts – receipts 59 59 59 59 55 249 540
Derivative contracts – payments (106) (159) (142) (133) (114) (483) (1,137)
Foreign exchange derivatives: (217)
Derivative contracts – receipts 8,244 – – – – – 8,244
Derivative contracts – payments (8,469) – – – – – (8,469)
Commodity derivatives: (38)
Derivative contracts – receipts – – – – – – –
Derivative contracts – payments (38) – – – – – (38)
(310) (100) (83) (74) (59) (234) (860) (784)
Total (23,805) (3,724) (4,154) (2,655) (2,756) (14,802) (51,896) (47,155)

The Group has sublet a small proportion of leased properties. Related future minimum sublease payments are €23 million (2022: €42 million).

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Notes to the Consolidated Financial Statements Unilever Group

16A. Management of liquidity risk continued

The following table shows cash flows for which cash flow hedge accounting is applied. The derivatives in the cash flow hedge relationships are
expected to have an impact on profit and loss in the same periods as the cash flows occur.

€ million € million € million € million € million € million € million € million

Due Due Due Due Net carrying

Due between between between between Due amount of
within 1 and 2 and 3 and 4 and after related
(a)
1 year 2 years 3 years 4 years 5 years 5 years Total derivatives
2023
Foreign exchange cash inflows 2,807 – – – – – 2,807 –
Foreign exchange cash outflows (2,842) – – – – – (2,842) (6)
Interest rate swaps cash inflows 526 68 68 959 42 1,387 3,050 48
Interest rate swaps cash outflows (528) (68) (68) (978) (55) (1,387) (3,084) –
Commodity contracts cash inflows 8 – – – – – 8 8
Commodity contracts cash outflows (22) – – – – – (22) (22)
2022
Foreign exchange cash inflows 3,100 – – – – – 3,100 –
Foreign exchange cash outflows (3,180) – – – – – (3,180) (48)
Interest rate swaps cash inflows 564 502 27 27 952 – 2,072 119
Interest rate swaps cash outflows (464) (473) (13) (13) (923) – (1,886) –
Commodity contracts cash inflows 6 – – – – – 6 6
Commodity contracts cash outflows (38) – – – – – (38) (38)
(a) See note 16C.

16B. Management of market risk

Unilever’s size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:
■ commodity price risk;

■ currency risk; and

■ interest rate risk.

The above risks may affect the Group’s income and expenses, or the value of its financial instruments. The objective of the Group’s management
of market risk is to maintain this risk within acceptable parameters, while optimising returns. Generally, the Group applies hedge accounting to
manage the volatility in income statement arising from market risk.
Where the Group uses hedge accounting to mitigate the above risks, it is normally implemented centrally by either the Treasury or Commodity
Risk Management teams, in line with their respective frameworks and strategies. Hedge effectiveness is determined at the inception of the hedge
relationship, and through periodic prospective effectiveness assessments to ensure that an economic relationship continues to exist between
the hedged item and hedging instrument. The Group generally enters into hedge relationships where the critical terms of the hedging instrument
match exactly with the hedged item, meaning that the economic relationship between the hedged item and hedging instrument is evident, so
only a qualitative assessment is performed. When a qualitative assessment is not considered sufficient, for example when the critical terms of the
hedging instrument do not match exactly with the hedged item, a quantitative assessment of hedge effectiveness will also be performed. The
hedge ratio is set on inception for all hedge relationships and is dependent on the alignment of the critical terms of the hedging instrument to
the hedged item (in most instances these are matched, so the hedge ratio is 1:1).

210 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

16B. Management of market risk continued

The Group’s exposure to, and management of, these risks is explained below. It often includes derivative financial instruments, the uses of which
are described in note 16C.

Potential impact of risk Management policy and Sensitivity to the risk

hedging strategy
(i) Commodity price risk The Group uses commodity forwards, futures, A 10% increase in commodity prices as at
The Group is exposed to the risk of changes in swaps and option contracts to hedge against 31 December 2023 would have led to
commodity prices in relation to its purchase of this risk. All commodity forward contracts a €40 million gain on the commodity
certain raw materials. hedge future purchases of raw materials and derivatives in the cash flow hedge reserve
the contracts are settled either in cash or by (2022: €58 million gain in the cash flow
At 31 December 2023, the Group had hedged
physical delivery. hedge reserve).
its exposure to future commodity purchases
with commodity derivatives valued at The Group also hedges risk components of A decrease of 10% in commodity prices on
€342 million (2022: €576 million). commodities where it is not possible to hedge a full-year basis would have the equal but
the commodity in full. This is done with opposite effect.
Hedges of future commodity purchases
reference to the contract to purchase the
resulted in cumulative losses of €79 million
hedged commodity.
(2022: gain of €197 million) being reclassified
to the income statement and losses of Commodity derivatives are generally
€34 million (2022: gain of €103 million) designated as hedging instruments in
being recognised as a basis adjustment to cash flow hedge accounting relations. All
inventory purchased. commodity derivative contracts are done
in line with approvals from the Global
Commodity Executive which is chaired by the
Unilever Chief Business Operations Officer
(CBOO) or the Global Commodity Operating
Team which is chaired by the Chief
Procurement Officer.

(ii) Currency risk The Group manages currency exposures within As an estimation of the approximate impact
Currency risk on sales, purchases and prescribed limits, mainly through the use of of the residual risk, with respect to financial
borrowings forward foreign currency exchange contracts. instruments, the Group has calculated the
impact of a 10% change in exchange rates.
Because of Unilever’s global reach, it is subject Operating companies manage foreign
to the risk that changes in foreign currency exchange exposures within prescribed limits. Impact on income statement
values impact the Group’s sales, purchases
The aim of the Group’s approach to A 10% strengthening of the foreign currencies
and borrowings.
management of currency risk is to leave the against the respective functional currencies
At 31 December 2023, the exposure to the Group with no material residual risk. of group companies would have led to
Group from companies holding financial approximately an additional €25 million
assets and liabilities other than in their loss in the income statement (2022:
functional currency amounted to €254 million €32 million loss).
(2022: €315 million).
A 10% weakening of the foreign currencies
against the respective functional currencies
of group companies would have led to an
equal but opposite effect.
Impact on equity – trade-related cash flow
hedges
A 10% strengthening of foreign currencies
against the respective functional currencies
of group companies hedging future trade
cash flows and applying cash flow hedge
accounting, would have led to €142 million
loss (2022: €99 million loss) in equity.
A 10% weakening of the same would have
led to an equal but opposite effect.

As at year end, the Group had the below

notional amount of currency derivatives
outstanding to which cash flow hedge
accounting is applied:
Currency 2023 2022

EUR* (951) (958)

GBP (372) (408)
USD 363 764
SEK (97) (103)
CAD (136) (86)
PLN (42) (64)
Others (181) (136)
Total (1,416) (991)
* Euro exposure relates to group companies having
non-euro functional currencies.

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Notes to the Consolidated Financial Statements Unilever Group

16B. Management of market risk continued

Potential impact of risk Management policy and Sensitivity to the risk

hedging strategy
Currency risk on the Group’s net investments Unilever aims to minimise this currency risk on Impact on equity – net investment hedges
the Group’s net investment exposure by
The Group is also subject to currency risk A 10% strengthening of the euro against
borrowing in local currency in the operating
in relation to the translation of the net other currencies would have led to
companies themselves. In some locations,
investments of its foreign operations into €260 million (2022: €280 million) loss in the
however, the Group’s ability to do this is
euros for inclusion in its consolidated equity on the net investment hedges used
inhibited by local regulations, lack of local
financial statements. to manage the currency exposure on the
liquidity or by local market conditions.
Group’s investments.
These net investments include Group financial
Treasury may decide on a case-by-case basis
loans, which are monetary items that form A 10% weakening of the euro against other
to actively hedge the currency exposure from
part of our net investment in foreign currencies would have led to an equal but
net investment in foreign operations. This is
operations, of €13.0 billion (2022: €13.0 billion), opposite effect.
done either through additional borrowings
of which €9.0 billion (2022: €8.8 billion) is
in the related currency, or through the use Impact on equity – net investments in group
denominated in GBP. In accordance with
of forward foreign exchange contracts. companies
IAS 21, the exchange differences on these
financial loans are booked through reserves. Where local currency borrowings, or forward A 10% strengthening of the euro against all
contracts, are used to hedge the currency risk other currencies would have led to €2,620
Part of the currency exposure on the Group’s
in relation to the Group’s net investment in million negative retranslation effect (2022:
investments is also managed using USD net
foreign subsidiaries, these relationships are €2,370 million negative retranslation effect).
investment hedges with a nominal value of
designated as net investment hedges for
€2.6 billion (2022: €2.8 billion) for USD. A 10% weakening of the euro against all
accounting purposes.
other currencies would have led to an equal
At 31 December 2023, the net exposure of the
Exchange risk related to the principal amount but opposite effect.
net investments in foreign currencies amounts
of the USD denominated debt either forms part
to €26.2 billion (2022: €23.7 billion). In line with accepted hedge accounting
of hedging relationship itself, or is hedged
through forward contracts. treatment and our accounting policy for
financial loans, the retranslation differences
would be recognised in equity.
(a)
(iii) Interest rate risk Unilever’s interest rate management approach Impact on income statement
The Group is exposed to market interest rate aims for an optimal balance between fixed-
Assuming that all other variables remain
fluctuations on its floating-rate debt. Increases and floating-rate interest rate exposures on
constant, a 1.0 percentage point increase in
in benchmark interest rates could increase the expected financial liabilities. The objective of
floating interest rates on a full-year basis as
interest cost of our floating-rate debt and this approach is to minimise annual
at 31 December 2023 would have led to an
increase the cost of future borrowings. The interest costs.
additional €77 million of additional finance
Group’s ability to manage interest costs also
This is achieved either by issuing fixed- or cost (2022: €85 million additional finance
has an impact on reported results.
floating-rate long-term debt, or by modifying costs).
The Group does not have any material floating interest rate exposure through the use of
A 1.0 percentage point decrease in floating
interest-bearing financial assets or any interest rate swaps.
interest rates on a full-year basis would have
significant long-term fixed interest-bearing
The majority of the Group’s existing interest led to an equal but opposite effect.
financial assets. Consequently, the Group’s
rate derivatives are designated as fair value
interest rate risk arises mainly from financial Impact on equity – cash flow hedges
hedges and are expected to be effective. The
liabilities other than lease liabilities.
fair value movement of these derivatives is Assuming that all other variables remain
Taking into account the impact of interest rate recognised in the income statement, along constant, a 1.0 percentage point increase
swaps, at 31 December 2023, interest rates with any changes in the relevant fair value of in interest rates on a full-year basis as at
were fixed on approximately 70% of the the underlying hedged asset or liability. 31 December 2023 would have led to an
expected financial liabilities (excluding lease additional €7 million debit in equity from
liabilities) for 2024, and 59% for 2025 (68% for derivatives in cash flow hedge relationships
2023 and 59% for 2024 at 31 December 2022). (2022: €1 million credit).
As at year end, the Group had the below A 1.0 percentage point decrease in interest
notional amount of interest rate derivatives rates on a full-year basis would have led to
outstanding on which hedge accounting is an additional €8 million credit in equity from
applied: derivatives in cash flow hedge relationships
(2022: €1 million debit).

€ million € million
Cash flow hedge 2023 2022

Currency 2,605 1,923

EUR 1,250 –
USD 1,355 1,923
Fair value hedge

Currency 3,566 3,606

EUR 2,000 2,000
USD 1,220 1,267
GBP 346 339

For interest management purposes,

transactions with a maturity shorter than six
months from inception date are not included
as fixed interest transactions.
The average interest rate on short-term
borrowings in 2023 was 5.9% (2022: 1.2%).

(a) See the weighted average amount of financial liabilities with fixed-rate interest shown in the following table.

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Notes to the Consolidated Financial Statements Unilever Group

16B. Management of market risk continued

The following table shows the split in fixed- and floating-rate interest exposures, taking into account the impact of interest rate swaps:

€ million € million
2023 2022
Current financial liabilities (5,087) (5,775)
Non-current financial liabilities (24,535) (23,713)
Total financial liabilities (29,622) (29,488)
Less: lease liabilities (1,395) (1,408)
Financial liabilities (excluding lease liabilities) 28,227 28,080
Of which:
Fixed rate (weighted average amount of fixing for the following year) (20,527) (19,594)

16C. Derivatives and hedging

The Group does not use derivative financial instruments for speculative purposes. The uses of derivatives and the related values of derivatives are
summarised in the following table. Derivatives used to hedge:

€ million € million € million € million € million € million € million

Trade
Trade Current Non-Current payables Current Non-Current
and other financial financial and other financial financial
receivables assets assets liabilities liabilities liabilities Total
31 December 2023
Foreign exchange derivatives
Fair value hedges – – – – – – –
Cash flow hedges 22 – – (28) – – (6)
Hedges on the net investment in foreign
(a)
operations – – – – (42) – (42)
(a)
Hedge accounting not applied 7 37 – (15) – – 29
Interest rate derivatives
Fair value hedges – – – – – (425) (425)
Cash flow hedges – – 75 – (6) (21) 48
Hedge accounting not applied – – – – – – –
Commodity contracts
Cash flow hedges 8 – – (22) – – (14)
Hedge accounting not applied – – – – – – –
37 37 75 (65) (48) (446) (410)
Total assets 149 Total liabilities (559) (410)
31 December 2022
Foreign exchange derivatives
Fair value hedges – – – – – – –
Cash flow hedges 32 – – (80) – – (48)
(a)
Hedges on the net investment in foreign
operations – – – – (92) – (92)
(a) (a)
Hedge accounting not applied 51 163 – (35) (10) – 169
Interest rate derivatives
Fair value hedges – – – – – (522) (522)
Cash flow hedges – 75 51 – – (7) 119
Hedge accounting not applied – – – – – – –
Commodity contracts
Cash flow hedges 6 – – (38) – – (32)
Hedge accounting not applied – – – – – – –
89 238 51 (153) (102) (529) (406)
Total assets 378 Total liabilities (784) (406)
(a) Swaps that hedge the currency risk on intra-group loans and offset ‘Hedges of net investments in foreign operations’ are included within ‘Hedge accounting not
applied’. See below for further details.

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Notes to the Consolidated Financial Statements Unilever Group

16C. Derivatives and hedging continued

Master netting or similar agreements
A number of legal entities within the Group enter into derivative transactions under International Swaps and Derivatives Association (ISDA) master
netting agreements. In general, under such agreements the amounts owed by each counter-party on a single day in respect of all transactions
outstanding in the same currency are aggregated into a single net amount that is payable by one party to the other. In certain circumstances,
such as when a credit event such as a default occurs, all outstanding transactions under the agreement are terminated, the termination value
is assessed and only a single net amount is payable in settlement of all transactions.
The ISDA agreements do not meet the criteria for offsetting the positive and negative values in the consolidated balance sheet. This is because the
Group does not have a legally enforceable right to offset recognised amounts against counterparties, as the right to offset is enforceable only
upon the occurrence of credit events such as a default.
The column ‘Related amounts not set off in the balance sheet – Financial instruments’ shows the netting impact of our ISDA agreements, assuming
the agreements are respected in the relevant jurisdiction.
(i) Financial assets
The following financial assets are subject to offsetting, enforceable master netting arrangements and similar agreements.

Related amounts not set

off in the balance sheet
€ million € million € million € million € million € million
Gross amounts
of recognised Net amounts of
Gross amounts of financial assets financial assets Cash
recognised set off in the presented in the Financial collateral
As at 31 December 2023 financial assets balance sheet balance sheet instruments received Net amount
Derivative financial assets 191 (42) 149 (122) (6) 21
As at 31 December 2022
Derivative financial assets 449 (71) 378 (272) (81) 25

(ii) Financial liabilities

The following financial liabilities are subject to offsetting, enforceable master netting arrangements and similar agreements.

Related amounts not set

off in the balance sheet

€ million € million € million € million € million € million

Gross amounts
of recognised Net amounts
Gross amounts financial of financial
of recognised liabilities liabilities Cash
financial set off in the presented in the Financial collateral
As at 31 December 2023 liabilities balance sheet balance sheet instruments received Net amount
Derivative financial liabilities (601) 42 (559) 122 – (437)
As at 31 December 2022
Derivative financial liabilities (855) 71 (784) 272 – (512)

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Notes to the Consolidated Financial Statements Unilever Group

17. Investment and return

Cash and cash equivalents
Cash and cash equivalents in the balance sheet include deposits, investments in money market funds and highly liquid investments. To be
classified as cash and cash equivalents, an asset must:
■ be readily convertible into cash;

■ have an insignificant risk of changes in value; and

■ have a maturity period of typically three months or less at acquisition.

Cash and cash equivalents in the cash flow statement also include bank overdrafts and are recorded at amortised cost.

Other financial assets

The Group classifies its financial assets into the following measurement categories:
■ those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and

■ those to be measured at amortised cost.

This classification depends on our business model for managing the financial asset and the contractual terms of the cash flows.
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or
loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair
value through profit or loss are expensed in the income statement.
All financial assets are either debt instruments or equity instruments. Debt instruments are those that provide the Group with a contractual right
to receive cash or another asset. Equity instruments are those where the Group has no contractual right to receive cash or another asset.

Debt instruments
The subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow
characteristics of the asset. There are three measurement categories that debt instruments are classified as:
■ financial assets at amortised cost;

■ financial assets at fair value through other comprehensive income; or

■ financial assets at fair value through profit or loss.

(i) Amortised cost

Assets measured at amortised cost are those which are held to collect contractual cash flows on the repayment of principal or interest (SPPI).
A gain or loss on a debt investment recognised at amortised cost on derecognition or impairment is recognised in the income statement. Interest
income is recognised within finance income using the effective interest rate method.
(ii) Fair value through other comprehensive income
Assets that are held at fair value through other comprehensive income are those that are held to collect contractual cash flows on the
repayment of principal and interest and which are held to recognise a capital gain through the sale of the asset. Movements in the carrying
amount are recognised in other comprehensive income except for the recognition of impairment, interest income and foreign exchange gains or
losses which are recognised in the income statement. On derecognition, the cumulative gain or loss recognised in other comprehensive income
is reclassified from equity to the income statement. Interest income is included in finance income using the effective interest rate method.
(iii) Fair value through profit or loss
Assets that do not meet the criteria for either amortised cost or fair value through other comprehensive income are measured as fair value
through profit or loss. Related transaction costs are expensed as incurred. Unless they form part of a hedging relationship, these assets are held
at fair value, with changes being recognised in the income statement. Interest income from these assets is included within finance income.

Equity instruments
The Group subsequently measures all equity instruments at fair value. Where the Group has elected to present fair value gains and losses on
equity investments in other comprehensive income, there is no subsequent reclassification of fair value gains or losses to profit or loss. Dividends
from these investments continue to be recognised in the income statement.
Impairment of financial assets
Financial instruments classified as amortised cost and debt instruments classified as fair value through other comprehensive income are
assessed for impairment. The Group assesses the probability of default of an asset at initial recognition and then whether there has been a
significant increase in credit risk on an ongoing basis.
To assess whether there is a significant increase in credit risk, the Group compares the risk of a default occurring on the asset as at the reporting
date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking
information. Macroeconomic information (such as market interest rates or growth rates) is also considered.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with
the company. Impairment losses on assets classified as amortised cost are recognised in the income statement. When a later event causes the
impairment losses to decrease, the reduction in impairment loss is also recognised in the income statement. Permanent impairment losses on
debt instruments classified as fair value through other comprehensive income are recognised in the income statement.

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Notes to the Consolidated Financial Statements Unilever Group

17A. Financial assets

The Group’s Treasury function aims to protect the Group’s financial investments, while maximising returns. The fair value of financial assets is
considered to be the same as the carrying amount for 2023 and 2022. The Group’s cash resources and other financial assets are shown below.

€ million € million € million € million € million € million

Current Non-current Total Current Non-current Total
(a)
Financial assets 2023 2023 2023 2022 2022 2022
Cash and cash equivalents
Cash at bank and in hand 2,862 – 2,862 2,553 – 2,553
(b)
Short-term deposits 1,181 – 1,181 1,743 – 1,743
Other cash equivalents 116 – 116 30 – 30
4,159 – 4,159 4,326 – 4,326
Other financial assets
(c)
Financial assets at amortised cost 961 454 1,415 772 232 1,004
Financial assets at fair value through other comprehensive
(d)
income 151 458 609 – 407 407
Financial assets at fair value through profit or loss:
Derivatives 37 75 112 238 51 289
(e)
Other 582 399 981 425 464 889
1,731 1,386 3,117 1,435 1,154 2,589
Total 5,890 1,386 7,276 5,761 1,154 6,915
(a) For the purposes of this note and note 15C, financial assets and liabilities exclude trade and other current receivables and trade payables and other liabilities which
are covered in notes 13 and 14 respectively.
(b) Short-term deposits typically have maturity of up to 3 months.
(c) Current financial assets at amortised cost include short-term deposits with banks with maturities longer than three months excluding deposits which are part of a
recognised cash management process and loans to joint venture entities. Non-current financial assets at amortised cost include judicial deposits of €227 million
(2022: €199 million).
(d) Included within non-current financial assets at fair value through other comprehensive income are equity investments. These investments are not held by Unilever for
trading purposes and hence the Group has opted to recognise fair value movements through other comprehensive income. The fair value movement in 2023 of these
equity investments was €(39) million (2022: €41 million).
(e) Current other financial assets at fair value through profit or loss include money market funds, marketable securities and other capital market instruments. Included
within non-current financial assets at fair value through profit or loss are assets in a trust to fund benefit obligations in the US (see also note 4B) of €33 million (2022:
€39 million), option to acquire non-controlling interest in subsidiaries of €31 million (2022: €41 million) and investments in financial institutions in North America,
North Asia, South Asia and Europe.

There were no significant changes on account of change in business model in classification of financial assets since 31 December 2022.
There are no financial assets that are designated at fair value through profit or loss, which would otherwise have been measured at fair value
through other comprehensive income.

€ million € million

Cash and cash equivalents reconciliation to the cash flow statement 2023 2022
Cash and cash equivalents per balance sheet 4,159 4,326
Less: Bank overdrafts (116) (101)
Add: Cash and cash equivalents included in assets held for sale 2 –
Less: Bank overdraft included in liabilities held for sale – –
Cash and cash equivalents per cash flow statement 4,045 4,225

Approximately €0.9 billion (or 21%) of the Group’s cash and cash equivalents are held in the parent and central finance companies, for maximum
flexibility. These companies provide loans to our subsidiaries that are also funded through retained earnings and third-party borrowings. The
Group maintain access to global debt markets through an infrastructure of short-and long-term debt programmes. The Group make use of plain
vanilla derivatives, such as interest rate swaps and foreign exchange contracts, to help mitigate risks. More detail is provided in notes 16, 16A, 16B
and 16C on pages 208 to 214.
The remaining €3.3 billion (or 79%) of the Group’s cash and cash equivalents are held in foreign subsidiaries which repatriate distributable reserves
on a regular basis. For most countries, this is done through dividends which are in some cases subject to withholding or distribution tax. This
balance includes €98 million (2022: €449 million) of cash that is held in a few countries where we face cross-border foreign exchange controls and/
or other legal restrictions that inhibit our ability to make these balances available for general use by the wider business. The cash will generally be
invested or held in the relevant country and, given the other capital resources available to the Group, does not significantly affect the ability of the
Group to meet its cash obligations.

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Notes to the Consolidated Financial Statements Unilever Group

17B. Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counter-party fails to meet its contractual obligations. Additional information in
relation to credit risk on trade receivables is given in note 13. These risks are generally managed by local controllers. Credit risk related to the use of
treasury instruments, including those held at amortised cost and at fair value through other comprehensive income, is managed on a Group basis.
This risk arises from transactions with financial institutions involving cash and cash equivalents, deposits and derivative financial instruments.
The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. To reduce this risk, Unilever has
concentrated its main activities with a limited number of counter-parties which have secure credit ratings. Individual risk limits are set for each
counter-party based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by
the Group’s Treasury department. Netting agreements are also put in place with Unilever’s principal counter-parties. In the case of a default, these
arrangements would allow Unilever to net assets and liabilities across transactions with that counter-party. To further reduce the Group’s credit
exposures on derivative financial instruments, Unilever has collateral agreements with Unilever’s principal counter-parties in relation to derivative
financial instruments. Under these arrangements, counter-parties are required to deposit securities and/or cash as a collateral for their obligations
in respect of derivative financial instruments. At 31 December 2023, the collateral held by Unilever under such arrangements amounted to €6
million (2022: €97 million), of which €6 million (2022: €81 million) was in cash, and nil in 2023 (2022: €16 million) was in the form of bond securities.
The non-cash collateral has not been recognised as an asset in the Group’s balance sheet.
Further details in relation to the Group’s exposure to credit risk are shown in note 13 and note 16A.

18. Financial instruments fair value risk

The Group is exposed to the risk of changes in fair value of its financial assets and liabilities. The following table summarises the fair values and
carrying amounts of financial instruments.

€ million € million € million € million

Carrying Carrying
Fair value Fair value amount amount
Fair values of financial assets and financial liabilities 2023 2022 2023 2022
Financial assets
Cash and cash equivalents 4,159 4,326 4,159 4,326
Financial assets at amortised cost 1,415 1,004 1,415 1,004
Financial assets at fair value through other comprehensive income 609 407 609 407
Financial assets at fair value through profit or loss
Derivatives 112 289 112 289
Other 981 889 981 889
7,276 6,915 7,276 6,915
Financial liabilities
Bank loans and overdrafts (506) (519) (506) (519)
Bonds and other loans (26,112) (25,136) (26,692) (26,512)
Lease liabilities (1,395) (1,408) (1,395) (1,408)
Derivatives (494) (631) (494) (631)
Other financial liabilities (535) (418) (535) (418)
(29,042) (28,112) (29,622) (29,488)

The fair value of financial assets and financial liabilities (excluding listed bonds) is considered to be the same as the carrying amount for 2023
and 2022. The fair value of trade receivables and payables is considered to be equal to the carrying amount of these items due to their
short-term nature.

Fair value hierarchy

The fair values shown in notes 15C and 17A have been classified into three categories depending on the inputs used in the valuation technique.
The categories used are as follows:
■ Level 1: quoted prices for identical instruments;

■ Level 2: directly or indirectly observable market inputs, other than Level 1 inputs; and

■ Level 3: inputs which are not based on observable market data.

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Notes to the Consolidated Financial Statements Unilever Group

18. Financial instruments fair value risk continued

For assets and liabilities which are carried at fair value, the classification of fair value calculations by category is summarised below:

€ million € million € million € million € million € million € million € million

Total fair Total fair
Level 1 Level 1 Level 2 Level 2 Level 3 Level 3 value value
Notes 2023 2022 2023 2022 2023 2022 2023 2022
Assets at fair value

Financial assets at fair value

through other comprehensive 17A 163 5 4 3 442 399 609 407
income
Financial assets at fair value
through profit or loss:
(a)
Derivatives 16C – – 149 378 – – 149 378
Other 17A 582 428 – – 399 461 981 889

Liabilities at fair value

(b)
Derivatives 16C – – (559) (784) – – (559) (784)
Contingent consideration 14 – – – – (157) (164) (157) (164)
(a) Includes €37 million (2022: €89 million) derivatives, reported within trade receivables, that hedge trading activities.
(b) Includes €(65) million (2022: €(153) million) derivatives, reported within trade payables, that hedge trading activities.

There were no significant changes in classification of fair value of financial assets and financial liabilities since 31 December 2022. There were also
no significant movements between the fair value levels since 31 December 2022.
The impact in 2023 income statement due to Level 3 instruments is a loss of €(68) million (2022: gain of €11 million).
Reconciliation of Level 3 fair value measurements of financial assets and financial liabilities is given below:
€ million € million
Reconciliation of movements in Level 3 valuations 2023 2022
1 January 696 748
Gains/(losses) recognised in income statement (68) 11
Gains/(losses) recognised in other comprehensive income (8) 55
Purchases and new issues 71 94
Sales and settlements* (7) (212)
31 December 684 696

* Includes nil 2023 (2022: €(157) million) movement due to derecognition of Unilever Ventures' equity interest in Nutrafol before business combination (refer to note 21 for
more details).

Significant unobservable inputs used in Level 3 fair values

Assets valued using Level 3 techniques include €584 million (2022: €623 million) relating to a number of unlisted investments within Unilever
Ventures companies, none of which are individually material; €161 million (2022: €122 million) of long-term cash receivables under life insurance
policies and €31 million (2022: €41 million) for option to acquire non-controlling interest. Valuation techniques used are specific to each asset and
liability, a change in one or more of the inputs to reasonably possible alternative assumptions would not change the value significantly for all
assets and liabilities.
Calculation of fair values
The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are
consistent with those used in the year ended 31 December 2022.
Assets and liabilities carried at fair value
■ The fair values of quoted investments falling into Level 1 are based on current bid prices.
■ The fair values of unquoted financial assets at fair value through other comprehensive income and at fair value through profit or loss are based
on recent trades in liquid markets, observable market rates, discounted cash flow analysis and statistical modelling techniques such as the
Monte Carlo simulation. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. If one
or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.
■ Derivatives are valued using valuation techniques with market observable inputs. The models incorporate various inputs including the credit
quality of counter-parties, foreign exchange spot and forward rates, interest rate curves and forward rate curves of the underlying commodities.
■ For listed securities where the market is not liquid, and for unlisted securities, valuation techniques are used. These include the use of recent
arm’s length transactions, reference to other instruments that are substantially the same and discounted cash flow calculations.
Other financial assets and liabilities (fair values for disclosure purposes only)
■ Cash and cash equivalents, trade and other current receivables, bank loans and overdrafts, trade payables and other current liabilities have fair
values that approximate to their carrying amounts due to their short-term nature.
■ The fair values of listed bonds are based on their market value.
■ Non-listed bonds, other loans, bank loans and non-current receivables and payables are based on the net present value of the anticipated
future cash flows associated with these instruments using rates currently available for debt on similar terms, credit risk and remaining
maturities.
Policies and processes used in relation to the calculation of Level 3 fair values
Assets valued using Level 3 valuation techniques are primarily made up of long-term cash receivables and unlisted investments. Valuation
techniques used are specific to the circumstances involved. Unlisted investments include €584 million (2022: €623 million) of investments within
Unilever Ventures companies.

218 Unilever Annual Report and Accounts 2023

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Notes to the Consolidated Financial Statements Unilever Group

19. Provisions

Provisions are recognised where a legal or constructive obligation exists at the balance sheet date, as a result of a past event, where the
amount of the obligation can be reliably estimated and where the outflow of economic benefit is probable.

€ million € million
Provisions 2023 2022
Due within one year 537 748
Due after one year 563 550
Total provisions 1,100 1,298

€ million € million € million € million € million

Brazil
Movements during 2023 Restructuring Legal indirect taxes Other Total
1 January 2023 305 321 66 606 1,298
Additions through business combinations – 1 – – 1
Income statement:
Charges 58 91 11 209 369
Releases (40) (110) (2) (100) (252)
Utilisation (147) (37) (9) (82) (275)
Currency translation (1) (25) 2 (17) (41)
31 December 2023 175 241 68 616 1,100

Restructuring provisions primarily include people costs such as redundancy costs and the cost of compensation where manufacturing, distribution,
service or selling agreements are to be terminated. The Group expects these provisions to be substantially utilised within the next few years.
The Group is involved from time to time in legal and arbitration proceedings arising in the ordinary course of business. As previously disclosed,
along with other consumer product companies and retail customers, Unilever is involved in a number of ongoing investigations by national
competition authorities. These proceedings and investigations are at various stages and concern a variety of product markets. Where specific
issues arise, provisions are made to the extent appropriate. Due to the nature of the legal cases, the timing of utilisation of these provisions
is uncertain.
Provisions for Brazil indirect taxes are separate from the matters listed as contingent liabilities in note 20. Unilever does not have provisions and
contingent liabilities for the same matters. Due to the nature of disputed indirect taxes, the timing of utilisation of these provisions is uncertain.
Other includes provisions for indirect taxes in countries other than Brazil, interest on tax provisions and provisions for various other matters. The
timing of utilisation of these provisions is uncertain.

20. Commitments and contingent liabilities

Commitments
Lease commitments are the future cash outflows from the lease contracts which are not recorded in the measurement of lease liabilities. These
include potential future payments related to leases of low-value assets, leases which are less than twelve months, variable leases, extension
and termination options and leases not yet commenced but which we have committed to.

Other commitments principally comprise commitments under contract to purchase materials and services. They do not include commitments to
purchase property, plant and equipment, which are reported in note 10 on pages 197 to 199.

€ million € million € million € million

Other Other
Leases Leases Commitments Commitments
Lease commitments and other commitments fall due as follows: 2023 2022 2023 2022
Within 1 year 64 64 1,510 1,806
Later than 1 year but not later than 5 years 79 91 2,595 2,020
Later than 5 years 148 164 265 231
291 319 4,370 4,057

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Notes to the Consolidated Financial Statements Unilever Group

20. Commitments and contingent liabilities continued

Contingent liabilities
Contingent liabilities are either possible obligations that will probably not require a transfer of economic benefits, or present obligations that
may, but probably will not, require a transfer of economic benefits. It is not appropriate to make provisions for contingent liabilities, but there
is a chance that they will result in an obligation in the future. Assessing the amount of liabilities that are not probable is highly judgemental,
so contingent liabilities are disclosed on the basis of the known maximum exposure.

Contingent liabilities arise in respect of litigations against group companies, investigations by competition, regulatory and fiscal authorities and
obligations arising under environmental legislation. In many markets, there is a high degree of complexity involved in the local tax regimes. The
majority of contingent liabilities are in respect of fiscal matters in Brazil, with no other contingent liability being individually material.
In the case of fiscal matters, the known maximum exposure is the amount included in a tax assessment.

€ million € million
Summary of contingent liabilities 2023 2022
Corporate reorganisation – IPI, PIS and COFINS taxes and penalties 3,757 3,292
Inputs for PIS and COFINS taxes 40 40
Goodwill amortisation 174 154
Other tax assessments – approximately 700 cases 983 876
Total Brazil Tax 4,954 4,362
Other contingent liabilities 575 609
Total contingent liabilities 5,529 4,971

Brazil tax
During 2004, and in common with many other businesses operating in Brazil, one of our Brazilian subsidiaries received a notice of infringement
from the Federal Revenue Service in respect of indirect taxes regarding corporate reorganisation. The notice alleges that a 2001 reorganisation of
our local corporate structure was undertaken without a valid business purpose. The 2001 reorganisation was comparable with restructuring done
by many companies in Brazil. The original dispute was resolved in the courts in the Group’s favour. However, in 2013 a new assessment was raised
in respect of a similar matter. Additionally, during the course of 2014 and between 2017 and 2023, other notices of infringement were issued based
on the same grounds argued in the previous assessments. The total amount of the tax assessments in respect of this matter is €3,757 million (2022:
€3,292 million).
The Group believes that the likelihood that the Brazilian tax authorities will ultimately prevail is low, however there can be no guarantee of success
in court. In each case we believe our position is strong, so they have not been provided for and are considered to be contingent liabilities. Due to
the fiscal environment in Brazil, there remains the possibility of material tax assessments related to the same matters for periods not yet assessed.
We expect that tax litigation cases related to this matter may move from the Administrative to the Judicial Courts, although the exact timing is
uncertain. In such case, we will be required to make a judicial deposit or provide a guarantee in respect of the disputed tax, interest and penalties.
The judicial process in Brazil is likely to take a number of years to conclude.
The contingent liabilities reported for indirect taxes relating to disputes with the Brazilian authorities are separate from the provisions listed in note
19. Unilever does not hold provisions and contingent liabilities for the same matters.

21. Acquisitions and disposals

Business combinations are accounted for using the acquisition accounting method as at the acquisition date, which is the date at which
control is transferred to the Group.
Goodwill is measured at the acquisition date as the fair value of consideration transferred, plus non-controlling interests and the fair value
of any previously held equity interests less the net recognised amount (which is generally fair value) of the identifiable assets and liabilities
assumed. Goodwill is subject to an annual review for impairment (or more frequently if necessary) in accordance with our accounting policies.
Any impairment is charged to the income statement as it arises. Detailed information relating to goodwill is provided in note 9 on pages 195
to 197.
Non-controlling interests are valued based on the proportion of net assets of the acquired company at the date of acquisition.
Transaction costs are expensed as incurred.
Changes in ownership that do not result in a change of control are accounted for as equity transactions and therefore do not have any impact
on goodwill. The difference between consideration and the non-controlling share of net assets acquired is recognised within equity.

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Notes to the Consolidated Financial Statements Unilever Group

21. Acquisitions and disposals continued

2023
In 2023, the Group completed the business acquisitions and disposals as listed below. The net consideration for acquisitions in 2023 is €675 million
(2022: €811 million for acquisitions completed during that year). More information related to the 2023 acquisitions is provided below.

Deal completion date Acquired/disposed business

10 January 2023 Acquired 51% of Zywie Ventures Private Limited ('OZiva'), a leading plant-based, and clean-label consumer
wellness brand focused on the need spaces such as Lifestyle Protein, Hair & Beauty Supplements and Women’s
health.
1 May 2023 Sold Suave brand in North America to Yellow Wood Partners LLC. The Suave beauty and personal care brand
includes hair care, skin care, skin cleansing and deodorant products.
1 August 2023 Acquired 100% of Yasso Holdings, Inc. ('Yasso'), a premium frozen Greek yogurt brand in the United States
offering a high-quality range of low-calorie yet indulgent products. The acquisition is aligned to the
premiumisation strategy of Unilever’s Ice Cream Business Group.
1 November 2023 Sold Dollar Shave Club to Nexus Capital Management LP.

On 1 May 2023, Unilever sold the North America Suave business to Yellow Wood Partners LLC for consideration of €592 million. A gain on disposal
of €497 million has been recognised (see note 3).
On 18 December 2023, Unilever announced that it has received a binding offer from Yellow Wood Partners LLC to acquire Elida Beauty. Elida Beauty
comprises more than 20 beauty and personal care brands including Q-Tips, Caress, Timotei and TIGI. Completion is expected by mid-2024.
On 22 December 2023, the Group announced it had signed an agreement to acquire K18, a premium biotech hair care brand in the US. The
transaction completed on 1 February 2024 and the provisional accounting for this transaction, including the valuation of assets and liabilities
acquired, is expected to be completed by H1 2024. This acquisition is another step towards the optimisation of Unilever’s portfolio into premium
segments.

2022
In 2022, the Group completed the business acquisitions and disposals as listed below. The net consideration for acquisitions in 2022 was €811
million. More information related to the 2022 acquisition is provided below.

Deal completion date Acquired/disposed business

25 April 2022 Sold S3, Royale Ambrée and Petit Cheri brands in Spain to Sensogreen Healthcare.
29 April 2022 Sold Unilever Life, the direct-selling business in Thailand, to RS Group
1 July 2022 Sold ekaterra (global tea business excluding India, Indonesia, Nepal and Ready to Drink) to CVC Capital
Partners. ekaterra includes brands such as Lipton, Brooke Bond and PG Tips. Further details are provided below.
7 July 2022 Acquired a further 67% of Nutraceutical Wellness, Inc. (Nutrafol) bringing total investment to 80%, a producer
based in the US of hair growth solutions for men and women. The acquisition complements Unilever’s existing
Health & Wellbeing portfolio, bringing to market a science-led approach to hair wellness. Further details are
provided below.

Nutrafol Acquisition
On 7 July 2022, Unilever acquired a further 67% of the shares of Nutrafol, a US-based hair wellness company in which Unilever Ventures previously
held a minority stake (13%), to bring Unilever’s total equity interest to 80%. The fair value of Unilever Ventures' equity interest in Nutrafol before the
business combination amounted to €157 million, with a gain of €149 million recognised as Other Comprehensive Income prior to derecognition
of the investment. Strategically, Nutrafol expands our Health & Wellbeing portfolio, bringing to market a science-led approach to hair wellness
supported by digital-first capabilities. We believe Unilever’s capabilities and sustainability principles will allow us to protect the legacy of the brand
while strengthening it.
The total consideration paid for the 67% share of Nutrafol was €811 million, all of which was settled in cash on completion.
The fair value of net assets recognised on the balance sheet was €487 million. The main asset acquired was the brand intangible valued using an
income approach model by estimating future cash flows generated by the brand and discounting them to present value using rates in line with
a market participant expectation. The key assumptions in the brand valuation were revenue growth and discount rates. A deferred tax liability
primarily related to the brand intangibles estimated at €153 million was also recognised. As part of the acquisition, goodwill of €580 million was
recognised and was not deductible for tax purposes.

Effect on consolidated income statement

The acquisition deals completed in 2023 have contributed €82 million to the Group turnover and €18 million to the Group operating profit since the
date of acquisition. If the acquisition deals completed in 2023 had all taken place at the beginning of the year, Group turnover would have been
€59,709 million, and Group operating profit would have been €9,780 million. In 2022, the impact of acquisitions completed in the year was €174
million to Group turnover and €31 million to Group operating profit since the date of acquisition. If all of the acquisitions had taken place at the
beginning of 2022, Group turnover for 2022 would have been €60,206 million and Group operating profit would have been €10,772 million.

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Notes to the Consolidated Financial Statements Unilever Group

21. Acquisitions and disposals continued

Effect on consolidated balance sheet

Acquisitions
The following table sets out the overall impact of acquisitions in 2023 as well as comparative years on the consolidated balance sheet. The
fair values currently used for opening balances are provisional. These balances remain provisional due to there being outstanding relevant
information in regard to facts and circumstances that existed as of the acquisition date and/or where valuation work is still ongoing.

€ million € million € million

2023 2022 2021
Net assets acquired 368 487 1,372
Non-controlling interest (20) (99) (14)
Goodwill 327 580 759
Total consideration 675 968 2,117

In 2023, the net assets acquired and total payment for acquisitions consists of:

€ million
2023
Intangible assets 430
Other non-current assets 4
Trade and other receivables 25
(a)
Other current assets 56
(b)
Non-current liabilities (114)
Current liabilities (33)
Net assets acquired 368
Non-controlling interest (20)
(c)
Goodwill 327
Total consideration 675
Of which:
Cash consideration paid 652
Deferred consideration 23
(a) Other current assets include inventories of €18 million and cash and cash equivalents of €30 million.
(b) Non-current liabilities include deferred tax of €109 million.
(c) Goodwill not deductible for tax purposes.

Goodwill represents the future value that the Group believes it will obtain through operational synergies and the application of acquired company
ideas to existing Unilever channels and businesses. Detailed information relating to goodwill is provided in note 9 on pages 195 to 197.

Disposals
Total consideration for 2023 disposals is €578 million (2022: €4,606 million for disposals completed during that year). The following table sets out
the effect of disposals in 2023 and comparative year on the consolidated balance sheet. The results of disposed businesses are included in the
consolidated financial statements up until their date of disposal.

€ million € million
2023 2022
(a)
Goodwill and intangible assets 56 948
(b)
Other non-current assets 55 1,075
(c)
Current assets 108 833
(d)
Liabilities (144) (649)
Net assets sold 75 2,207
(Gain)/loss on recycling of currency retranslation on disposal 14 65
Profit/(loss) on sale attributable to Unilever 489 2,334
Consideration 578 4,606
Of which:
Cash 472 4,606
Cash balances of businesses sold 5 20
Non-cash items and deferred consideration 101 (20)
(a) 2023 mainly related to the disposal of Suave and Dollar Shave Club.
(b) 2023 includes PPE of €42 million and related to the disposal of Dollar Shave Club.
(c) 2023 includes inventories of €88 million related to the disposals of Suave and Dollar Shave Club and trade and other receivables of €8 million related to Dollar Shave
Club disposal.
(d) 2023 includes €123 million of trade payables.

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Notes to the Consolidated Financial Statements Unilever Group

22. Assets and liabilities held for sale

Non-current assets and groups of assets and liabilities which comprise disposal groups are classified as ‘held for sale’ when all of the following
criteria are met: a decision has been made to sell; the assets are available for sale immediately; the assets are being actively marketed; and a
sale has been agreed or is expected to be concluded within 12 months of the balance sheet date.
Immediately prior to classification as held for sale, the non-current assets or groups of assets are remeasured in accordance with the Group’s
accounting policies. Subsequently, non-current assets and disposal groups classified as held for sale are valued at the lower of book value or
fair value less disposal costs. Assets held for sale are neither depreciated nor amortised.
Non-current assets and liabilities held for sale are recognised as current on the balance sheet.

On 18 December 2023, Unilever announced that it has received a binding offer from Yellow Wood Partners LLC to acquire Elida Beauty. Elida Beauty
comprises more than 20 beauty and personal care brands including Q-Tips, Caress, Timotei and TIGI. As a result, the assets and liabilities of Elida
Beauty have been classified as held for sale as at 31 December 2023 and the completion is expected by mid-2024. Following the classification of
assets and liabilities as held for sale, they are recognised as current on the balance sheet.

€ million € million
2023 2022
Total Total
(a)
Property, plant and equipment held for sale 2 4

Disposal groups held for sale

Non-current assets
Goodwill and intangibles 534 2
Property, plant and equipment 21 20
Other non-current assets 1 –
556 22
Current assets
Inventories 80 –
Trade and other receivables 47 2
Current tax assets 4 –
Cash and cash equivalents 2 –

133 2
Assets held for sale 691 28

Current liabilities
Trade payables and other current liabilities 24 2
Current tax liabilities 2 –
Financial liabilities due within one year – 2

26 4
Non-current liabilities
Financial liabilities due after one year 4 –
Deferred tax liabilities 145 –

149 –
Liabilities held for sale 175 4
(a) Includes manufacturing assets held for sale.

Unilever Annual Report and Accounts 2023 223

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Notes to the Consolidated Financial Statements Unilever Group

23. Related party transactions

A related party is a person or entity that is related to the Group. These include both people and entities that have, or are subject to, the
influence or control of the Group.

Joint ventures
The following related party balances existed with joint venture businesses at 31 December:

€ million € million
2023 2022
Related party balances Total Total
Sales to joint ventures 1,144 1,158
Purchases from joint ventures 134 134
Receivables from joint ventures 99 78
Payables to joint ventures 111 33
Loans to joint ventures 219 226
Royalties and service fees 19 22

Significant joint ventures are Unilever FIMA LDA in Portugal, Binzagr Unilever Distribution in the Middle East, the Pepsi Lipton Tea Partnership in the
US and Pepsi Lipton International Ltd for the rest of the world.

Associates
There are no trading balances due to or from associates.
Langholm Capital II was launched in 2009 and liquidated during 2023. Unilever had invested €65 million in Langholm II, and all outstanding
balances and commitments have been closed.

24. Share buyback

On 10 February 2022, we announced a share buyback programme of up to €3 billion to be completed over 2022 and 2023. During 2023, the Group
repurchased 31,734,256 (2022: 34,217,605) ordinary shares which are held by Unilever as treasury shares. Consideration paid in 2023 for the
repurchase of shares including transaction costs was €1,507 million (2022: €1,509 million) and was recognised in other reserves.

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Notes to the Consolidated Financial Statements Unilever Group

25. Remuneration of auditors

€ million € million € million
2023 2022 2021
Fees payable to the Group’s auditors for the audit of the consolidated and parent
company accounts of Unilever PLC 7 6 5
Fees payable to the Group’s auditors for the audit of accounts of subsidiaries of
(a)(b)
Unilever PLC pursuant to legislation 16 17 17
Total statutory audit fees 23 23 22
Fees payable to the Group’s auditors for the audit of non-statutory
(c)
financial statements – – 5
(d)
Audit-related assurance services – – –
Other taxation advisory services – – –
Services relating to corporate finance transactions – – –
(e)
Other assurance services 1 1 1
(d)
All other non-audit services – – –
Total fees payable 24 24 28
(a) Comprises fees payable to the KPMG network of independent member firms affiliated with KPMG International Cooperative for audit work on statutory financial
statements and Group reporting returns of subsidiary companies.
(b) Amount payable to KPMG in respect of services supplied to associated pension schemes was less than €1 million individually and in aggregate (2022: less than
€1 million individually and in aggregate; 2021: less than €1 million individually and in aggregate).
(c) 2021 includes €5 million for the audit of carve-out financial statements of ekaterra.
(d) Amounts paid in relation to each type of service are less than €1 million individually and in aggregate (2022: less than €1 million and in aggregate; 2021: less than
€1 million and in aggregate).
(e) 2023, 2022 and 2021 include various services, each less than €1 million individually.

26. Events after the balance sheet date

Where events occurring after the balance sheet date provide evidence of conditions that existed at the end of the reporting period, the impact
of these events is adjusted within the financial statements. Otherwise, events after the balance sheet date of a material size or nature are
disclosed below.

Dividend
On 8 February 2024, Unilever announced a quarterly dividend with the 2023 fourth-quarter results of £0.3647 per PLC ordinary share. The total value
of the announced dividend is €1,067 million.

Debt issuance
On 15 February 2024, Unilever issued €600 million 3.25% fixed rate notes maturing in 2032 and €600 million 3.50% fixed rate notes maturing in 2037.

Brand acquisition
As disclosed elsewhere in this report, the acquisition of K18 completed on 1 February 2024.

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Notes to the Consolidated Financial Statements Unilever Group

27. Significant subsidiaries

The following represents the significant subsidiaries of the Group at 31 December 2023, that principally affect the turnover, profit and net assets
of the Group. The percentage of share capital shown below represents the aggregate percentage of equity capital directly or indirectly held by
Unilever PLC in the company. The companies are incorporated and principally operated in the countries under which they are shown except where
stated otherwise.

Country Name of company Shareholding %

Argentina Unilever de Argentina S.A. 100%
Australia Unilever Australia Limited 100%
Bangladesh Unilever Bangladesh Limited 61%
Brazil Unilever Brasil Ltda. 100%
Canada Unilever Canada, Inc. 100%
China Unilever Services (Hefei) Co. Ltd 100%
China Wall's (China) Co. Limited 100%
England and Wales Unilever UK & CN Holdings Limited 100%
England and Wales Unilever Global IP Ltd 100%
England and Wales Unilever U.K. Holdings Limited 100%
England and Wales Unilever UK Limited 100%
England and Wales Unilever U.K. Central Resources Limited 100%
France Unilever France S.A.S. 100%
Germany Unilever Deutschland GmbH 100%
Germany Unilever Deutschland Holding GmbH 100%
India Hindustan Unilever Limited 62%
Indonesia PT Unilever Indonesia Tbk 85%
Italy Unilever Italia Mkt Operations S.R.L. 100%
Mexico Unilever de Mexico, S. de R.l. de C.V. 100%
Netherlands Mixhold B.V. 100%
Netherlands Unilever Finance Netherlands B.V. 100%
Netherlands Unilever IP Holdings B.V. 100%
Netherlands Unilever Nederland B.V. 100%
Netherlands Unilever Europe B.V. 100%
Netherlands UNUS Holding B.V. 100%
Pakistan Unilever Pakistan Limited 99%
Philippines Unilever Philippines, Inc. 100%
Russia OOO Unilever Rus 100%
Singapore Unilever Asia Private Limited 100%
South Africa Unilever South Africa (Pty) Limited 100%
Spain Unilever Espana S.A. 100%
Switzerland Unilever Finance International AG 100%
Thailand Unilever Thai Trading Limited 100%
Turkey Unilever Sanayi ve Ticaret Turk A.S. 100%
United States of America ConopCo, Inc. 100%
United States of America Unilever Capital Corporation 100%
United States of America Unilever North America Supply Chain Company LLC 100%
United States of America Unilever United States, Inc. 100%
United States of America Ben & Jerry's Homemade, Inc. 100%
United States of America Paula's Choice, Inc. 100%
United States of America The LIV Group, Inc. 100%
Vietnam Unilever Vietnam International Company Limited 100%

See pages 234 to 244 for a complete list of subsidiary undertakings, associates and joint ventures.

226 Unilever Annual Report and Accounts 2023

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Company Accounts Unilever PLC

Income statement
for the year ended 31 December

£ million £ million

Notes 2023 2022

Turnover 1 82 211
Royalties and services charged out to group companies 82 211
Incurred costs and royalties paid (904) (248)
Other expenses (4) (16)
Operating loss (826) (53)
Net finance costs (387) (112)
Finance income 77 37
Finance costs (464) (149)
Income from shares in group companies 2 5,598 3,237
Profit/(loss) on disposal of intangible assets — (119)
Profit before taxation 4,385 2,953
Taxation 3 184 35
Net profit 4,569 2,988

Statement of comprehensive income

£ million £ million
2023 2022
Net profit 4,569 2,988
Other comprehensive income
Items that will not be reclassified to profit or loss, net of tax:
Remeasurement of defined benefit pension plans, net of tax (3) 3
Total comprehensive income 4,566 2,991

Statement of cash flows

Unilever PLC does not have cash and cash equivalents. Instead, Unilever PLC has current accounts with Unilever UK Central Resources Limited and
Unilever Finance International AG. Unilever UK Central Resources Limited and Unilever Finance International AG make and collect payments on
behalf of Unilever PLC.

Unilever Annual Report and Accounts 2023 227

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Company Accounts Unilever PLC

Statement of changes in equity

£ million £ million £ million £ million £ million £ million

Share Capital
Called up premium redemption Other Retained
Statement of changes in equity Share capital account reserve reserves profit Total equity
1 January 2022 82 47,125 15 (2,794) 24,751 69,179
Profit or loss for the period – – – – 2,988 2,988
Other comprehensive income, net of tax:
Remeasurement of defined benefit pension plan, net of tax – – – – 3 3
Total comprehensive income – – – – 2,991 2,991
Dividends on ordinary capital – – – – (3,704) (3,704)
(a)
Repurchase of shares – – – (1,295) – (1,295)
(b)
Other movements in treasury shares – – – 67 – 67
Other movements in equity – – – – (12) (12)
31 December 2022 82 47,125 15 (4,022) 24,026 67,226
Profit or loss for the period – – – – 4,569 4,569
Other comprehensive income, net of tax:
Remeasurement of defined benefit pension plan, net of tax – – – – (3) (3)
Total comprehensive income – – – – 4,566 4,566
Dividends on ordinary capital – – – – (3,777) (3,777)
(d)
Issuance of shares – – – – – –
(a)
Repurchase of shares – – – (1,311) – (1,311)
(c)
Cancellation of treasury shares (4) – 4 4,535 (4,535) –
(b)
Other movements in treasury shares – – – 77 (22) 55
Other movements in equity – – – – (4) (4)
31 December 2023 78 47,125 19 (721) 20,254 66,755
(a) During 2023, Unilever PLC repurchased 31,734,256 PLC ordinary shares (2022: 34,217,605). Consideration paid for the repurchase of these shares including transaction
costs was £1,311 million (2022: £1,295 million) which was initially recorded in other reserves.
(b) At 31 December 2023, 1,361,032 (2022: 2,727,097) treasury shares are held at an employee share ownership trust.
(c) During 2023, 112,746,434 ordinary shares held in treasury were cancelled pertaining to 2021, 2022 and up to June 2023. The amount paid to repurchase these shares
was initially recognised in other reserves and was transferred to retained profit on cancellation amounting to £4,535 million.
1
(d) During the year, 100,000 ordinary shares were issued at 3 /9 pence per share amounting to £3,111.

228 Unilever Annual Report and Accounts 2023

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Company Accounts Unilever PLC

Balance sheet
as at 31 December

£ million £ million
2022
(a)
Notes 2023 Restated
Assets
Non-current assets
Investments in subsidiaries 4 76,313 76,270
Other non-current assets 5 1,308 1,567
Deferred tax assets 3 1 12
Pension assets 1 5
77,623 77,854

Current assets
Trade and other current receivables 6 349 235
Other current assets 5 250 –
599 235
Total assets 78,222 78,089
Liabilities
Current liabilities
Trade payables and other current liabilities 7 9,428 8,832
Financial liabilities 8 422 163
9,850 8,995
Non-current liabilities
Financial liabilities 8 1,615 1,866
Provisions 2 2
1,617 1,868
Total liabilities 11,467 10,863

Equity
Shareholders’ equity
Called up share capital 9 78 82
Share premium account 9 47,125 47,125
Capital redemption reserve 19 15
Other reserves 9 (721) (4,022)
Retained profit 9 20,254 24,026
66,755 67,226
Total liabilities and shareholders’ equity 78,222 78,089
(a) Restated following adoption of IFRS 17. See note 8 for further details.

These financial statements have been approved by the Directors and signed on their behalf by Fernando Fernandez.

F Fernandez on behalf of The Board of Directors

7 March 2024

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Notes to the Company Accounts

Unilever PLC

Accounting information and policies

Basis of preparation Capital Redemption Reserve
The nominal value of shares cancelled is transferred from share capital
The Company Accounts of PLC are prepared on the going concern basis to the capital redemption reserve.
and in accordance with International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards Board (IASB),
and UK-adopted international accounting standards. The Company Critical accounting estimates and judgements
accounts comply with the Companies Act 2006.
The preparation of financial statements requires management to make
The accounts are prepared under the historical cost convention, except judgements and estimates in the application of accounting policies
for the revaluation of financial assets classified as ‘fair value through that affect the reported amounts of assets, liabilities, income and
other comprehensive income’ or ‘fair value through profit or loss’, as expenses. Actual results may differ from these estimates. Estimates
well as derivative financial instruments, which are reported in and judgements are periodically evaluated and are based on historical
accordance with the accounting policies set out below. experience and other factors, including expectations of future events
that are believed to be reasonable. Revisions to accounting estimates
Unilever PLC is included within the consolidated financial statements are recognised in the period in which the estimate is revised and in any
of the Group. The consolidated financial statements of the Group are future period affected.
prepared in accordance with IFRS. As PLC does not have cash and
cash equivalents, we are no longer presenting a separate statement There are no judgements and estimates which management believe
of cash flows. have a significant effect on the amounts recognised in the PLC
Company Accounts.

Accounting policies
The accounting policies of PLC Company Accounts are the same as the 1. Turnover
Unilever Group, refer to pages 177 to 179, except for the accounting
policies included below. £ million £ million
Foreign currency 2023 2022
The Company’s functional and presentational currency is pound Royalties (point in time) 6 104
sterling. Transactions in foreign currencies are translated to the
Company’s functional currency at the foreign exchange rate ruling Services (over time) 76 107
at the date of the transaction. Monetary assets and liabilities Turnover 82 211
denominated in foreign currencies at the balance sheet date are
retranslated to the functional currency at the foreign exchange rate
ruling at that date. Non-monetary assets and liabilities that are 2. Income from shares in group companies
measured in terms of historical cost in a foreign currency are translated
using the exchange rate at the date of the transaction. Non-monetary
£ million £ million
assets and liabilities denominated in foreign currencies that are stated
at fair value are retranslated to the functional currency at foreign 2023 2022
exchange rates ruling at the date the fair value was determined. Dividends received from shares in group
Foreign exchange differences arising on translation of monetary undertakings 5,598 3,237
assets and liabilities are recognised in the income statement. 5,598 3,237
Turnover
Turnover excludes value added tax and includes royalties and service
fees received from group companies. Royalty income from brand and 3. Taxation
technology licence arrangements is recognised at the time sales are
made by group companies. Revenue from services is recognised over £ million £ million
time based on the usage of these services by group companies.
2023 2022
Operating profit Current tax
The operating profit is stated after deducting the costs that are mainly
Current year 190 7
related to the royalties and delivered services. Expenses are allocated
to the period in which they relate. Adjustments in respect of prior years 6 15
The operating profit includes residual central group costs charged to 196 22
PLC from another group company, Unilever Europe Business Centre Deferred tax
B.V. (UEBC). These residual costs arise because central group costs are
incurred and charged out to group entities by UEBC, but some of these Current year 29 –
are not able to be recovered by UEBC. These costs are recharged to PLC Adjustments in respect of prior years (41) 13
as the ultimate parent entity of the Group.
(12) 13
Investment in subsidiaries Tax (charge)/credit on profits on ordinary
Shares in group companies are stated at cost less any amounts written activities 184 35
off to reflect an impairment.
Financial guarantees The current UK corporate tax rate is a blended rate of 23.5% (2022: 19%).
Where PLC enters into financial guarantee contracts to guarantee the On 10 June 2021, the Finance Act 2021 received Royal Assent, confirming
indebtedness of other companies within its group, they consider these that the UK rate of corporation tax increased from 19% to 25% from
to be insurance arrangements and account for them as such. IFRS 17 1 April 2023. This has a consequential impact on the company's tax
‘Insurance Contracts’ has been released and is mandatory for annual charge. Deferred tax balances are measured at the tax rate to be
reporting periods beginning on or after 1 January 2023. The standard applied when temporary differences are expected to reverse in the
provides that wherein the issuer has explicitly asserted that it regards future.
financial guarantees as insurance contracts and has used accounting
applicable to insurance contracts, the issuer may choose to apply either
IFRS 17 or IAS 32, IFRS 7 and IFRS 9 to account for such guarantees.
Unilever has made an election to apply IAS 32, IFRS 7 and IFRS 9 and it
will be treated as a change in accounting policy, with restatement of
comparatives for the previous reporting period.

230 Unilever Annual Report and Accounts 2023

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Notes to the Company Accounts Unilever PLC

£ million £ million assets within the Group. Accordingly, cash inflows are not independent
at any level below the cash generating units (CGUs) used for group
Reconciliation of tax expense 2023 2022 impairment testing purposes. Additionally, some investments benefit
Profit/(loss) for the year 4,385 2,953 from the synergies of multiple CGUs together. Management evaluates
on a case-to-case basis whether any impairment booked for the Group
Tax using the UK corporation tax rate of
impacts the carrying value of the investments. Based on the evaluation
23.5% (2022: 19%) (1,031) (561)
for the current year, management has not determined any indicators of
Tax effects of: impairment for investments.
Income not subject to tax (primarily tax-
exempt dividends) 1,316 615
5. Other non-current assets
Non-deductible expenses (16) 3
Effects of tax rates in foreign jurisdictions (54) (65) £ million £ million
31 Dec 2023 31 Dec 2022
Double tax relief 2 –
(b)
Permanent differences – other 2 15 Loans to group companies 1,308 1,567

(Under)/over provided in prior years (35) 28 1,308 1,567

Total tax expense 184 35 (b) Loans to group companies are interest-bearing at market rates and are
unsecured and repayable on demand. During the year, a loan amounting to
£250 million was reclassed to other current assets based on the maturity date.
The movement in deferred tax asset is as below:
PLC does not consider the fair value of loans to group companies to be
significantly different from their carrying values. As these are amounts
Other due from other entities within the Group, PLC has estimated the
As at 1 compre- As at 31
January Income hensive December
expected credit losses to be immaterial. Our historical experience of
Movement in 2023 2023 statement income 2023 collecting these balances supported by the level of default confirms
that the credit risk is low.
Pensions and similar
obligations (1) – 1 –
Tax losses 13 (12) – 1 6. Trade and other current receivables
Total deferred tax asset £ million £ million
(net) 12 (12) 1 1
31 Dec 2023 31 Dec 2022
(c)
Amounts due from group companies 104 142
Other
Taxation and social security 245 93
As at 1 compre- As at 31
January Income hensive December 349 235
Movement in 2022 2022 statement income 2022
(c) Amounts due from group companies are mainly interest-bearing amounts
Pensions and similar that are repayable on demand. Other amounts are interest-free and settled
obligations – – (1) (1) monthly.

Tax losses – 13 – 13 PLC does not consider the fair value of amounts due from group
Total deferred tax asset companies to be significantly different from their carrying values. As
(net) – 13 (1) 12 these are amounts due from other entities within the Group, PLC has
estimated the expected credit losses to be immaterial. Our historical
experience of collecting these balances supported by the level of
default confirms that the credit risk is low.
4. Investments in subsidiaries
£ million 7. Trade payables and other current liabilities
£ million £ million
Cost
31 Dec 2023 31 Dec 2022
At 1 January 2022 76,062 (d)
(a)
Loans from group companies 3,000 3,000
Additions (Restated) * 213 (d)
Amounts owed to group companies 6,402 5,807
Disposals –
Taxation and social security – –
At 31 December 2022 (Restated) * 76,275 Accruals and deferred income 26 25
(a)
Additions 43 9,428 8,832
Disposals –
(d) Amounts owed to group companies are mainly interest-bearing amounts
At 31 December 2023 76,318 that are repayable on demand. Other amounts are interest-free and settled
monthly. Loans from group companies are all interest-bearing at market rates
Impairment losses and are unsecured, repayable on demand and supported by formal
agreements.
At 1 January 2022 (5)
At 31 December 2022 (5)
8. Financial liabilities
At 31 December 2023 (5)
Net book value at 31 December 2023 76,313 £ million £ million
Net book value at 31 December 2022 76,270 31 Dec 2023 31 Dec 2022

* Restated following adoption of IFRS 17. See note 8 for further details. Current
(a) The additions to investment includes an amount of £163 million for 2022 and Bonds and other loans 250 –
£43 million for 2023. Refer to note 8 for further details. (e) (f)
Other financial liabilities (Restated) 172 163
Total Current 422 163
Investments include the subsidiary company Hindustan Unilever Limited
(HUL), with a cost of £2,197 million (2022: £2,197 million). The shares of Non-current
HUL are listed on the Bombay Stock Exchange and National Stock Bonds and other loans 1,585 1,832
Exchange and have a market value of £27,980 million (2022: £28,588
million) as at 31 December 2023. Information on the non-controlling Derivatives 30 34
interest in HUL is given in note 15B of the consolidated financial Total Non-current 1,615 1,866
statements. Total 2,037 2,029
Investments in subsidiaries comprise equity shares of group companies.
These investments only generate cash inflows in combination with other

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Notes to the Company Accounts Unilever PLC

The fair value of the bonds at 31 December 2023 was £1,688 million 9C. Other reserves
(2022: £1,597 million). Other reserves relate to treasury shares, shares held in trust and others.
Analysis of bonds and other loans
£ million £ million
£ million £ million
Treasury shares 2023 2022
31 Dec 2023 31 Dec 2022
1 January (3,876) (2,581)
£250 million 1.375% Notes 2024 250 250
Change during the year:
£250 million 1.875% Notes 2029 248 247
Repurchase of shares (1,311) (1,295)
£500 million 1.500% Notes 2026 498 498 (h)
Cancellation of shares bought back 4,535 –
€650 million 1.500% Notes 2039 561 572
£300 million 2.125% Notes 2028
(g)
278 265 31 December (652) (3,876)

1,835 1,832 During 2023, as part of a share buyback programme, Unilever PLC
repurchased 31,734,256 ordinary shares which are held as treasury
(e) Other financial liabilities:
shares. Consideration paid for the repurchase including transaction
The Company has recognised the carrying value of financial guarantee
contracts of £172 million (2022: £163 million) in the financial statements. costs was £1,311 million which is recorded within other reserves.
The maximum exposure to credit risk of these guarantees is £31,952 million PLC holds 16,181,572 (31 December 2022: 97,193,750) of its own ordinary
(2022: £32,631 million) which could subsequently be recognised as a liability,
representing the maximum amount the Company could have to pay if the
shares. These are held as treasury shares within other reserves.
financial guarantees were to be called upon. (h) During the year 2023, 112,746,434 treasury shares, which were acquired for
a value of £4,535 million in 2021, 2022 and up to June 2023, were cancelled.
These consist of guarantees relating to:

External debt: £ million £ million

■ The long-term debt issued by group companies such as Unilever Finance Shares held in trust 2023 2022
Netherlands B.V. and Unilever Capital Corporation, which are on a joint and
several liability basis with Unilever United States, Inc. 1 January (146) (213)
■ Commercial paper issued by Unilever Finance Netherlands B.V. and Unilever
Capital Corporation under the USCP programme, which are on a joint and Change during the year:
several liability basis with Unilever United States, Inc. Other purchases and utilisations 77 67
■ Commercial paper issued by Unilever Finance Netherlands B.V. under the
multi-currency ECP programme; and 31 December (69) (146)
■ Certain borrowings and derivatives of the other group companies.

For the above external debt, the maximum exposure amount is £22,261 PLC holds 1,361,032 (2022: 2,727,097) of its own ordinary shares via the
million (2022: £22,811 million) and fair value of guarantees recognised is £168 employee share ownership trust.
million (2022: £159 million).

Pension obligations: 9D. Retained profit

■ Group companies' obligations to the UK and Netherlands pension funds and
of the group captive insurance company. The maximum exposure amount is £ million £ million
£9,691 million (2022: £9,820 million) and fair value of guarantees recognised is
£4 million (2022: £4 million). 2023 2022

(f) Previous year balance has been restated following adoption of IFRS 17. See
1 January 24,026 24,751
(i) (j)
note (e) above for further details. Profit for the year 4,569 2,988
(g) The 2.125% note includes £(21) million (2022 : £(34) million) fair value
adjustment following the fair value hedge accounting of fixed-for-floating Other comprehensive income for the year (3) 3
interest rate swaps. (k)
Cancellation of shares bought back (4,535) –
Other movements (26) (12)
9. Capital and funding (l)
Dividends paid (3,777) (3,704)
The Company’s capital and funding strategy is described in note 15
of the consolidated financial statements. 31 December 20,254 24,026
(i) Profit for the year includes residual central group costs amounting to £778
9A. Called up share capital million which are disclosed as part of Incurred costs in the income statement.
During the current year, the company issued 100,000 shares amounting Residual costs of £172 million for 2021 and £322 million for 2022 have been
recognised in the current year in the P&L together with £284 million costs for
to £3,111 and cancelled 112,746,434 shares amounting to £4 million.
the current year. Further information is included within Accounting
The called up share capital amounting to £78 million at 31 December information and policies.
2023 (31 December 2022: £82 million) consists of 2,516,597,338 (2022: (j) Profit for the previous year included loss on disposal of intangible assets of
2,629,243,772) ordinary shares. £119 million paid by the Company to Unilever IP Holdings B.V. Further to the IP
Swap transactions in 2021 and in line with the swap agreement, a true-up was
Information on the called up and paid up capital is given in note 15A carried out to settle amounts with respect to certain IP that led to an unequal
of the consolidated financial statements. transfer of IP assets between the companies.
(k) During the year 2023, 112,746,434 treasury shares, which were acquired for a
value of £4,535 million in 2021, 2022 and up to June 2023, were cancelled.
9B. Share premium account (l) Further details are given in note 8 to the consolidated financial statements on
page 194.
£ million £ million
2023 2022 9E. Profit appropriation
1 January 47,125 47,125
£ million £ million
Change during the year:
2023 2022
Issuance of ordinary shares – – (m) (n)
Profit for the year 4,569 2,988
Decrease due to share capital reduction – – (o)
Dividends (2,813) (2,783)
31 December 47,125 47,125
To profit retained 1,756 205

Share premium is the excess of the consideration received over the (m) Profit for the year includes residual central group costs amounting to £778
million which are disclosed as part of Incurred costs in the income statement.
nominal value of the shares issued.
For further details, please refer to Accounting information and policies.
(n) Profit for the previous year included loss on disposal of intangible assets of
£119 million paid by the Company to Unilever IP Holdings B.V. Further to the IP
Swap transactions in 2021 and in line with the swap agreement, a true-up was
carried out to settle amounts with respect to certain IP that led to an unequal
transfer of IP assets between the companies.
(o) The dividend to be paid in March 2024 (see note 15) is not included in the 2023
dividend amount.

232 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Notes to the Company Accounts Unilever PLC

10. Treasury risk management The following related party transactions took place during the year
with subsidiaries:
The Company is exposed to market risks from its use of financial
instruments, the management of which is described in note 16B on £ million £ million
pages 210 to 213 in the consolidated financial statements.
2023 2022

Market risks Turnover

Currency risk Royalties 6 104
The Company's functional and presentational currency is pound Services 76 107
sterling, however the Company is exposed to loans and amounts due
from or owed to the group companies, and bonds that are
denominated in other currencies. The Company's exposure for holding Others
monetary assets and liabilities in currencies other than its functional Dividends received 5,598 3,237
currency is £13 million (2022: £36 million). The Company entered into
Loans and related interest (380) (79)
derivatives to mitigate the foreign currency risk but does not apply
hedge accounting. Incurred costs and royalties paid (904) (248)

Currency sensitivity analysis Information on guarantees given by PLC to group companies is given in
The sensitivity analysis below details the Company's sensitivity to a note 12 of the Company Accounts.
10% change in the foreign currencies against the pound sterling. These
percentages represent management's assessment of the possible
12. Contingent liabilities and financial commitments
changes in the foreign exchange rates at the respective year-ends.
The sensitivity analysis includes only outstanding foreign currency Post the implementation of IFRS 17, there are no amounts to disclose.
denominated monetary items and adjusts their translation at the Please see note 8 for further details for these liabilities, commitments
period-end for the above percentage change in foreign currency rates. and guarantees.

A 10% strengthening of the foreign currencies against the pound There are also certain financial commitments which are not included in
sterling would have led to approximately an additional £1 million gain the total amount of financial guarantees because they do not currently
in the income statement (2022: £4 million gain). relate to existing liabilities or cannot be quantified:
■ PLC and Unilever United States, Inc. have guaranteed the standby
A 10% weakening of the foreign currencies against the pound sterling facilities of $5,200 million and €2,600 million (2022: $5,200 million and
would have led to an equal but opposite effect. €2,550 million) for the group companies which remain undrawn as at
Interest rate risk 31 December 2023 and 2022;
■ The joint and several liability undertakings issued by NV in
The Company is exposed to interest rate risks on its interest-bearing
loans and amounts due from or owed to the group companies, accordance with Article 2:403 of the Dutch Civil Code for almost all of
commercial papers and bonds issued which are swapped to floating its Dutch group companies were withdrawn by means of filings with
rate. Increases in benchmark interest rates would increase the interest the Dutch Trade Register on 27 November 2020, being the last
income and interest cost. practicable date prior to the effective date of the cross-border merger
between NV and PLC. With effect from the date of the cross-border
Interest rate sensitivity analysis merger, PLC issued a guarantee confirming PLC's liability for any
The sensitivity analysis below has been determined based on the residual liability (referred to in Article 2:404 (2) of the Dutch Civil
exposure to interest rates at the statement of financial position date. Code) of NV remaining after the withdrawal of such undertakings, to
the extent that such liability did not transfer in the cross-border
At 31 December 2023, the Company had £300 million (2022: £300 merger; and
million) of outstanding fixed-to-float interest rate swaps on which fair ■ PLC has guaranteed some contingent consideration of group
value hedge accounting is applied. companies relating to past business acquisitions and financial
The following changes in the interest rates represent management's commitments including (indemnities arising from past business
assessment of the possible change in interest rates at the respective disposals) as well as certain global and regional contracts.
year-ends:
Assuming that all variables remain constant, a 1.0 percentage point 13. Remuneration of auditors
increase in floating interest rates on a full-year basis as at 31 December The parent company accounts of Unilever PLC are required to comply
2023 would have led to an additional £87 million of finance cost (2022: with the Companies (Disclosure of Auditor Remuneration and Liability
£79 million additional finance cost). Limitation Agreements) Regulations 2008. For details of the
A 1.0 percentage point decrease in floating interest rate on a full-year remuneration of the auditors, please refer to note 25 of the
basis would have an equal but opposite effect. consolidated financial statements.

11. Transactions with related parties 14. Remuneration of Directors

A related party is a person or entity that is related to PLC. These include Information about the remuneration of Directors is given in the tables
both people and entities that have, or are subject to, the influence or noted as audited in the Directors' Remuneration Report on pages 116 to
control of PLC. Information on key management personnel has been 153. Information on key management compensation is provided in note
given in note 23 of the consolidated financial statements. 4A to the consolidated financial statements on page 184.

The following related party balances existed with group companies at

31 December. 15. Post-balance sheet events
£ million £ million Dividend
31 Dec 2023 31 Dec 2022 On 8 February 2024, the Directors announced a dividend of £0.3647 per
PLC ordinary share. Dividends will be paid out of retained profit. The
Trading and other balances due from/(to) dividend is payable on 22 March 2024 to shareholders registered at the
(6,298) (5,665)
subsidiaries close of business on 23 February 2024.
Loans due from/(to) subsidiaries (1,442) (1,433)
Functional currency
Refer to notes 5, 6 and 7 for an explanation of these balances.
Effective from 1 January 2024, the functional currency of Unilever PLC
('PLC'), the Group’s ultimate parent company, has changed from sterling
to euro. This follows a review and subsequent change of the internal
debt of PLC, from sterling to euro, which triggered a formal evaluation
of PLC's functional currency in line with relevant accounting standards.
The change is applied prospectively.

Unilever Annual Report and Accounts 2023 233

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies
As at 31 December 2023
In accordance with Section 409 of the Companies Act 2006, a list of subsidiaries, partnerships, associates and joint ventures as at 31 December
2023 is set out below. All subsidiary undertakings are subsidiary undertakings of their immediate parent undertaking(s) pursuant to section 1162
(2) (a) of the Companies Act 2006 unless otherwise indicated – see the notes on page 244. All subsidiary undertakings not included in the
consolidation are not included because they are not material for such purposes. All associated undertakings are included in the Unilever Group’s
financial statements using the equity method of accounting unless otherwise indicated – see the notes on page 244.
See page 226 of the Annual Report and Accounts for a list of the significant subsidiaries.
Companies are listed by country and under their registered office address. The aggregate percentage of capital held by the Unilever Group is
shown after the subsidiary company name, except where it is 100%. If the Nominal Value field is blank, then the Share Class Note will identify the
type of interest held in the entity.

Subsidiary undertakings included in the consolidation

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Algeria – Zone Industrielle Hassi Ameur Oran 31000 Brazil – Av. das Nações Unidas, n. 14.261, 3rd floor, Parte – Gelados SP, Wing B,
Vila Gertrudes, Zip Code 04794-000, São Paulo/SP
Unilever Algérie SPA (72.50) DZD1,000.00 1
Unilever Brasil Gelados Limitada BRL1.00 5
Argentina – Tucumán 1, Piso 4°, Cdad. de Buenos Aires
Brazil – Av. das Nações Unidas, n. 14.261, 3rd to 6th floors, Wing B Vila
Arisco S.A. ARS1.00 1 Gertrudes, Zip Code 04794-000, São Paulo/SP
Unilever De Argentina S.A. ARS1.00 1 Unilever Brasil Limitada BRL1.00 5
Club de beneficios S.A.U. ARS1.00 1 Brazil – Av. das Nações Unidas, n. 14.261, 3rd floor, Wing A, Vila Gertrudes, Zip
Argentina – Martín Güemes 24 Sur, San Juan, Provincia de San Juan Code 04794-000, São Paulo/SP

Helket S.A. ARS1.00 1 Unilever Brasil Industrial Limitada BRL1.00 5

Argentina – Juana Manso 205, 7mo. Piso, Ciudad Autónoma de Buenos Aires Brazil – Rua Harmonia, 271, Sumarezinho, São Paulo/SP, CEP 05435-000

Compre Ahora S.A. ARS1.00 1 Mãe Terra Produtos Naturais Limitada BRL1.00 5

Argentina – Alferez Hipolito Bouchard 4191, Munro, Provincia de Buenos Aires Brazil – Rua Tenente Pena, No. 156, Bom Retiro, CEP 01127-020, São Paulo

Urent S.A. ARS1.00 1 Smart Home Comércio E Locação De

Equipamentos S.A (59.50) No Par Value 1
Argentina – Tucumán 1, 4th floor, City of Buenos Aires
Brazil – São Paulo, Estado de São Paulo na Rua Demóstenes nº 1072, Bairro
Ulands S.A. ARS1.00 1 Campo Belo CEP 04614-010
Australia – 219 North Rocks Road, North Rocks NSW 2151 Ole Franquia Limitada BRL1.00 1
Ben & Jerry’s Franchising Australia Limited AUD1.00 1 Brazil – Rua Gomes de Carvalho, 1666, conjunto 161, 5ª andar, locker 5D Bairro
Vila Olimpia, São Paulo, Zip Code 04547-006
TIGI Australia Pty Limited AUD1.00 2
Compra Agora Serviços Digitais Limitada BRL1.00 5
AUD1.00 3
Bulgaria – City of Sofia, Borough Mladost, 1, Business Park, Building 3, Floor 1
Unilever Australia (Holdings) Pty Limited AUD1.00 1
Unilever Bulgaria EOOD BGN1,000.00 1
Unilever Australia Group Pty Limited AUD2.7414 1
Bulgaria – District Veliko Tarnovo, 5030, Debelets city, Promishlena Zona
Unilever Australia Limited AUD1.00 1
Unilever Ice Cream Bulgaria EOOD BGN5,000.00 1
Unilever Australia Supply Services Limited AUD1.00 1
Cambodia – Morgan Tower Building, Level 15, No.
Unilever Australia Trading Limited AUD1.00 1 15F-8A/8B/9/10/11/12/13/14/15/16/17A, Street Sopheak Mongkul, Phum 14,
Australia – 111-115 Chandos Street, Crows Nest, NSW 2065 Sangkat Tonle Bassac, Khan Chamkarmon, Phnom Penh

Dermalogica Holdings Pty Limited AUD1.00 1 Unilever (Cambodia) Limited KHR20,000.00 1

Dermalogica Pty Limited AUD2.00 1 Canada – c/o Austring, Fairman & Fekete, 3081, 3rd Avenue, Whitehorse, Yukon
Territory, Y1A 4Z7
Australia – Level 12, 60 Castlereagh Street, Sydney, New South Wales, 2000
Dermalogica (Canada) Limited No Par Value 6
Paula's Choice International Australia Pty Limited AUD0.01 1
Canada – 800-885 West Georgia Street, Vancouver BC V6C 3H1
Australia – PO Box H237, Australia Square, NSW 1215
Seventh Generation Family & Home ULC No Par Value 7
Brand Evangelists for Beauty Pty Ltd ∆ (68.03) 1
Canada – 1000 rue de la Gauchetière Ouest, Bureau 2500, Montreal H3B 0A2
Austria – Jakov-Lind-Straße 5, 1020 Wien
4012208 Canada Inc. No Par Value 7
Delico Handels GmbH EUR36,336.42 1
Canada – 160 Bloor Street East, Suite 1400, Toronto ON M4W 3R2
Unilever Austria GmbH EUR10,000,000.00 1
Unilever Canada Inc. No Par Value 8
Bangladesh – 51 Kalurghat Heavy Industrial Area, Kalurghat, Chittagong
No Par Value 9
Unilever Bangladesh Limited (60.75) BDT100.00 1
No Par Value 10
Bangladesh – Fouzderhat Industrial Area, North Kattali, Chattogram 4217
No Par Value 11
Unilever Consumer Care Limited (81.98) BDT10.00 1
No Par Value 12
Belgium – Industrielaan 9, 1070 Brussels
Canada – McCarthy Tetrault LLP, 745 Thurlow Street, Suite 2400, Vancouver, BC,
Unilever Belgium NV/SA No Par Value 1 V6E 0C5
Bolivia – Av. Blanco Galindo, Km. 10.5, Cochabamba Hourglass Cosmetics Canada Limited No Par Value 1
Unilever Andina Bolivia S.A. BOB100.00 1 Canada – Suite 1700, Park Place, 666 Burrard Street, Vancouver BC, V6C 2X8
Brazil – Rua Oscar Freire, n. 957, mezanino, room 1, Cerqueira Cesar, Zip Code Elida Beauty Canada Inc. USD0.01 7
01426-003, São Paulo/SP
Chile – Av. Las Condes, 11.000, comuna de Viatcura, Santiago
Euphoria Ice Cream Comercio de Alimentos
Limitada BRL1.00 5 Unilever Chile Limitada 13

Brazil – Rua Gomes de Carvalho, 1666, conjunto 161, 16ª andar, Bairro Vila China – Room 1001, No. 398, Caoxi Road (N), Xuhui District, Shanghai,
Olimpia, São Paulo, Zip Code 04547-006 200030

E-UB Comércio Limitada BRL1.00 5 Blueair (Shanghai) Sales Co. Limited CNY1.00 1

Brazil – Cidade de Valinhos, Estado de São Paulo Rua Campos Salles, nº 20, China – 1st Floor, No. 78 Binhai 2nd Road, Hangzhou Bay, New District, Ningbo
Parte, Centro, Zip Code 13.271-900 City, Zhejiang Province

Unilever Logistica Serviços Limitada BRL1.00 5 Ningbo Hengjing Inspection Technology Co.,
Limited (67.71) CNY1.00 1

234 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
China – No. 78, Road II of Seaside Avenue, Cixi Economic and Technical UNILEVER RETAIL ČR, spol. s r.o. v likvidaci (in
Development Zone, (Hangzhou Bay New Zone), Ningbo liquidation) CZK100,000.00 1
Qinyuan Group Co. Limited (67.71) CNY1.00 1 Denmark – Ørestads Boulevard 73, 2300 København S
China – Room 744, 9F, No. 583 Lingling Road, Xuhui District, Shanghai, 200030 Unilever Danmark A/S DKK1,000.00 1
Shanghai Qinyuan Environment Protection Denmark – Petersmindevej 30, 5000 Odense C
Technology Co. Limited (67.71) CNY1.00 1
Unilever Produktion ApS DKK100.00 1
China – No.33 North Fuquan Road, Changning District, Shanghai, 200335
Djibouti-Haramous, BP 169
Unilever (China) Investing Company USD1.00 1
Unilever Djibouti FZCO Limited USD200.00 1
China – 88 Jinxiu Avenue, Hefei Economic and Technology Development Zone,
Anhui, 230601 Dominican Republic – Av. Winston Churchill, Torre Acropolis, Piso 16, Santo
Domingo
Unilever (China) Limited USD1.00 1
Unilever Caribe, S.A. DOP1,000.00 1
Unilever Services (Hefei) Co. Ltd. CNY1.00 1
Ecuador – Km 25 Vía a Daule, Guayaquil
China – No. 225 Jingyi Road, Tianjin Airport Economic Area, Tianjin
Unilever Andina Ecuador S.A. USD1.00 1
Unilever (Tianjin) Company Limited USD1.00 1
Egypt – 5th Floor, North Tower, Galleria 40 Business Complex, Sheikh Zayed, 6th
China – 1068 Ting Wei Road, Jinshanzui Industrial Region, Jinshan District, of October City, Giza
Shanghai
Unilever Mashreq for Manufacturing and Trading
Unilever Foods (China) Co. Limited USD1.00 1 (SAE) EGP10.00 1
China – No. 166, Lihua Avenue West, Qinglong Town, Pengshan District, Unilever Egypt for Shared Consultations Services EGP10.00 1
Meishan City, Sichuan province 620800
Egypt – Public Free Zone, Alexandria
Unilever (Sichuan) Company Limited USD1.00 1
Unilever Mashreq International Company USD1,000.00 5
China – No.16 Wanyuan Road, Beijing E&T Development, Beijing 100076
Egypt – 14 May Bridge, Sidi Gaber, Smouha – Alexandria
Wall`s (China) Co. Limited USD1.00 1
Unilever Mashreq Trading LLC (in liquidation) EGP1000.00 5
China – No. 358, Xingci 1 Road, Hangzhou Bay, New District, Ningbo, 315336
Commercial United for Import and Export LLC EGP1000.00 1
Zhejiang Qinyuan Water Treatment Technology
Co. Limited (67.71) CNY1.00 1 Egypt – 15 Sphinx Square, El-Mohandsin, Giza

China – Room 326, 3rd Floor, Xinmao Building, 2 South Taizhong Road, Unilever Mashreq for Import and Export LLC EGP100.00 1
(Shanghai) Pilot Free Trade Zone El Salvador – Local 19 Nivel 19, Edificio Torre Futura, Calle El Mirador y 87
Uchieve Commerce (Shanghai) Co., Ltd. CNY1.00 1 avenida norte, Colonia Escalón, San Salvador

China – Floor 1, Building 2, No. 33, North Fuquan Road, Changning District, Unilever El Salvador, SCC S.A. de C.V. USD1.00 1
Shanghai, 200335 Unilever de Centro America S.A. de C.V. USD11.00 1
Shanghai CarverKorea Limited USD1.00 1 England and Wales – Unilever House, 100 Victoria Embankment, London, EC4Y
China- 2F, No. 10, Lane 255, Xiaotang Road, Fengxian District, Shanghai 0DY

Paula's Choice (Shanghai) Trading Co. Limited CNY10,000,000 8 Accantia Group Holdings (unlimited company) GBP0.01 1

CNY10,000,000 9 Alberto-Culver (Europe) Limited GBP1.00 1

China- Room 1436, No.1256 and 1258, Wanrong Road, Jingan District, Alberto-Culver Group Limited GBP1.00 1
Shanghai Alberto-Culver UK Holdings Limited GBP1.00 1
Paula's Choice (Shanghai) Technology Co. Limited CNY1.00 1 Alberto-Culver UK Products Limited GBP1.00 1
China- Zibian 2105, No.63, Mingzhu Avenue (North), Conghua District, GBP5.00 14
Guangzhou City
Associated Enterprises Limited° GBP1.00 1
Unilever (Guangzhou) Co. Limited CNY1.00 1
CPC (UK) Pension Trust Limited 16
China – Room 407, No 1256&1258 Wan Rong Road, Shanghai
GroNext Technologies Limited GBP1.00 1
UPD China Limited CNY1.00 1
Hourglass Cosmetics UK Limited GBP1.00 1
Colombia – Avenida Carrera 45, 108-27 Torre 3 Piso, 5Y 6 Bogotá D.C.
Margarine Union (1930) Limited° GBP1.00 1
Unilever Andina Colombia Limitada COP100.00 1
GBP1.00 18
ULeX Colombia S.A.S. COP100.00 1
GBP1.00 68
Costa Rica – De la intersección Cariari, 400 mts. Oeste y 800 mts al Norte, frente
a sede Testigos de Jehová, Planta Industrial Lizano, Heredia, Belén, La GBP1.00 69
Asunción de Belén
MBUK Trading Limited GBP1.00 1
Unilever de Centroamerica S.A. CRC1.00 1
Mixhold Investments Limited GBP1.00 1
Costa Rica – Provincia de Heredia, Cantón Belén, Distrito de la Asunción, de la
intersección Cariari- Belén, 400 Mts. Oeste, 800 Mts., al Norte ND4A Limited GBP1.00 1

UL Costa Rica SCC S.A. CRC1.00 1 TIGI Holdings Limited GBP1.00 1

Côte d'Ivoire – 01 BP 1751 Abidjan 01, Boulevard de Vridi Toni & Guy Products Limited° GBP0.001 1

Unilever-Côte d'Ivoire (99.33) XOF2,650.00 1 UAC International Limited GBP1.00 1

Côte d'Ivoire – Abidjan-Marcory, Boulevard Valery Giscard d’Estaing, Immeuble UML Limited GBP1.00 1
Plein Ciel, Business Center, 26 BP 1377, Abidjan 26 Unidis Forty Nine Limited GBP1.00 1
Unilever Afrique de l’Ouest XOF10,000.00 1 Unilever AC Limited GBP1.00 1
Croatia – Strojarska cesta 20, 10000 Zagreb Unilever Assam Estates Limited GBP1.00 1
Unilever Hrvatska d.o.o. HRK1.00 1 Unilever Company for Industrial Development
Cuba – Zona Especial de Desarrollo Mariel, Provincia Artemisa Limited GBP1.00 1

Unilever Suchel, S.A. (60) USD1,000.00 56 Unilever Company for Regional Marketing and
Research Limited GBP1.00 1
Cyprus – Head Offices, 195C Old Road Nicosia Limassol, CY-2540 Idalion
Industrial Zone – Nicosia Unilever Corporate Holdings Limited° GBP1.00 1

Unilever Tseriotis Cyprus Limited (84) EUR1.00 1 Unilever Employee Benefit Trustees Limited GBP1.00 1

Czech Republic – Voctářova 2497/18, 180 00 Praha 8 Unilever Group Limited° GBP0.25 1

Unilever ČR, spol. s r.o. CZK210,000.00 1 Unilever South India Estates Limited° GBP1.00 1
GBP1.00 15

Unilever Annual Report and Accounts 2023 235

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Unilever S.K. Holdings Limited GBP1.00 1 (82.92) GBP1.00 63
Unilever Overseas Holdings Limited° GBP1.00 1 Estonia – Harju maakond, Tallinn, Haabersti linnaosa, Paldiski mnt 96, 13522
Unilever Superannuation Trustees Limited GBP1.00 1 Unilever Eesti Aktsiaselts EUR6.30 1
Unilever U.K. Central Resources Limited GBP1.00 1 Ethiopia – Bole Sub City, Kebele 03/05, Lidiya Building, Addis Ababa
Unilever U.K. Holdings Limited° GBP1.00 1 Unilever Manufacturing PLC ETB1,000.00 1
Unilever UK & CN Holdings Limited GBP1.00 2 Finland – Post Box 254, 00101 Helsinki
GBP1.00 3 Unilever Finland Oy EUR16.82 1
GBP10.00 24 Unilever Ingman Production Oy EUR1000.00 1
Unilever UK Group Limited GBP1.00 2 France – 20, rue des Deux Gares, 92500, Rueil-Malmaison
GBP1.00 3 Bestfoods France Industries S.A.S. (99.99) No Par Value 1
GBP1.00 21 Cogesal-Miko S.A.S. (99.99) No Par Value 1
Unilever US Investments Limited° GBP1.00 1 Fralib Sourcing Unit S.A.S. (99.99) No Par Value 1
United Holdings Limited° GBP1.00 1 Saphir S.A.S. (99.99) EUR1.00 1
England-Wales- C/O Bdo Llp 5 Temple Square, Temple Street, Liverpool, L2 5RH Tigi Services France S.A.S. (99.99) No Par Value 1
BBG Investments (France) Limited (in liquidation) GBP1.00 1 U-Labs S.A.S. (99.99) No Par Value 1
Unilever Australia Investments Limited (in Unilever France S.A.S. (99.99) No Par Value 1
liquidation) GBP1.00 1
Unilever France Holdings S.A.S. (99.99) EUR1.00 1
Unilever Australia Partnership Limited (in
liquidation) GBP1.00 1 Unilever France HPC Industries S.A.S. (99.99) EUR1.00 1

Unilever Australia Services Limited (in liquidation) GBP1.00 1 Unilever Retail Operations France (99.99) No Par Value 1

Unilever Innovations Limited (in liquidation) GBP0.10 1 France – ZI de la Norge – Chevigny Saint-Sauveur, 21800 Quetigny

England and Wales – The Manser Building, Thorncroft Manor, Thorncroft Drive, Amora Maille Societe Industrielle S.A.S. (99.99) No Par Value 1
Dorking Road, Leatherhead, Surrey, KT22 8JB France – 42, rue Jean de La Fontaine, Paris, 75016
Dermalogica (UK) Limited GBP1.00 1 Laboratoire Garancia EUR62.50 1
England and Wales – 1st Floor, 16 Charles II Street, London, SW1Y 4QU UPD EU EUR1.00 1
Twenty Nine Capital Partners Limited Partnership Germany – Wiesenstraße 21. 40549 Düsseldorf
∞ (80) 4
Dermalogica GmbH EUR25,000.00 1
Unilever Ventures III Limited Partnership ∞ (86.25) 4
Germany – Spitaler Straße 16, 20095 Hamburg
England and Wales – Union House, 182-194 Union Street, London, SE1 0LH
ProCepta Service GmbH EUR28,340.00 1
REN Skincare Limited GBP1.00 1
EUR2.00 1
REN Limited GBP0.01 1
Germany – Neue Burg 1, 20457 Hamburg
Murad Europe Limited GBP1.00 1
DU Gesellschaft für Arbeitnehmerüberlassung
England and Wales – 3 St James Road, Kingston Upon Thames, Surrey, KT1 2BA mbH (99.99) DEM50,000.00 1
Alberto-Culver Company (U.K.) Limited GBP1.00 1 Unilever Deutschland GmbH EUR90,000,000.00 1
Nature Delivered Limited GBP0.001 1 EUR2,000,000.00 1
GBP0.001 79 EUR1,000,000.00 1
GBP0.001 84 EUR 100.000,00 1
Marshfield Bakery Limited GBP0.01 1 Unilever Deutschland Holding GmbH EUR39,000.00 1
TIGI International Limited GBP1.00 1 EUR18,000.00 1
Unilever Pension Trust Limited GBP1.00 1 EUR14,300.00 1
Unilever UK Limited GBP1.00 1 EUR5,200.00 1
Unilever UK Pension Fund Trustees Limited GBP1.00 1 EUR6,500.00 1
USF Nominees Limited GBP1.00 1 Unilever Deutschland Produktions GmbH & Co.
England and Wales – 1 More Place, London, SE1 2AF OHG 4

Accantia Health and Beauty Limited (in Unilever Deutschland Produktions Verwaltungs
liquidation) GBP0.25 1 GmbH EUR179,000.00 1

Unilever Bestfoods UK Limited (in liquidation) GBP1.00 1 Unilever Deutschland Supply Chain Services
GmbH EUR51,150.00 1
England and Wales –C/O Tmf Group, 13th Floor, One Angel Court, London, EC2R
7HJ T2 Germany GmbH EUR1.00 1

Twenty Nine Capital Partners (General Partner) Germany – Langnesestraße 1, 64646 Heppenheim
Limited GBP1.00 1 Maizena Grundstücksverwaltung Gesellschaft mit
Unilever Ventures Limited GBP1.00 1 beschränkter Haftung & Co. offene
Handelsgesellschaft 4
Unilever Ventures General Partner Limited GBP1.00 1
Rizofoor Gesellschaft mit beschränkter Haftung EUR15,350.00 1
England and Wales – Port Sunlight, Wirral, Merseyside, CH62 4ZD
EUR138,150.00 1
Unilever Global IP Limited° GBP1.00 1
Schafft GmbH EUR63,920.00 1
England and Wales – Suite 1, 7th Floor 50 Broadway, London, United Kingdom,
SW1H 0BL EUR100,000.00 1

Paula`s Choice UK Limited GBP1.00 1 Germany – Rotebühlplatz 21, 70178 Stuttgart

England and Wales – 3rd Floor, 1 Ashley Road, Altrincham, Cheshire, WA14 2DT TIGI Eurologistic GmbH EUR100.00 1
EUR24,900.00 1
Brand Evangelists for Beauty Limited∆ (80.30) GBP1.00 2 TIGI Haircare GmbH EUR25,600.00 1
(100) GBP1.00 58 Germany – Wiesenstr. 21, 40549 Düsseldorf
(100) GBP1.00 86 Murad GmbH EUR1.00 1
(66.47) GBP1.00 71 Ren GmbH EUR1.00 1

236 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Germany – Zehdenicker Str. 110119, Berlin PT Gerai Cepat Untung (88.19) IDR100,000.00 1
Paula’s Choice Germany GmbH 4 Indonesia – KEK Sei Mangkei, Nagori Sei Mangkei, Kecamatan Bosar Maligas,
Kabupaten Simalungun 21183, Sumatera Utara
Ghana – Swanmill, Kwame Nkrumah Avenue, Accra
PT Unilever Oleochemical Indonesia IDR1,000,000.00 1
Millers Swanzy (Ghana) Limited (74.50) GHC1.00 1
Iran – No 23, Corner of 33rd Street, Zagros Street, Argentina Square, Tehran
Ghana – Plot No. Ind/A/3A-4, Heavy Industrial Area, Tema, PO Box 721, Tema
Unilever Iran (Private Joint Stock Company) (99.99) IRR1,000,000.00 1
Unilever Ghana PLC (74.50) GHC0.0192 1
Ireland – 20 Riverwalk, National Digital Park, Citywest Business Campus,
Greece – Kymis ave & 10, Seneka str. GR-145 64 Kifissia Dublin 24
Elais Unilever Hellas SA EUR10.00 1 Lipton Soft Drinks (Ireland) Limited EUR1.26 1
Unilever Knorr SA EUR10.00 1 Unilever Ireland (Holdings) Limited EUR1.26 1
Unilever Logistics SA EUR10.00 1 Unilever Ireland Limited EUR1.26 1
Guatemala – Diagonal 6. 10-50 zona 10, Ciudad de Guatemala. Nivel 17 Torre Isle of Man – Bridge Chambers, West Quay, Ramsey, Isle of Man, IM8 1DL
Norte Ed. Interamericas World Financial Center
Rational International Enterprises Limited USD1.00 1
Unilever de Centroamerica S.A. GT60.00 1
Israel – 3 Gilboa St., Airport City, Ben Gurion Airport
Haiti – 115, Rue Panamericaine, Estabissement Número 1, Petion Ville
Beigel & Beigel Mazon (1985) Limited ILS1.00 1
Les Condiments Alimentaires, S.A. (61) HTG1000.00 1
Israel – 52 Julius Simon Street, Haifa, 3296279
Honduras – Anillo Periférico 600 metros después de la colonia, Residencial, Las
Uvas contigua acceso de residencial Roble Oeste, Tegucigalpa M.D.C. Bestfoods TAMI Holdings Ltd ILS0.001 1
Unilever de Centroamerica S.A. HNL10.00 1 Israel Vegetable Oil Company Ltd ILS0.0001 1
Hong Kong – Suite 1106-8, 11/F, Tai Yau Building, 181 Johnston Road, Wanchai Unilever Israel Foods Ltd ILS0.10 35
Blueair Asia Limited HKD0.10 1 ILS0.10 79
Hong Kong – 6 Dai Fu Street, Tai Po Industrial Estate ILS0.10 17
Unilever Hong Kong Limited No Par Value 1 ILS0.0002 25
Hong Kong-Suite 907, 9/F, Silvercord Tower 2, 30 Canton Road, Tsim Sha Tsui, Unilever Israel Home and Personal Care Limited ILS1.00 1
Kowloon
Unilever Israel Marketing Ltd ILS0.0001 1
Hourglass Cosmetics Hong Kong Limited HKD1.00 1
Unilever Shefa Israel Ltd ILS1.00 1
Hong Kong – Room 1808, 18/F, Tower II Admiralty Centre, 18 Harcourt Road,
Admiralty Israel – Haharoshet 1, PO Box 2288, Akko, 2451704
Hong Kong CarverKorea Limited HKD1.00 7 Glidat Strauss Limited ILS1.00 30
Hong Kong – 14th Floor, One Taikoo Place, 979 King’s Road, Quarry Bay ILS1.00 1
UPD Hong Kong Limited HKD100.00 1 ILS1.00 31
Hong Kong – 14/F, One Taikoo Place, 979 King’s Road, Quarry Bay Italy – Piazza Paleocapa 1/D, 10100, Torino
Go-Uni Limited (67) USD14.376.000 1 Gromart S.R.L. EUR1,815,800.00 1
Hong Kong – Unit B, 17/F, United Centre, 95 Queensway, Admiralty Italy – Viale Sarca 235, 20126 Milan
Paula's Choice Hong Kong Limited HKD1.00 1 Unilever Italia Administrative Services S.R.L. EUR70,000.00 1
Paula's Choice Hong Kong Distribution Services Italy – Via Paolo di Dono 3/A 00142 Roma
Limited HKD1,000.00 1
Unilever Italia Logistics S.R.L. EUR600,000.00 1
Hungary – 1138-Budapest, Váci út 121-127.
Unilever Italia Manufacturing S.R.L. EUR10,000,000.00 1
Unilever Magyarország Kft HUF1.00 1
Unilever Italia Mkt Operations S.R.L. EUR25,000,000.00 1
India – Unilever House, B. D. Sawant Marg, Chakala, Andheri (E), Mumbai
400099 Unilever Italy Holdings S.R.L. EUR1,000.00 1

Daverashola Estates Private Limited (61.90) INR10.00 1 Italy – Via Plava, 74 10135 Torino

Hindlever Trust Limited (61.90) INR10.00 1 Equilibra S.R.L. (75) EUR1.00 1

Hindustan Unilever Limited° (61.90) INR1.00 1 Armores Srl (75) EUR1.00 1

Jamnagar Properties Private Limited (61.90) INR10.00 1 Syrio Srl (75) EUR100,000 1

Lakme Lever Private Limited (61.90) INR10.00 1 Italy – Business Center Monte Napoleone, Via Monte Napoleone 8, 20121 –
Milano
Levers Associated Trust Limited (61.90) INR10.00 1
UPD Italia S.r.l. EUR10,000.00 1
Levindra Trust Limited (61.90) INR10.00 1
Japan – 2-1-1, Kamimeguro, Meguro-ku, Tokyo 153-8578
Pond’s Exports Limited (61.90) INR1.00 1
Unilever Japan Customer Marketing K.K. JPY100,000,001.00 1
Unilever India Limited (61.90) INR1.00 1
Unilever Japan Holdings G.K. JPY10,000,000.00 1
Unilever India Exports Limited (61.90) INR10.00 1
Unilever Japan K.K. JPY100,000,001.00 1
Unilever Industries Private Limited° INR10.00 1
Unilever Japan Service K.K. JPY50,000,000.00 1
Unilever Ventures India Advisory Private Limited INR1.00 1
Rafra Japan K.K. JPY20,000,000.00 7
India – S-327, Greater Kailash – II, New Delhi – 110048, Delhi
Japan – Ark Hills Sengokuyama Mori Tower 28F, 1-9-10 Roppongi, Minato-ku,
Blueair India Private Limited INR10. 00 1 Tokyo
India – C/o.Vaish Associates, 106, Peninsula Centre, Dr S.S. Rao Road, Parel, UPD Japan K.K. JPY 50,000.00 1
Mumbai, Maharashtra, 400012
Jersey – 13 Castle Street, St Helier, Jersey, JE4 5UT
Jech India Private Limited INR10. 00 1
Unilever Chile Investments Limited GBP1.00 1
Indonesia – Grha Unilever, Green Office Park Kav 3, Jalan BSD Boulevard Barat,
BSD City, Tangerang, 15345 Jordan – Ground floor- Office No.1, GH24 Building, Business Park, Development
Zone, Amman
PT Unilever Indonesia Tbk (84.99) IDR2.00 1
Unilever Jordan for Marketing Services JOD1000.00 1
PT Unilever Enterprises Indonesia (99.99) IDR1,000.00 1
Kazakhstan – Raimbek, Avenue 160 A, Office 401, Almaty
PT Unilever Trading Indonesia IDR1,003,875.00 1
Unilever Kazakhstan LLP 4
Indonesia – Gedung Pasaraya Blok M Gedung B Lantai 6 dan 7 Jalan
Iskandarsyah II no. 2, DKI Jakarta Kenya – Commercial Street, Industrial Area, PO Box 30062-00100, Nairobi

Unilever Annual Report and Accounts 2023 237

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Unilever Kenya Limited° KES20.00 1 Marga B.V. EUR1.00 1
Korea – 443 Taeheran-ro, Samsung-dong, Kangnam-gu, Seoul Mavibel (Maatschappij voor Internationale
Beleggingen) B.V. EUR1.00 1
Unilever Korea Chusik Hoesa KRW10,000.00 1
Mexinvest B.V. EUR1.00 1
Korea – 81, Tojeong 31-gil, Mapo-gu, Seoul
Mixhold B.V.° EUR1.00 2
CARVERKOREA Co., Limited (97.47) KRW500.00 7
EUR1.00 3
Korea – #1-313 #1-314, 48, Achasan-ro 17-gil, Seongdong-gu, Seoul
EUR1.00 26
Paula's Choice Korea, Limited KRW1.00 1
N.V. Elma NLG1,000.00 1
Laos – Viengvang Tower, 4th Floor, Room no. 402A, Boulichan Road, Dongpalan
Thong Village, Sisattanak District, Vientiane Capital NLG1,000.00 27
Unilever Services (Lao) Sole Co. Limited LAK80,000.00 1 New Asia B.V. EUR1.00 1
Latvia – Kronvalda bulvāris 3-10, Rīga, LV-1010 Nommexar B.V. EUR1.00 1
Unilever Baltic LLC EUR1.00 1 Ortiz Finance B.V. NLG100.00 1
Lebanon – Sin El Fil, Dolphin Building, 3rd Floor, Beirut Pabulum B.V. NLG1,000.00 1
Unilever Levant s.a.r.l. LBP1,000,000.00 1 Rizofoor B.V. NLG1,000.00 1
Lithuania – Skuodo st. 28, Mazeikiai, LT-89100 Rolf von den Baumen’s Vetsmelterij B.V. EUR454.00 1
UAB Unilever Lietuva distribucija EUR3,620.25 1 Rolon B.V. NLG1,000.00 1
UAB Unilever Lietuva ledu gamyba EUR3,620.25 1 Saponia B.V. NLG1,000.00 1
Malawi – Room 33, Gateway Mall, Area 47, Lilongwe Malawi ThaiB1 B.V. NLG1,000.00 1
Unilever South East Africa (Private) Limited MWK2.00 1 ThaiB2 B.V. NLG1,000.00 1
Malaysia – Suite 2-1, Level 2, Vertical Corporate Tower B, Avenue 10, The Unilever Administration Centre B.V. EUR1.00 1
Vertical, Bangsar South City, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur,
Wilayah Persekutuan Unilever Alser B.V. EUR1.00 1

Paula's Choice Malaysia SEA Sdn. Bhd. No Par Value 1 Unilever Berran B.V. EUR1.00 1

Unilever (Malaysia) Holdings Sdn. Bhd. No Par Value 1 Unilever Canada Investments B.V. EUR1.00 1

Unilever (Malaysia) Services Sdn. Bhd. No Par Value 1 Unilever Caribbean Holdings B.V. EUR1,800.00 1

Mexico – Av. Tepalcapa No.2, Col. Rancho Santo Domingo, C.P. 54900 Tultitlán, Unilever Employment Services B.V. NLG1,000.00 1
Estado de México Unilever Europe B.V. EUR1.00 1
Unilever de Mexico S. de R.L. de C.V. 4 Unilever Europe Business Center B.V. EUR454.00 1
Unilever Holding Mexico S.de R.L. de C.V. 4 Unilever Finance International B.V. EUR1.00 1
Unilever Manufacturera S.de R.L. de C.V. 4 Unilever Finance Netherlands B.V.
o
EUR1.00 1
Unilever Real Estate Mexico S.de R.L. de C.V. 4 FoodServiceHub B.V. EUR1.00 1
Mexico – Fraccionamiento Parque Industrial Nexictoxus ADN2, Salinas Victoria, Unilever Global Services B.V. EUR1.00 1
Nuevo Leon, 65559
Unilever Holdings B.V. EUR454.00 1
Unilever NA Sourcing West S. de R.L. de C.V. 4
Unilever IP Holdings B.V. EUR1.00 1
Moldova – 6A Uzinelor Street, Kishinev, MD -2023
Unilever Indonesia Holding B.V. EUR1.00 1
Betty Ice Moldova S.R.L. MDL7,809,036.00 1
Unilever Insurances N.V. EUR454.00 1
Morocco – Km 10, Route Cotiere, Ain Sebaa, Casablanca
Unilever International Holdings B.V.° EUR1.00 1
Unilever Maghreb S.A. MAD100.00 1
Unilever Netherlands Retail Operations B.V. EUR1.00 1
Mozambique – Avenida 24 de Julho, Edifício 24, nº 1097, 4º andar, Maputo
Unilever Nederland Holdings B.V. EUR454.00 1
Unilever Mocambique Limitada USD0.01 1
Unilever Nederland Services B.V. EUR460.00 1
Myanmar – Plot No (40,41,47), Min Thate Hti Kyaw Swar Road, 39 Ward, Shwe
Pyi Thar Industrial Zone (2), Shwe Pyi Thar Township, Yangon Region, 11411 Unilever PL Netherlands B.V. EUR1.00 1
MMK11,129,679,6 Unilever Turkey Holdings B.V. EUR1.00 1
Unilever (Myanmar) Limited 00.00 1
Unilever US Investments B.V.° EUR1.00 1
Unilever (Myanmar) Services Limited MMK2,000,000.00 1
Unilever Ventures Holdings B.V. EUR453.79 1
Myanmar – Lot No. 31, Bamaw Ahtwin Wun Street, Hlaing Thar Yar Industrial
Zone 3, Hlaing Thar Yar Township, Yangon, 11401. Univest Company B.V. EUR1.00 1

MMK500,000,000, UNUS Holding B.V. EUR0.10 2

Unilever EAC Myanmar Company Limited (60) 000. 00 1 EUR0.10 3
Nepal –Hetauda-3, Basamadi Makawnapur Non-voting†
Unilever Nepal Limited (49.52) NPR100.00 1 Verenigde Zeepfabrieken B.V. NLG1,000.00 1
Netherlands – Weena 455, 3013 AL Rotterdam Wemado B.V. NLG1,000.00 1
Alberto-Culver Netherlands B.V. EUR1.00 2 Netherlands – Hofplein 19 3032 AC Rotterdam
EUR1.00 3 Unilever Nederland B.V. EUR454.00 1
Argentina Investments B.V. EUR454.00 1 Netherlands – Valkweg 2 7447JL Hellendoorn
BFO Holdings B.V. EUR1.00 1 Ben en Jerry’s Hellendoorn B.V. EUR453.78 1
Brazinvest B.V. EUR1.00 1 Netherlands – Markhek 5, 4824 AV Breda
Chico-invest B.V. EUR455.00 1 De Korte Weg B.V. EUR1.00 1
Doma B.V. NLG1,000.00 1 EUR1.00 26
Handelmaatschappij Noorda B.V. NLG1,000.00 1 Non-voting†
Hourglass Cosmetics Europe B.V. EUR1.00 1 Netherlands – Bronland 14, 6708 WH Wageningen
Unilever Foods & Refreshments Global B.V. EUR453.78 1
Unilever Innovation Centre Wageningen B.V. EUR460.00 1
Itaho B.V. EUR1.00 1
Netherlands – Grote Koppel 7, 3813 AA Amersfoort
Lipoma B.V. NLG1,000.00 1
Paula's Choice Europe B.V. EUR1.00 1

238 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Netherlands – Unilever House, 100 Victoria Embankment, London, EC4Y 0DY Unilever South Central Europe S.A. ROL260.50 1
(Registered Seat: Rotterdam)
Romania – 121 Cernăuţi Street, Suceava 720089
Unilever Overseas Holdings B.V. NLG1,000.00 1
Betty Ice SRL RON10.00 1
New Zealand – Level 4, 103 Carlton Gore Rd, Newmarket, Auckland 1023
Romania – Bvd. Republicii 291 camera 15 corp C6
Ben & Jerry’s Franchising New Zealand Limited No Par Value 1
Betty Ice Distributie SRL RON10.00 1
Unilever New Zealand Limited NZD2.00 1
Romania – 9-9A Dimitrie Pompei Blvd, Iride Business Park Buildings 5 and 6, 2nd
Nicaragua – Km 11.5, Carretera Vieja a León, 800 Mts Norte, 100 Mts Este, 300 District, Bucuresti
Mts Norte, Managua
Good People SA (75) RON10.00 1
Unilever de Centroamerica S.A. NIC50.00 1
Russia – 644031, 205, 10 let Oktyabrya, Omsk
Niger – BP 10272 Niamey
RUB
Unilever Niger S.A. (88.42) XOF10,000.00 1 Inmarko-Trade LLC 1,000,000.00 13
Nigeria – 1 Billings Way, Oregun, Ikeja, Lagos Russia – 123022, Floor 7, Premise 19, Room 36, 13, Sergeya Makeeva Street,
Moscow
Unilever Nigeria Plc (76.41) NGN0.50 1
RUB
West Africa Popular Foods Nigeria Limited (51) NGN1.00 1 Unilever Rus LLC 28,847,390, 269.19 13
Norway – Martin Linges vei 25, Postbox 1, 1331 Fornebu Russia – Tula region, Leninsky district, Ilyinskoye rural settlement, Varvarovka
Unilever Norge AS NOK100.00 1 village, Varvarovsky pass, Building 15-F, Room 406, Floor 3

Pakistan – Avari Plaza, Fatima Jinnah Road, Karachi – 75530 Gourmand LLC RUB10,000.00 4

Unilever Pakistan Foods Limited (76.57) PKR10.00 1 Russia – St. Petersburg, 1 Progonnaya St., Building 1, Literature A, Room 2-H,
Floor 1, Office 114
Unilever Pakistan Limited (99.29) PKR50.00 1
Resheniya dlia Budushego LLC RUB10,000.00 13
(71.78) PKR100.00 14
Rwanda – Sanlam Towers, PO Box 973, Kigali
Delivery Hub (Private) Limited (64.13) (in
liquidation) PKR10.00 1 Unilever Rwanda Limited RWF 1,000 1

Palestine – Ersal St. Awad Center, PO Box 3801, Al-Beireh, Ramallah Saudi Arabia – PO Box 5694, Jeddah 21432
X
Unilever Market Development Company (in Binzagr Unilever Limited (49) SAR1,000.00 1
liquidation) JOD1.00 1 Scotland – c/o Brodies LLP, Capital Square 58 Morrison Street, Edinburgh, EH3
Palestine – Jamil Center, Al-Beireh, Ramallah 8BP

Unilever Agencies Limited (99) (in liquidation) JOD1.00 1 Twenty Nine Capital Partners (SLP) Limited
Partnership∞ 4
Panama –PH Dream Plaza, piso 10 y 13, Provincia de Panamá, corregimiento de
Parque Lefevre, Costa del Este Unilever Ventures (SLP) General Partner Limited GBP1.00 1

Unilever Regional Services Panama S.A. USD1.00 1 Unilever Ventures III (SLP) Limited Partnership∞
(14.098) 4
Panama – Santa María Business District, Torre Argos, Piso 6, Distrito de Juan
Diaz, Provincia de Panamá Serbia – Belgrade, Serbia, Omladinskih brigada 90b – Novi Beograd

Unilever de Centroamerica S.A. No Par Value 1 Unilever Beograd d.o.o. 13

Paraguay – 4544 Roque Centurión Miranda N° 1635 casi San Martin. Edificio Singapore – 18 Nepal Park, 139407
Aymac II, Asunción Unilever Asia Private Limited No Par Value 1
Unilever de Paraguay S.A. PYG1,000,000.00 1 Unilever Singapore Pte. Limited No Par Value 1
Peru – Av. Paseo de la Republica, 5895 OF. 402, Miraflores, Lima 18 UPD Singapore Pte. Limited SGD1.00 1
Unilever Andina Perú S.A. PEN1.00 1 Gronext Technologies Pte. Ltd. No Par Value 1
Philippines – Linares Road, Gateway Business Park, General Trias, Cavite Singapore – 201 Henderson Road, #07-25, Apex @ Henderson, 159545
Metrolab Industries, Inc. PHP1.00 7 Paula's Choice Singapore, SEA Pte. Ltd. SGD1.00 1
PHP10.00 22 Slovakia – Karadzicova 10, 821 08 Bratislava
Philippines – 7th Floor, Bonifacio Stopover Corporate Center, 31st Street corner Unilever Slovensko, spol. s. r.o. EUR1.00 1
2nd Avenue, Bonifacio Global City, Taguig City
South Africa – 15 Nollsworth Crescent, Nollsworth Park, La Lucia Ridge Office
Unilever Global Services, Inc. PHP10.00 7 Estate, La Lucia, 4051
Unilever Philippines, Inc. PHP50.00 7 Unilever Market Development (Pty) Limited ZAR1.00 1
Philippines – 11th Avenue, Corner 39th Street, Bonifacio Triangle, Bonifacio Unilever South Africa (Pty) Limited ZAR2.00 1
Global City, Taguig City, Manila
Unilever South Africa Holdings (Pty) Limited ZAR1.00 1
Universal Philippines Body Care, Inc. PHP100.00 7
ZAR1.00 2
Philippines – Manggahan Light Industrial Park, A. Rodriguez Avenue, Bo.
Manggahan, Pasig City ZAR1.00 3
Unilever RFM Ice Cream, Inc. (50) PHP1.00 29 South Africa – 4 Merchant Place, CNR Fredman Drive and Rivonia Road
Sandton, 2196
PHP1.00 103
Aconcagua 14 Investments (RF) (Pty) Limited ZAR1.00 1
Philippines – Four/Neo, 12th Floor, Fourth Avenue, Bonifacio Global City,
Barangay Fort Bonifacio, Taguig 1634, Metro Manila South Africa – Oakhurst Office Park, 11-13 St Andrews Road, Parktown,
Johannesburg 2193
Gronext Technologies Phils., Inc. PHP1.00 7
Dermalogica South Africa (Pty) Limited (60) No Par Value 1
Poland – Jerozolimskie 134, 02-305, Warszawa
Spain – C/ Tecnología 19, 08840 Viladecans
Unilever Polska Sp. z o.o. PLN50.00 1
Unilever Espana S.A. EUR48.00 1
Unilever Poland Services Sp. z o.o. PLN50.00 1
Spain – C/ Felipe del Río, 14 – 48940 Leioa
Unilever Polska S.A. PLN10.00 1
Unilever Foods Industrial Espana, S.L.U. EUR600.00 1
Puerto Rico – Professional Services Park 997, San Roberto St., Suite 7, San Juan
Sri Lanka – 258 M Vincent Perera Mawatha, Colombo 14
Unilever de Puerto Rico, Inc° USD100.00 1
Unilever Merchandising Private Limited No Par Value 1
Qatar – Almana & Partners WLL Building, Area No. 43, Al Mamoura, PO BOX 49
Ceytea (Private) Limited No Par Value 1
Unilever Qatar LLC QAR1,000.00 1
Lever Brothers (Exports and Marketing) (Private)
Romania – Ploiesti, 291 Republicii Avenue, Prahova County Limited° No Par Value 1
Unilever Romania S.A. (99.93) ROL0.10 1 Maddema Trading Company (Private) Limited No Par Value 1

Unilever Annual Report and Accounts 2023 239

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Premium Exports Ceylon (Private) Limited No Par Value 1 Uganda – DFCU Towers, 5th Floor, Plot 26 Kyadondo Road, Industrial Area, PO
Box 3515, Kampala
R.O. Mennell & Co. (Ceylon) (Private) Limited No Par Value 1
Unilever Uganda Limited UGX20.00 1
Unilever Ceylon Services (Private) Limited No Par Value 1
Ukraine – 04119, 27-T, Letter A, Dehtyarivska Str., Kyiv
Unilever Lanka Consumer Limited No Par Value 1
UAH
Unilever Sri Lanka Limited° No Par Value 1 Unilever Ukraine LLC 1,151,329,851 13
Sudan – Property no. 125, block 2, Industrial Area, Kafuri District, Bahri, Kafori United Arab Emirates – PO Box 17053, Jebel Ali, Dubai
Unilever Sudanese Investment Company SDG10,000.00 1 Severn Gulf FZCO (50)
X
AED100,000.00 1
Sweden – Box 1056, Svetsarvägen 15, 171 22, Solna Stockholm Unilever Gulf FZE AED1,000,000.00 1
Alberto Culver AB SEK100.00 1 United Arab Emirates – Office No. 901 owned by Easa Saleh AlGurg LLC- Deira-
Unilever Holding AB SEK100.00 1 Riqqa AlBateeen
X
Unilever Produktion AB SEK50.00 1 Unilever Binzagr Gulf General Trading LLC (50) AED1,000.00 1

Unilever Sverige AB SEK100.00 1 Unilever General Trading LLC AED1,000.00 1

Sweden – Karlavagen 108, 115 26 Stockholm United Arab Emirates – Warehouse No. 1.2, Dubai Industrial Park – Seeh Shwaib
2
Blueair AB SEK100.00 1
Unilever Home & Personal Care Products
X
Sweden – Karlavagen 108, 115 26, Stockholm Manufacturing LLC (49) AED1,000.00 1
Jonborsten AB SEK1000.00 1
United States – 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201
Sweden – Nordenskioldgatan 19, 413 09 Goteborg
Alberto-Culver Company No Par Value 1
Nature Delivered Sweden AB SEK1.00 1
Alberto-Culver International, Inc. USD1.00 1
Switzerland – Bahnhofstrasse 19, CH 8240 Thayngen
Alberto-Culver USA, Inc. No Par Value 1
Knorr-Nährmittel Aktiengesellschaft CHF1,000.00 1
BC Cadence Holdings, Inc. USD0.01 1
Unilever Schweiz GmbH CHF100,000.00 1
Ben & Jerry’s Gift Card, LLC 13
Switzerland – Spitalstrasse 5, 8200, Schaffhausen
Conopco, Inc. USD1.00 7
Helmsman Capital AG CHF1,000.00 1
Kate Somerville Holdings, LLC 13
Unilever Supply Chain Company AG CHF1,000.00 1
Kate Somerville Skincare LLC 13
Unilever ASCC AG CHF1,000.00 1
Kensington & Sons, LLC No Par Value 13
Unilever Finance International AG CHF1,000.00 1
Kirei Intermediate Holdings, LLC 13
Unilever Business and Marketing Support AG CHF1,000.00 1
Living Proof, Inc. USD0.01 7
Unilever Overseas Holdings AG CHF1,000.00 1
Pantresse, Inc. USD120.00 1
Unilever Schaffhausen Service AG CHF1,000.00 1
Skin Health Experts, LLC 13
Unilever Swiss Holdings AG CHF1,000.00 1
St. Ives Laboratories, Inc. USD0.01 1
Switzerland – Hinterbergstr. 30, CH-6312 Steinhausen
The Laundress, LLC 13
Oswald Nahrungsmittel GmbH CHF800,000.00 1
TIGI Linea Corp No Par Value 1
Taiwan – 15F, No. 39, Sec. 2, Dunhua S. Road, Da’an District, Taipei City
Unilever Bestfoods (Holdings) LLC 13
Unilever Taiwan Limited (99.92) TWD10.00 1
Unilever Capital Corporation USD1.00 1
Taiwan – 8 F-1 & 8F-2, No. 186, Sec. 1, Zhangmei Rd., Changhua City, Changhua
County 50062, Taiwan (R.O.C.) Unilever North America Supply Chain Company,
LLC 13
Paula's Choice Taiwan Co., Limited NTD27.000 1
Unilever United States, Inc. USD0.3333 7
Tanzania – Plot No. 4A, Nyerere Road, Dar Es Salaam, PO Box 40383
USD73.50 22
Unilever Tanzania Limited TZS20.00 1
Unilever Ventures Advisory LLC 13
Thailand – 161 Rama 9 Road, Huay Kwang, Bangkok 10310
US Health & Wellbeing LLC No Par Value 13
Unilever Thai Holdings Limited THB100.00 1
Yasso, Inc. USD0.01 7
Unilever Thai Trading Limited THB100.00 1
United States – 1535 Beachey Pl Carson, CA 90746
Thailand – 12 A Floor Unit B1-B2, Office No. 1225, 989 Siam Piwat Tower, Rama I
Road, Pathumwan Sub-district, Pathumwan District, Bangkok 10330 Dermalogica, LLC 13
UPD (Thailand) Co. Limited THB100.00 1 United States – 2121 Park Place, First Floor El Segundo, CA 90245
Thailand– 21/39 Soi Lardprao 15, Jompol Sub-district, Jatujak District, Bangkok Murad LLC 13
Gronext Technologies (Thailand) Limited THB100.00 1 United States – 1090 King Georges Post Road, Suite 505 Edison, NJ 08837
Trinidad & Tobago – Eastern Main Road, Champs Fleurs REN USA Inc. No Par Value 7
Unilever Caribbean Limited (50.01) TTD1.00 1 United States – 125 S Clark, Suite 2000, Chicago, IL 60603
Tunisia – Z.I. Voie Z4-2014 Mégrine Erriadh – Tunis Blueair Inc. No Par Value 1
Unilever Tunisia S.A. (99.78) TND6.00 1 United States – 2816 S. Kilbourne Avenue, Chicago IL 60624
Unilever Maghreb Export S.A. (99.76) TND5.00 1 Unilever Illinois Manufacturing, LLC 13
Tunisia – Z.I. Voie Z4, Megrine Riadh, Tunis, 2014 United States – 2900 W. Truman Boulevard, Jefferson City, MO 65109
UTIC Distribution S.A. (99.78) TND10.00 1 Unilever Manufacturing (US), Inc. No Par Value 7
Turkey – Saray Mahallesi, Dr. Adnan Büyükdeniz Cad., No.13, 34768 Ümraniye – United States – 40 Merritt Boulevard, Trumbull, CT 06611
İstanbul
Unilever Trumbull Holdings, Inc. USD1.00 7
o
Unilever Gida Sanayi ve Ticaret AŞ (99.98) TRY0.01 1
Unilever Trumbull Research Services, Inc. USD1.00 1
o
Unilever Sanayi Ve Ticaret Türk AŞ (99.98) TRY0.01 1
United States – 60 Lake Street, Suite 3N, Burlington, VT 05401
Besan Besin Sanayi ve Ticaret AŞ (99.99) TRY0.01 1
Seventh Generation Canada, Inc. No Par Value 7
Unilever Hizli Tuketim Urunleri Satis Pazarlama ve
Ticaret Anonim Sirketi (99.99) TRY1.00 1 Seventh Generation, Inc. USD0.001 7
United States – 2711 Centerville Road, Suite 400, Wilmington, DE 19808

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Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Paula's Choice, Inc. USD0.001 7 Canada – 100 King Street West, 1 First Canadian Place, Suite 1600, Toronto ON
M5X 1G5
United States – 705 5th Avenue South, Suite 200, Seattle, WA 98104
UPD Canada Inc. No Par Value 7
Paula's Choice, LLC 13
Egypt – Borg El-Arab, Alexandria
United States – CTC 1209 Orange Street Wilmington, DE19801
Fine Foods Egypt SAE (in liquidation) EGP10.00 1
Nirvana Holdco LLC (80) 7
Egypt – Shooting Club, Dokki, Giza
Nirvana Intermediate LLC (80) 7
United Beverages (in liquidation) EGP10.00 1
Nutraceutical Wellness, Inc. (80) 7
England and Wales – 1 More London Place, London, SE1 2AF
The Uncovery, LLC 13
Unidis Twenty Six Limited (in liquidation) GBP1.00 1
Yasso Holdings, Inc. 7
Unidis Sixty Four Limited (in liquidation) GBP1.00 1
United States – 3770-1/2 Selby Avenue, Los Angeles, CA 90034
Lever Brothers Port Sunlight Limited (in
Kingdom Animalia, LLC 13 liquidation) GBP1.00 1
United States – 11 Ranick Drive South, Amityville, NY 11701 England-Wales – C/O Bdo Llp 5 Temple Square, Temple Street, Liverpool, L2
Sundial Brands, LLC 13 5RH

Madam C.J. Walker Enterprises, LLC 13 TIGI Limited (in liquidation) GBP1.00 1

Nyakio, LLC 13 England and Wales – Unilever House, 100 Victoria Embankment, London, EC4Y
0DY
United States – 415 Jackson St., Floor 2, San Francisco, CA 94111
Elida Beauty Limited GBP1.00 1
Olly Public Benefit Corporation USD0.00001 7
France – 20, rue des Deux Gares, 92500, Rueil-Malmaison
United States – 208 Utah Street, Suite 300, San Francisco, CA, 94103
Elida Beauty France S.A.S. (99.99) EUR1.00 1
Tatcha, LLC 4
Ghana – Plot No. Ind/A/3A-4, Heavy Industrial Area, Tema, PO Box 721, Tema
United States – 777 S Aviation Blvd, El Segundo, CA 90245
Unilever Oleo Ghana Limited GHC2.250 1
The LIV Group, Inc. No Par Value 13
Unilever Ghana Investments Limited (74.50) GHC10.00 1
United States – 4056 Del Rey Avenue, Marina Del Rey, CA 90292
Haiti – Port-au-Prince
SmartyPants, Inc. USD0.00001 7
Unilever Haiti S.A. HTG500,000 56
United States – 1169 Gorgas Avenue, Suite A, San Francisco, CA 94129
India – Unilever House, B. D. Sawant Marg, Chakala, Andheri (E), Mumbai 400
Welly Health PBC (51) USD0.00001 7 099
USD0.00001 22 Hindustan Unilever Foundation (61.90) INR10.00 1
United States – 30 Community Drive, South Burlington, Vermont 05403 Ireland – Unit 50, The Swan Shopping Centre, Rathmines Road Lower, Dublin 6,
D06 V9K5
Ben & Jerry’s Franchising, Inc. USD1.00 7
Demalogica (Skin Care) Ireland Limited EUR1.00 1
Ben & Jerry’s Homemade, Inc. USD1.00 7
Jamaica – White Marl Street, Spanish Town, PO Box 809, Parish Saint Catherine
United States – 1675 South Street, Suite B, City of Dover, DE 19901
Unilever Jamaica Limited JMD1.00 1
Onnit Labs, Inc. USD0.0001 7
Kenya – Commercial Street, PO Box 40592-00100, Nairobi
United States – 8 The Green STE R, City of Dover, Kent County, Delaware, 19901
Union East African Trust Limited KES20.00 1
Brand Evangelists for Beauty Inc.∆ (68.03) USD 0.01 23
Myanmar – Shwe Gon Daing (West) 5th Street, No. 196, Mimosa Tower, Shwe
United States – c/o The Corporation Trust Company, Trust Center, 1209 Orange Gon Daing (West) Ward, Bahan Township, Yangon, Myanmar 11201
Street, Wilmington, Delaware, 19801, New Castle County
Lever Brothers (Burma) Limited MMK0.5 1
Cocotier, Inc. USD0.001 7
United States – CTC 1209 Orange Street, Wilmington, DE19801
Uruguay – Camino Carrasco 5975, Montevideo
Elida Beauty US Corp USD1.00 1
Unilever Uruguay SCC S.A. UYU1.00 1
Elida Beauty US (IP) LLC 13
Uruguay – Luis Bonavita 1294, Montevideo
United States – 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201
Unilever America Latina S.A. UYU1.00 1
Unilever AC Canada Holding, Inc. USD10.00 1
Venezuela – Torre BOD, Piso 15, La Castellana, Caracas, Bolivarian Republic of
Venezuela Unilever United States Foundation, Inc. 13
Unilever Andina Venezuela S.A. Bs0.000001 1 Alberto-Culver (P.R.), Inc. (in liquidation) No Par Value 1
Vietnam – Lot A2-3, Tay Bac Cu Chi Industry Zone, Tan An Hoi Ward, Cu Chi Chesebrough-Pond’s Manufacturing Company (in
District, Ho Chi Minh City liquidation) No Par Value 1
VND863,104,820,0
Unilever Vietnam International Company Limited 00.00 13 ASSOCIATED UNDERTAKINGS
Vietnam – No.156, Nguyen Luong Bang Street, Tan Phu Ward, District 7, Ho Chi Australia – Level 1, 569 Church Street, Richmond, VIC, 3121
Minh City
SNDR PTY LTD∆◊ (72.98) No Par Value 58
VND207,819,496,3
Unicorn Market Place Vietnam Company Limited 11 13 Australia – Floor 1, 101 Moray Street, South Melbourne, 3205

Zambia – Stand 2375, Corner Addis Ababa Drive & Great East Road, Show Straand Pty Ltd∆◊ (100) No Par Value 107
Grounds, Lusaka (12.05) No Par Value 109
Unilever South East Africa Zambia Limited ZMK2.00 34 Bahrain – Shop 61 – Building 866 – Road 3618 – Block 436 Alseef Manama
ZMK2.00 1 Unilever Bahrain Co. W.L.L. (49) BHD50.00 1
Zambia – Ellis & Co, Lusaka, Lusaka Province Brazil – Avenue Engenheiro Luiz Carlos Berrini, 105, 16º andar, Ed. Berrini One,
Chesebrough-Ponds (Private) Limited 1 Itaim Bibi, CEP 0471/001-00, City of São Paulo, State of São Paulo

Zimbabwe – 2 Stirling Road, Workington, Harare Gallo Brasil Distribuição e comércio Limitada (55) BRL1.00 5

Unilever – Zimbabwe (Pvt) Limited∆ ZWD0.002 1 Canada – Suite 300-171 West Esplanade, North Vancouver, British Columbia
Canada V7M 3K9

SUBSIDIARY UNDERTAKINGS NOT INCLUDED IN THE CONSOLIDATION A&W Root Beer Beverages Canada Inc.◊ (40) No Par Value 38

Brazil – Av Das Nacoes Unidas, 14261 4º Andar Ala B, Vila Gertrudes, Cep Canada – 229 Amesbury Gate, Bedford, Nova Scotia, B4B 0R8
04792-000, Sao Paulo The 7 Virtues Beauty Inc.∆◊ (64.29) 58
Unileverprev Sociedade De Previdencia Privada No Par Value 13 Canada – PO Box 49130, 2900 – 595 Burrard Street, Vancouver BC V7X 1J5

Unilever Annual Report and Accounts 2023 241

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
Dollar Shave Club Canada, Inc. (35) CAD0.01 7 (6.54) INR100.00 65
Cyprus – 2 Marcou Dracou Street, Engomi Industrial Estate, 2409 Nicosia (8.75) INR100.00 106
Unilever PMT Limited∆ (49) EUR1.71 3 India – 55 2nd Floor Community Centre, East of Kailash, New Delhi, East Delhi,
DL 110065
England and Wales – 100 Victoria Embankment, Blackfriars, London, EC4Y 0DY
Convosight Analytics Private Limited∆◊ (3.08) INR1.00 75
Dollar Shave Club Limited (35) GBP1.00 1
(7.41) INR1.00 99
Uflexreward Holdings LimitedΔ (99.64) GBP0.001 1
(12.73) INR 10.00 117
Uflexreward LimitedΔ (99.64) GBP0.001 35
(11.15) INR 10.00 116
England and Wales – Unit 1.8 & 1.9 The Shepherds Building, Charecroft Way,
London, W14 0EE India – Plot no. F-2109, RIICO Industrial Area, Ramchandra Pura, (Sitapura
Extension) Jaipur, Rajasthan 303905
SCA Investments Holdings Limited∆◊ (15.61) GBP0.001 40
Uprising Science Private Limited∆◊ (2.50) INR10.00 75
(25.19) GBP0.001 41
(27.27) INR100.00 117
(3.63) GBP0.001 42
India –Plot No. D 5, Road No. 20, Marol MIDC, Andheri East, Mumbai City MH
(5.31) GBP0.001 112 400093
England and Wales – 2nd Floor, 5 Jubilee Place, Chelsea, London, SW3 3TD Scentials Beautycare & Wellness Ltd∆◊ (63.43) 73
Trinny London Limited∆◊ (54.88) GBP0.01 43 (0.10) 75
(32.32) GBP0.01 77 India – 15 Ambika Nagar, Sector 4, Hiran Magri, Udaipur, Rajasthan, 313002
England and Wales – 127 North Milton Park, Abingdon, Oxfordshire OX14 4SA Derma Goodness Private Limited∆◊ (0.2) 75
P2i Limited∆◊ (12.89) GBP0.000001 1 (97.93) 110
(5.44) GBP0.000001 44 India- Z -44, Panchasayar P -210-4-1, Panchasayar Kolkata WB 700094
(5.44) GBP0.000001 46 Wellness Ville Private Limited∆◊ (0.01) 75
(4.20) GBP0.000001 52 (92.11) 118
(4.20) GBP0.000001 50 India – 28 B.T. Road, Cossipore Chiria, More Kolkata, WB 700002
(2.44) GBP0.000001 102 Rabiko Lifestyle Private Limited ∆◊ (0.02) 75
(50) GBP1.0000 80 (100.00) 114
England and Wales – Level 1 Brockbourne House, 77 Mount Ephraim, Tunbridge India – A-2004, Floor-20, Plot-141, Phoenix Tower-A, S.B. Marg, Delisle Road,
Wells, Kent, TN4 8BS Lower Parel West, Mumbai, 400013
Clean Beauty Co Ltd∆◊ (69.76) GBP0.0001 97 Nutritionalab Private Limited (13.31) INR10.00 1
(26.72) GBP0.0001 58 India – Ground Floor, Plot No 57, Industrial Area Phase I, Chandigarh 160002
England and Wales – C4 Lab Psc Building, Unilever R&D Port Sunlight, Quarry Zywie Ventures Private Limited (33.02) INR10.00 1
Road East, Bebington, Wirral, CH63 3JW
Indonesia – Jalan Srengseng Raya Nomor 55A, Rukun Tetangga 001, Rukun
Penhros Bio Limited◊ (32) GBP1.00 1 Warga 002, Kelurahan Srengseng, Kecamatan Kembangan, Jakarta Barat
England and Wales- C/O Bcs Windsor House, Station Court, Station Road, 11630, Provinsi Daerah Khusus Ibukota
Great Shelford, Cambridge, Cambridgeshire, England, CB22 5NE PT Anugrah Mutu Bersama◊ (40) IDR1,000,000.00 1
VHSquared Limited◊ (in liquidation) (39.47) GBP0.01 1 Iran – Second floor, No. 23, Corner of 3rd Street, Zagros Street, Argentina
(1.79) GBP0.01 44 Square, Tehran

(17.86) GBP0.01 101 Unilever-Golestan Foods (Private Joint Stock

Company)(51) IRR1,000,000.00 1
France – 13, avenue Morane Saulnier, 78140 Velizy Villacoublay
Ireland – 70 Sir John Rogersons Quay, Dublin 2
Pegase S.A.S. (25) EUR5,000.00 1
Pepsi Lipton International Limited∆ EUR1.00 52
France – 7 rue Armand Peugeot, 92500 Rueil-Malmaison
EUR1.00 53
Relais D’or Centrale S.A.S. (49.99) No Par Value 1
EUR1.00 54
Germany – Beerbachstraße 19, 91183 Abenberg
EUR1.00 55
Hans Henglein & Sohn GmbH◊ (50) EUR100,000.00 1
Henglein & Co. Handels-und Beteiligungs GmbH & Israel – Kochav Yokneam Building, 4th Floor, PO Box 14, Yokneam Illit 20692
Co. KG◊ (50) 4
IB Ventures Limited∆ (99.74) ILS1.00 14

Henglein Geschäftsführungs GmbH◊ (50) DEM50,000.00 1 Israel – Park Zvaim Industrial Area, Beit Shean / Correspondance:
PO Box 787, Beit Shean, 1171601

Nürnberger Kloßteig NK GmbH & Co. KG◊ (50) 4 Dollar Shave Club Israel Limited (35) NIS0.10 1
Italy – Via Quercete, n.a. 81016, San Potito Sannitico (CE)
Henglein NRW GmbH◊ (50) DEM250,000.00 1 P2P S.r.l (50) EUR1.00 1
Germany – Lauchaer Straße 1, 06647 An der Poststraße OT Klosterhaeseler Luxembourg – 5 Heienhaff, L-1736 Senningerberg
Henglein GmbH & Co. KG◊ (50) DEM50,000.00 1
Germany – Neue Burg 1, 20457 Hamburg Helpling Group Holding S.à r.l.∆◊ (98.57) EUR1.00 60

Dollar Shave Club GmbH (in liquidation)(35) EUR25,000.00 1 (2.34) EUR1.00 33

India – 1st & 2nd Floor, Kagalwala House, Plot No. 175, CST Road, Kalina, Mauritius – c/o Apex Fund Services (Mauritius) Ltd, 4th Floor, 19 Bank Street,
Bandra Kurla, Santacruz East Mumbai, Mumbai 400098 Cyber City, Ebene 72201

Peel-Works Private Limited∆◊ (48.15) INR30.00 63 Capvent Asia Consumer Fund Limited∆ (40.40) USD0.01 78

(16.67) INR30.00 70 Oman – PO Box 1711, Ruwi, Postal code 112

(14.65) INR30.00 32 Towell Unilever LLC (49) OMR10.00 1

India – 1st Floor Lodha, i-Think Techno Campus, A Wing, Chirak Nagar, Thane. Philippines –11th Avenue Corner, 38th Street, Bonifacio Triangle, Bonifacio
MH 400607 Global City, Taguig City, Metro Manila

Pureplay Skin Sciences (India) Private Limited∆◊ Sto Tomas Paco Land Corp∆◊ (40) PHP1.00 7
(0.1) INR10.00 75 (40) PHP10.00 46
(100) INR100.00 73 (40) PHP20.00 44
(100) INR100.00 64 Cavite Horizons Land, Inc.◊ (35.10) PHP1.00 103

242 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Share Share
Name of Nominal Class Name of Nominal Class
Undertaking Value Note Undertaking Value Note
PHP10,000.00 46 (17.83) USD0.0001 55
Philippines – Manggahan Light Industrial Compound, A. Rodriguez Avenue, Bo. (17.83) USD0.0001 58
Manggahan, Pasig City
United States – c/o The Company Corporation, 251 Little Falls Drive,
WS Holdings Inc.∆◊ PHP1.00 29 Wilmington, DE, New Castle 19808
PHP1.00 103 Equilibria, Inc.∆◊ (20.00) USD0.00001 98
Selecta Walls Land Corp∆◊ PHP10.00 29 FabFitFun Inc.∆◊ (68.18) USD0.001 6
Portugal – Largo Monterroio Mascarenhas, 1,1099–081 Lisboa (7.48) USD0.001 100
Fima Ola – Produtos Alimentares, S.A. (55) EUR4,125,000 1 Outliers, Inc.∆◊ (58.77) 62
Gallo Worldwide, Limitada (55) EUR550,000 5 (31.35) 113
Grop – Gelado Retail Operation Portugal, Perelel, Inc.∆◊(64.71) USD 0.00001 97
Unipessoal, Limitada (55) EUR27,500 5
(73.18) USD 0.00001 44
Transportadora Central do Infante, Limitada (54) EUR27,000 1
True Botanicals, Inc.∆◊ (51.23) USD0.0001 62
Unilever Fima, Limitada (55) EUR14,462,336.00 5
Yati Inc.∆◊ (4.00) USD0.00001 115
Victor Guedes – Industria e Comercio, S.A. (55) EUR275,000 1
(100.00) USD0.00001 47
Fima Dressings Unipessoal, Limitada (55) EUR27,500 5
United States – c/o Cogency Global Inc, 850 New Burton Road, in the City of
Saudi Arabia – PO Box 22800, Jeddah 21416 Dover, County of Kent, Delaware
Binzagr Unilever Distribution Company Limited Volition Beauty Inc.∆◊ (66.44) USD0.0001 44
(49) SAR1,000.00 1
United States – c/o The Corporation Trust Company, Trust Center, 1209 Orange
Singapore – 3 Phillip Street, #14-05 Royal Group Building, 048693 Street, Wilmington, Delaware, 19801. New Castle County
YOU Private Limited∆◊ (33.33) 76 Koco Life LLC∆◊(26.19) 104
(33.56) 45 (41.15) 105
Singapore – 20A Tanjong Pagar Road, 088443 New Voices Fund LP◊ (32.90) 4
ESQA Corp Pte Ltd∆◊ (60) 73 Keli Network, Inc.∆◊ (28.24) USD0.0001 88
Sweden – Sturegatan 38, Stockholm, 11436 United States – c/o A registered agent, Inc, 8 The Green, Ste A, Dover, Kent, DE,
19901
SachaJuan Haircare AB∆◊ (69.5) SEK1.00 9
Clean Beauty for All, Inc.∆◊ (22.09) USD0.0001 62
United Arab Emirates – PO Box 49, Dubai
(41.99) USD0.0001 95
Al Gurg Unilever LLC (49) AED1,000.00 1
(62.35) USD0.0001 51
United Arab Emirates – Po Box 49, Abu Dhabi
(67.85) USD0.0001 96
Thani Murshid Unilever LLC (49) AED1,000.00 1
United States – United Corporate Services, Inc., 800 North State Street Suite
United States – c/o Registered Agents Solutions, Inc., 838 Walker Road Suite
304, Dover, Kent, DE, 19901
21-2, Dover, Kent, DE, 19904
UOMA Beauty Inc.∆◊ (25) 62
Beauty Bakerie Cosmetics Brand Inc.∆◊ (50.05) USD0.001 43
(70.96) 95
(16.24) USD0.001 71
(49.88) 51
(24.88) USD0.001 93
United States –National Registered Agents Inc, 1209 Orange Street,
United States – c/o Resident Agents Inc. 8 The Green, STE R, Dover, Kent,
Wilmington, New Castle, Delaware 19801
Delaware, 19901
Mealogic, Inc.∆◊ (37.5) 58
Discuss.io Inc.◊ (7.79) USD0.0001 7
United States – 13335 Maxella Ave. Marina del Rey, CA 90292
(16.78) USD0.0001 55
Dollar Shave Club, Inc. (35) USD0.001 13
(50.53) USD0.0001 58
United States – 700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632-3201

Pepsi Lipton Tea Partnership (50) 4

Food Service Direct Logistics, LLC (40) 13

Unilever Annual Report and Accounts 2023 243

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Group Companies

Notes:
1: Ordinary, 2: Ordinary-A, 3: Ordinary-B, 4: Partnership, 5: Quotas, 6: Class-A Common, 7: Common, 8: Class A, 9: Class B, 10: Class C, 11: Class II Common, 12: Class III
Common, 13: Membership Interest, 14: Preference, 15: Redeemable Preference, 16: Limited by Guarantee, 17: C Ordinary Shares, 18: Viscountcy, 19: B3 Ordinary, 20: Series
C-1 Pref, 21: Ordinary-C, 22: Preferred, 23: Common Stock, 24: Redeemable Preference Class B, 25: Special, 26: Cumulative Preference, 27: 5% Cumulative Preference, 28:
Non-Voting Ordinary B, 29: Common B, 30: Management, 31: Dormant, 32: Series C1 Preference, 33: Series D-2, 34: Cumulative Redeemable Preference, 35: A-Ordinary, 36:
Preferred Ordinary, 37: Com, 38: Class Common-B, 39: Series A Participating Preference, 40: H-Ordinary, 41: I-Ordinary, 42: J-Ordinary, 43: Series A Preferred Convertible,
44: A Preference, 45: Series B1 CCPS, 46: B Preference, 47: Series A-5, 48: Series C-2 Preferred, 49: A-4 Com, 50: D Preference, 51: Series A-3 Preferred, 52: C Preference, 53: E
Ordinary, 54: G Preferred, 55: Series Seed, 56: Nominal, 57: Preferred A, 58: Series A Preferred, 59: Series Seed-2 Preferred, 60: Series C-2, 61: Series D, 62: Series A-1
Preferred, 63: Series B-2 Preference, 64: Pre Series B CCPS, 65: Series B CCPS, 66: Series C1 CPPS, 67: Series C2, 68: Office Holders, 69: Security, 70: Series B-3 Preference, 71:
Series B Preferred, 72: Series Seed B CPPS, 73: Series A CCPS, 74: Series A2 CPPS, 75: Equity, 76: Series B CCPS, 77: Series B Preferred Convertible, 78: Class A Redeemable
Non Voting Ordinary, 79: B Ordinary, 80: N Ordinary, 81: A-1 Com, 82: A-2 Com, 83: A-3 Com, 84: Series A EIS, 85: Series A Convertible Preferred, 86: Series A2 Preferred, 87:
Not in use, 88: Series C Preferred, 89: Series A1 CPPS, 90: D1 Preferred, 91: Series E, 92: Series C-2 Pref, 93: Series B-1 Preferred, 94: Series B-2 Preferred, 95: Series A-2
Preferred, 96: Series A-4 Preferred, 97: Preferred Seed, 98: Seed-3 Preferred, 99: CCPS,100: Series A Preferred Stock, 101: Ordinary Preferred, 102: E Preference, 103: Common
A, 104: Series D-5 Preferred, 105: Series D-6 Preferred, 106: Series C CCPS, 107: Series Seed Convertible Preferred, 108: Series C-E Preferred, 109: Series Seed 2 Convertible
Preferred Shares, 110: Seed CCPS, 111: Series Seed Preferred Shares, 112: M-Ordinary, 113: Series A-9 Preferred, 114: Series Seed CCPS, 115: Series A-1, 116: Pre-Series B
CCCPS, 117: Series A CCCPS, 118: Series Seed A CCPS
O Indicates an undertaking directly held by PLC. All other undertakings are indirectly held. In the case of Hindustan Unilever Limited, 47.43% is directly held and the
remainder of 14.47% is indirectly held. In the case of Unilever Kenya Limited, 39.13% is directly held and the remainder of 60.87% is indirectly held. In the case of Unilever
Sri Lanka Limited, 18.32% is directly held and the remainder of 81.68% is indirectly held. In the case of Mixhold B.V., 27.71% is directly held and the remainder of 72.29% is
indirectly held. In the cases of each of Unilever Gida Sanayi ve Ticaret A.Ş. and Unilever Sanayi ve Ticaret Turk A.Ş., a fractional amount is directly held and the remainder
is indirectly held. In the case of Mixhold B.V., 55.37% of the ordinary – A shares are directly held, the remainder of 44.63% are indirectly held and the other share classes are
indirectly held.
† Shares the undertaking holds in itself.
Δ Denotes an undertaking where other classes of shares are held by a third party.
X Binzagr Unilever Limited, Severn Gulf FZCO, Unilever Binzagr Gulf General Trading LLC, Unilever Home and Personal Care Products Manufacturing LLC are subsidiary
undertakings pursuant to section 1162(2)(b) Companies Act 2006. The Unilever Group is entitled to 50% of the profits made by Binzagr Unilever Limited, Severn Gulf FZCO
and Unilever Binzagr Gulf General Trading LLC. The Unilever Group is entitled to 80% of the profits made by Unilever Home and Personal Care Products Manufacturing
LLC.
◊ Accounted for as non-current investments within non-current financial assets.
∞ Exemption pursuant to Regulation 7 of the Partnership (Accounts) Regulations 2008.

In addition, we have revenues either from our own operations or otherwise in the following locations: Afghanistan, Aland Islands, Albania, Americas, Andorra, Angola,
Anguilla, Antigua and Barbuda, Armenia, Aruba, Azerbaijan, Bahamas, Barbados, Belize, Benin, Bhutan, Bonaire, Sint Eustatius & Saba, Bosnia and Herzegovina, Botswana,
British Virgin Islands, Brunei Darussalam, Burkina Faso, Burundi, Cameroon, Cape Verde, Cayman Islands, Central African Republic, Chad, Christmas Island, Cocos (Keeling)
Islands, Comoros, Congo, Cook Islands, Curacao, Democratic Republic of Congo, Dominica, Equatorial Guinea, Eritrea, Faroe Islands, Federated States of Micronesia, Fiji,
French Guiana, French Polynesia, Gabon, Gambia, Georgia, Gibraltar, Greenland, Grenada, Guam, Guernsey, Guinea, Guinea-Bissau, Guyana, Heard Island and McDonald
Islands, Iceland, Iraq, Kiribati, Kosovo, Kuwait, Kyrgyzstan, Lebanon, Lesotho, Liberia, Libya, Liechtenstein, Luxembourg, Macao, Macedonia, Madagascar, Maldives, Mali,
Malta, Marshall Islands, Mauritania, Mauritius, Monaco, Mongolia, Montenegro, Montserrat, Namibia, Nauru, New Caledonia, Niue, Norfolk Island, Northern Ireland, Palau,
Papua New Guinea, Saint Kitts and Nevis, Saint Lucia, Saint Martin (French part), Saint Vincent and the Grenadines, Samoa, San Marino, Senegal, Seychelles, Sierra Leone,
Sint Maarten (Dutch part), Slovenia, Solomon Islands, Somalia, South Sudan, Suriname, Swaziland, Tajikistan, Timor Leste, Togo, Tokelau, Tonga, Turkmenistan, Tuvalu,
Uzbekistan, Vanuatu and Yemen.
The Unilever Group has established branches in Azerbaijan, Belarus, Bosnia-Herzegovina, Burkina Faso, Côte d'Ivoire, Cuba, Jordan, Kazakhstan, Lebanon, Northern
Ireland, the Philippines, Saudi Arabia, Turkey, UAE and the UK.

244 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Shareholder information
Financial calendar

Annual general meeting

Date 1 May 2024
Voting and Registration date 29 April 2024

Quarterly dividends
Ex-dividend date Ex-dividend
Announcement date for ordinary shares date for ADSs Record date Payment date
Quarterly dividend announced
with the Q4 2023 results 8 February 2024 22 February 2024 22 February 2024 23 February 2024 22 March 2024
Quarterly dividend announced
with the Q1 2024 results 25 April 2024 16 May 2024 16 May 2024 17 May 2024 7 June 2024
Quarterly dividend announced
with the Q2 2024 results 25 July 2024 8 August 2024 9 August 2024 9 August 2024 6 September 2024
Quarterly dividend announced
with the Q3 2024 results 24 October 2024 7 November 2024 8 November 2024 8 November 2024 6 December 2024

Contact details Website

Unilever PLC Shareholders are encouraged to visit our website which has a wealth
100 Victoria Embankment of information about Unilever.
London EC4Y 0DY
There is a section on our website designed specifically for investors. It
United Kingdom
includes detailed coverage of the Unilever share price, our quarterly
Institutional Investors telephone +44 (0)20 7822 6830
and annual results, performance charts, financial news and investor
Any queries can also be sent to us electronically via
relations speeches and presentations. It also includes details of the
www.unilever.com/contact/ conference and investor/analyst presentations.
You can also view the Unilever Annual Report and Accounts 2023
Private Shareholders can email us at (and the Additional Information for US Listing Purposes) on our website,
[email protected] and those for prior years.
Find out more at www.unilever.com
Shareholder Services
www.unilever.com/investorrelations
UK
www.unilever.com/investor-relations/annual-report-and-accounts
Computershare Investor Services PLC
The Pavilions References to information on websites in this document are included as
Bridgwater Road an aid to their location and such information is not incorporated in, and
Bristol BS99 6ZZ does not form part of, this document. Any website URL is included as
text only and is not an active link.
Telephone +44 (0) 370 600 3977
Website www.investorcentre.co.uk
FAQ and Contact Form www.investorcentre.co.uk/ Publications
contactus
Copies of the Unilever Annual Report and Accounts 2023 (and the
Additional Information for US Listing Purposes) and the Annual Report
on Form 20-F 2023 can be accessed directly or ordered via the website.
The Netherlands
www.unilever.com/investorrelations
ABN AMRO Bank N.V.
Gustav Mahlerlaan 10
1082 PP Amsterdam Unilever Annual Report and Accounts 2023
Telephone +31 (0) 20 628 6070 The Unilever Annual Report and Accounts 2023 (and the Additional
Information for US Listing Purposes) forms the basis for the Annual
Email [email protected]
Report on Form 20-F that is filed with the United States Securities and
Exchange Commission, which is also available free of charge from
their website.
US
www.sec.gov
American Stock Transfer & Trust Company
Operations Center Quarterly results announcements
6201 15th Avenue Unilever’s quarterly results announcements are in English with figures
Brooklyn, NY 11219 in euros.
Toll-free number +1 866 249 2593
Direct dial +1 718 921 8124
Email [email protected]

Unilever Annual Report and Accounts 2023 245

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Additional information for

US listing purposes
Additional information for US listing purposes

Form 20-F references

Item 1 Identity of Directors, Senior Management and Advisers n/a

Item 2 Offer Statistics and Expected Timetable n/a

Item 3 Key Information

B. Capitalisation and Indebtedness n/a

C. Reasons for the offer and use of proceeds n/a
D. Risk factors 71-78

Item 4 Information on the Company

A. History and development of the company 6-55, 88,177-179, 196-199, 219-222, 245, 250
B. Business overview 2-5, 10-33, 38-47, 70-78, 180-182, 250
C. Organisational structure 88, 226, 234-244
D. Property, plant and equipment 197-199, 250

Item 4A Unresolved Staff Comments n/a

Item 5 Operating and Financial Review and Prospects

A. Operating results 10-13, 56-64, 72-78, 208-213

B. Liquidity and capital resources 58-59, 77, 79, 156, 176, 197-199, 203, 206-220
C. Research and development, patents and licences, etc. 3, 14-33, 38, 40-45, 183, 250
D. Trend information 2, 6-33, 71
E. Critical accounting estimates n/a

Item 6 Directors, Senior Management and Employees

A. Directors and senior management 84-87, 248

B. Compensation 116-153, 184-191
C. Board practices 84-97, 102-118, 248
D. Employees 2, 67, 184, 248
E. Share ownership 129-153, 190-191, 248
Disclosure of a registrant's actions to recover
F. erroneously awarded compensation n/a

Item 7 Major Shareholders and Related Party Transactions

A. Major shareholders 100, 249

B. Related party transactions 224, 249
C. Interest of experts and counsel n/a

Item 8 Financial Information

A. Consolidated statements and other financial information 157-233, 245, 249, 255
B. Significant changes 225

Item 9 The Offer and Listing

A. Offer and listing details 88,100, 249, 253-254

B. Plan of distribution n/a
C. Markets 100, 249
D. Selling shareholders n/a
E. Dilution n/a
F. Expenses of the issue n/a

246 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Additional information for US listings purpose

Item 10 Additional Information

A. Share capital n/a

B. Articles of association 95-100,141, 253
C. Material contracts 250
D. Exchange controls 250
E. Taxation 251-252
F. Dividends and paying agents n/a
G. Statement by experts n/a
H. Documents on display 245, 250
I. Subsidiary information n/a
J. Annual security report to security holders n/a
Item 11 Quantitative and Qualitative Disclosures About Market Risk 201-218, 256

Item 12 Description of Securities Other than Equity Securities

A. Description of debt securities n/a
B. Description of warrants and rights n/a
C. Description of other securities n/a
D. American Depository Shares 253

Item 13 Defaults, Dividend Arrearages and Delinquencies

A. Defaults 253
B. Dividend arrearages and delinquencies 253

Item 14 Material Modifications to the Rights of Security Holders and Use of Proceeds n/a

Item 15 Controls and Procedures

A. Disclosure Controls and Procedures 101

B Annual report on Internal Control 254
C Attestation Report 254
Changes in Internal Control over Financial
D Reporting n/a
Item 16 Reserved

Item 16A. Audit Committee Financial Expert 108

Item 16B. Code of Ethics 100-101, 113-114
Item 16C. Principal Accountant Fees and Services 108-111, 255
Item 16D. Exemptions from The Listing Standards for Audit Committees n/a
Item 16E. Purchases of Equity Securities by The Issuer and Affiliated
Purchasers 99, 224, 254
Item 16F. Change in Registrant’s Certifying Accountant n/a
Item 16G. Corporate Governance 100-101
Item 16H. Mine Safety Disclosures n/a
Item 16I. Disclosure Regarding foreign Jurisdictions that Prevent
Inspections n/a
Item 16J. Insider Trading Policies n/a
Item 16K. Cybersecurity 251

Item 17 Financial Statements 156-244

Item 18 Financial Statements 156-244

Item 19 Exhibits Please refer to the Exhibit list located immediately following the signature page for this document as filed with the SEC.

Unilever Annual Report and Accounts 2023 247

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Additional information for US listings purpose

Directors, senior management and employees

Employees
The average number of employees for the last three years is provided in note 4A on page 184. The average number of employees during 2023
included 129 seasonal workers. We believe our relationship with our employees and any labour unions of which they may be part is satisfactory
in all material respects.

Global employee share plans (SHARES)

In November 2014, Unilever’s global employee plan ‘SHARES’ was launched in 17 countries. SHARES gives eligible Unilever employees below
management level the opportunity to invest between €10 and €200 per month from their net salary in Unilever shares. For every three shares our
employees buy (Investment Shares), Unilever will give them one free Matching Share, which will vest if employees hold their Investment Shares for
at least three years. The Matching Shares are not subject to any performance conditions. In 2015, SHARES was rolled out globally and is now offered
in more than 100 countries. Executive Directors are not eligible to participate in SHARES. As of 22 February 2024 (the latest practicable date for
inclusion in this report), awards for 331,195 PLC shares were outstanding under SHARES.

North American share plans

Unilever also maintains share plans for its North American employees that are governed by an umbrella plan referred to as the Unilever North
America Omnibus Equity Compensation Plan, which was amended and restated as of 29 November 2022 to authorise the issue of newly issued
Unilever Ordinary Shares under the Plan. These plans are the North American equivalents of the Unilever Share Plan 2017 and SHARES plans, as
amended from time to time. The rules governing these share plans are materially the same as the rules governing the Unilever Share Plan 2017 and
SHARES plans, respectively. However, the plans contain non-competition and non-solicitation covenants and they are subject to US and Canadian
employment and tax laws. The plans are administered by the North America Compensation Committee of Unilever United States, Inc. and they are
governed by New York law.
The foregoing description of the Unilever North America Omnibus Equity Compensation Plan does not purport to be complete and is qualified in its
entirety by reference to the Unilever North America Omnibus Equity Compensation Plan, including all amendments thereto, filed as Exhibit 99.1 to
the Form S-8 (File No. 333-185299) filed with the SEC on 12 December 2022.

Compensation Committee
The Committee is concerned with the remuneration of the Executive and Non-Executive Directors and the tier of management directly below the
Board. The Committee also has responsibility for the cash and executive and all-employee share-based incentive plans, the Remuneration Policy
and performance evaluation of the Unilever Leadership Executive and the periodic review of the remuneration and related policies of the wider
workforce to assess alignment to PLC’s purpose, value and strategy.

Directors and senior management

Family relationship
There are no family relationships between any of our Executive Directors, members of the ULE or Non-Executive Directors.

Other arrangements
None of our Non-Executive Directors, Executive Directors or other key management personnel are elected or appointed under any arrangement or
understanding with any major shareholder, customer, supplier or others. As mentioned on page 141, Nelson Peltz, a Non-Executive Director, is the
Chief Executive and founding partner of Trian Fund Management, LP, which held interests in approximately 1.5% of Unilever’s issued share capital
as at 22 February 2024.

248 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Additional information for US listings purpose

Major shareholders and related party transactions

Major shareholders
The voting rights of the significant shareholders of the Company are the same as for other holders of the class of share held by such significant
shareholders.
The principal trading market upon which the Company's ordinary shares are listed is the London Stock Exchange. The Company's ordinary shares
are also listed and traded on Euronext Amsterdam.
In the United States, Unilever PLC American Depositary Receipts are traded on the New York Stock Exchange. Deutsche Bank Trust Company
Americas (Deutsche Bank) acts for PLC as depositary.
At 22 February 2024 (the latest practicable date for inclusion in this report), there were 1,878 registered holders of Unilever PLC American
Depositary Receipts in the United States. We estimate that approximately 40% of the Company’s ordinary shares (including shares underlying
Unilever PLC American Depositary Receipts) were held in the United States in 2023.
If you are a shareholder of the Company, your interest is in a UK legal entity, your dividends will be paid in pound sterling (converted into US dollars
if you have Unilever PLC American Depositary Receipts) and you may be subject to UK tax.
To Unilever’s knowledge, the Company is not owned or controlled, directly or indirectly, by another corporation, any foreign government or by any
other legal or natural person, severally or jointly. The Company is not aware of any arrangements the operation of which may at any subsequent
date result in a change of control of the Company.

Related party transactions

Transactions with related parties are conducted in accordance with agreed transfer pricing policies and include sales to joint ventures and
associates. Other than those disclosed in note 23 to the consolidated financial statements (and incorporated herein as above), there were no
related party transactions that were material to the Group or to the related parties concerned that are required to be reported in 2024 up to
22 February 2024 (the latest practicable date for inclusion in this report).

Dividend record
The following tables show the dividends declared and dividends paid by PLC for the last five years, expressed in terms of the revised share
denominations which became effective from 22 May 2006.

2023 2022 2021 2020 2019

Dividends declared for the year
PLC dividends
1
Dividend per 3 /9 p £1.48 £1.48 £1.46 £1.48 £1.43
1
Dividend per 3 /9 p (US Registry) $1.86 $1.77 $2.00 $1.91 $1.83
Dividends paid during the year
PLC dividends
1
Dividend per 3 /9 p £1.50 £1.45 £1.48 £1.45 £1.42
1
Dividend per 3 /9 p (US Registry) $1.86 $1.80 $2.03 $1.85 $1.82

Unilever Annual Report and Accounts 2023 249

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Additional information for US listings purpose

Material contracts Raw materials

At the date of this Annual Report on Form 20-F, Unilever is not party to Our products use a wide variety of raw and packaging materials which
any contracts that are considered material to its results or operations. we source locally and internationally, and which may be subject to price
volatility either directly or as a result of movements in foreign exchange
rates.
Exchange controls
In 2023, economic volatility and inflationary and cost of living pressures
Other than certain economic sanctions which may be in place from
continued. We experienced net material inflation of around €1.8bn with
time to time, there are currently no UK laws, decrees or regulations
lower net material inflation in the second half of the year. We more than
restricting the import or export of capital or affecting the remittance
mitigated the effect of such net material inflation through increased
of dividends or other payments to holders of the PLC’s shares who
productivity, price and mix of our products.
are non-residents of the UK. Similarly, other than certain economic
sanctions which may be in force from time to time, there are no
limitations relating only to non-residents of the UK under English law Seasonality
or the PLC’s Articles of Association on the right to be a holder of, and
Certain of our businesses, such as ice cream, are subject to significant
to vote in respect of, the company’s shares.
seasonal fluctuations in sales. However, Unilever operates globally
in many different markets and product categories, and no individual
Unilever Annual Report on Form 20-F 2023 element of seasonality is likely to be material to the results of the
Group as a whole.
Filed with the SEC on the SEC’s website. Printed copies are available,
free of charge, upon request to Unilever PLC, Investor Relations
department, 100 Victoria Embankment, London, EC4Y 0DY Intellectual property
United Kingdom.
We have a large portfolio of patents and trademarks, and we conduct
some of our operations under licences that are based on patents or
Documents on display in the United States trademarks owned or controlled by others. We are not dependent on
any one patent or group of patents. We use all appropriate efforts to
Unilever files and furnishes reports and information with the United
protect our brands and technology.
States SEC. Certain of our reports and other information that we file or
furnish to the SEC are also available to the public over the internet on
the SEC’s website. Competition
As a fast-moving consumer goods (FMCG) company, we are competing
2022 compared to 2021 Financial Performance with a diverse set of competitors. Some of these operate on an
We have not included a discussion of year-over-year comparisons international scale like ourselves, while others have a more regional
or local focus. Our business model centres on building brands which
between 2022 and 2021 in this Annual Report on Form 20-F. This
consumers know, trust, like and buy in conscious preference to those of
discussion can be found in “Group Financial Review”, “Business Group
our competitors. Our brands command loyalty and affinity and deliver
Review”, Planet & Society”, “Financial Performance” and “Financial
superior performance.
Statements” in our annual report on Form 20-F for the year ended
31 December 2022 filed with the SEC on 13 March 2023.
Information on market share
Unless otherwise stated, market share refers to value share as
Other information on the Company opposed to volume share. The market data and competitive position
classifications are taken from independent industry sources in the
Innovation, Research and Development markets in which Unilever operates.
We have over 20,000 patents protecting the discoveries and
breakthroughs that our global team of 5,000 world-leading experts
produce. We have invested around €900m in R&D in each of the last Iran-related required disclosure
three years. Unilever operates in Iran through a non-US subsidiary. In 2023, sales in
Iran were significantly less than 0.5 per cent of Unilever’s worldwide
We strive to create superior products, consumer-relevant innovation
turnover. During the year, this non-US subsidiary had approximately
and help ensure efficiency and resilience in supply. Technology and
€3,273,897 in gross revenues and less than €1,442,981 in net profits
consumers sit at the heart of our approach to innovation. We are
attributable to the sale of personal care and home care products to
building digital and automated technology into our innovation centres.
entities affiliated with the Government of Iran. The entities were the
For example, our UK Materials Innovation Factory has the highest
Shahrvand Group and the Najm Khavarmianeh shopping mall. Income,
concentration of robots doing material chemistry in the world. It delivers
payroll and other taxes, duties and fees (including for utilities) were
more accurate data many times faster than traditional methods. We
payable to the Government of Iran and affiliated entities and
run virtual tests and scenarios to optimise products before the lab and
significantly less than 0.5 per cent of our total raw material purchases
scale up stage, bringing efficiency and cutting time to market. Our new
were indirectly related to the Government of Iran in connection with our
Agile Innovation hubs, including in Shanghai, China, use real time
operations. These two suppliers were Jovein Agriculture Industry J.S.C
consumer data to develop new insights, then rapidly develop
and Amlah Madani Iran, which supplied raw materials used in personal
prototypes to test via eCommerce in a matter of days. This provides
care and home care products, including soap, shampoo and laundry
rapid and efficient, on-trend innovation.
products. Our non-US subsidiary maintains bank accounts in Iran with
We are investing in real science behind our focus areas. For example, various banks to facilitate our business in the country and make any
our world-leading research and partnerships on the microbiome, where required payments to the Government of Iran and affiliated entities.
we have more than 100 patents. This is unlocking significant benefits While we currently continue our activities in Iran, we are continuously
and is leading to new scientific insights and product innovations, such evaluating such activities in light of the evolving regulatory
as biome-friendly skin care products and superior, probiotic cleaning environment.
products for the home.
R&D also underpins our sustainability goals, helping to power our move Property, plant and equipment
away from petrochemicals, stop plastic pollution and ensuring we
The Group has interests in properties in most of the countries where
source ingredients in a sustainable way. Science, technology and
there are Unilever operations. None of these interests are individually
innovation are required behind these goals, from renewable materials,
material in the context of the Group as a whole. The properties are used
to new bio-based ingredients, to next generation packaging materials.
predominantly to house production and distribution activities and as
Every Unilever product is based on an innovation crafted by our experts offices. There is a mixture of leased and owned property throughout
in collaboration with our network of partners. We translate our scientific the Group. We are not aware of any environmental issues affecting the
discoveries into everyday products that improve people’s health, properties which would have a material impact upon the Group, and
confidence, and wellbeing, while taking care to reduce our impact on there are no material encumbrances on our properties. Any difference
the planet. We are constantly evolving alongside our consumers’ ever- between the market value of properties held by the Group and the
changing lives and tastes, and to remain at the cutting-edge of science amount at which they are included in the balance sheet is not
and technology. significant. We believe our existing facilities are satisfactory for our
current business and we currently have no plans to construct new
facilities or expand or improve our current facilities in a manner that
is material to the Group.

250 Unilever Annual Report and Accounts 2023

 STRATEGIC REPORT CORPORATE GOVERNANCE FINANCIAL STATEMENTS

Additional information for US listings purpose

Cyber Security risk management and strategy Ownership of cybersecurity risk at Unilever sits with the Chief Financial
Officer (CFO) and the Chief Business Operations Officer (CBOO), who
Risk management and strategy are members of Unilever's executive leadership team. They receive
Unilever recognises the importance of cybersecurity and takes a regular, routine cybersecurity briefings as well as ad hoc updates, as
risk-based approach to the defence and resiliency of critical assets, needed. The broader executive leadership team members are informed
business operations, technology and data: of the cybersecurity risk posture of Unilever and participate in periodic
■ Unilever has an established Cyber Security Risk Management
education and awareness sessions.
Framework aligned to industry-standard methodologies and control
frameworks. We promote a company-wide culture of cybersecurity The Chief Enterprise Technology Officer (CETO) and the Chief
awareness and vigilance and provide regular reporting on the Information Security Officer (CISO) support the CFO and CBOO by
cybersecurity risk posture of the organisation to operational and monitoring and advising on Unilever's cybersecurity risk. Outputs from
business leaders, leadership executives and key non-executives, in the cybersecurity risk management process, threat detection capability,
order to influence and promote continuous improvement of our risk vulnerability lifecycle management, and assurance and re-assurance
posture. The Cyber Security Risk Management approach is aligned activities drive enterprise-wide visibility and reporting of company
to Unilever’s risk management framework, with cybersecurity risk performance on cybersecurity risk posture, influencing and prioritising
forming a central part of the principal risk "Systems and Information" continuous risk mitigation activities across the enterprise.
on page 75; To make transparent and track the continuous risk mitigation activities
■ Unilever has an established framework of Cyber Security Policies
across the enterprise, a council of senior individuals and executives
and Standards which are in alignment to cybersecurity industry meet regularly and are the membership of the Information Protection
frameworks. These apply to employees, third parties, contractors, Council (IPC). This Council has expertise in cybersecurity, information
data and technology across Unilever. Unilever Cyber Security Policies technology, enterprise risk, privacy, legal, physical security, and internal
and Standards are subject to periodic review and modifications audit. The IPC actively reviews enterprise-wide cybersecurity risk
based on any changes in risk; management prioritisation, progress and initiatives, providing key
■ A Cyber Security team dedicated to risk assurance, and the Internal
operational unlocks and risk prioritisation decisions. These senior
Audit team conducting independent enterprise-wide risk individuals have significant experience and expertise across multiple
reassurance, assess and report on the risk posture of our key systems, industries, with specialty expertise in developing and executing
services, data, and operations. The scope and frequency of the cybersecurity strategy, driving digital transformation, managing
evaluations are risk-based, with output used to influence and information technology, overseeing and embedding data protection
promote continuous improvement of Unilever’s resilience posture, as and data privacy good practices, embedment and oversight of financial
well as provide insights to the governance of cyber risk by the Audit controls, and operating within complex regulatory and compliance
Committee. The Cyber Security Assurance team is composed of environments. The members of the IPC then drive, as appropriate to
internal and external expertise, including penetration testing services their role and responsibilities, first and second line of defence risk
and a bug bounty program; reduction activities, providing a whole-of-Unilever approach to the
■ Unilever’s Cyber Security function drives continuous improvement
governance of cybersecurity risk, embedment of cybersecurity controls,
initiatives, leveraging people, processes and technology, to address assurance of those controls and risk posture, and independent re-
emerging risks. We also conduct resilience planning and recovery assurance of our cybersecurity risk posture.
testing, aiming to bolster preparedness for cybersecurity incidents;
and
■ Whilst Unilever’s cyber risk management activities are aimed at

reducing the likelihood of a material cybersecurity incident Taxation

happening, they cannot guarantee a material event will not occur. The comments below in relation to United Kingdom and United States
Should a material event occur, Unilever has a set of established and taxation are based on current United Kingdom and United States
rehearsed incident response procedures. These set out a structured, federal income tax law as applied in England and Wales and the United
phased, tiered response for the full incident lifecycle, including States respectively, and HM Revenue & Customs ('HMRC') and Internal
coordination with other corporate functions and relevant senior Revenue Service (“IRS”) practice (which may not be binding on HMRC
leaders (see below). Our procedures are designed to detect and or the IRS) respectively, in each case as at the latest practicable date
respond in a timely manner to abnormal cyber activity in order to before the date of this document.
minimise business impact – for example by supporting rapid recovery
of services and/or operations, enabling legal and regulatory
obligations, or reducing reputational impact. Taxation for US persons holding shares or American
Our internal Cyber Security function is a global team of experienced
Depositary Shares in PLC
professionals, with a multi-channeled talent pipeline, who carry various The following notes are provided for guidance. US persons should
and multiple industry credentials, led by a seasoned, multi-industry consult their local tax advisers, particularly in connection with potential
experienced Chief Information Security Officer (CISO). Our internal team liability to pay US taxes on disposal, lifetime gift or bequest of their
is complemented by the expertise and specialised knowledge of a shares or American Depositary Shares ('ADSs'). A US person is a US
range of external partners and providers. These external providers add individual citizen or resident, a corporation organised under the laws
support across select capabilities, all in alignment with cybersecurity of the United States, any state or the District of Columbia, or any other
industry good practice frameworks. legal person subject to US Federal Income Tax on its worldwide income.
While we have and regularly continue to experience cyber-attacks,
no known cybersecurity incidents have occurred that have, or are United Kingdom taxation on dividends
reasonably expected to, materially affect Unilever.
Under United Kingdom law, income tax is not withheld from dividends
Governance paid by most United Kingdom companies, including PLC. Shareholders
Cybersecurity risk is a component of Unilever's "Systems and of PLC, whether resident in the United Kingdom or not, receive the full
Information" principal risk, reflecting the importance and priority given amount of the dividend actually declared.
by the Board of Directors to this risk. The Audit Committee is central A non-UK resident shareholder or ADS holder holding their shares
to the Board's oversight of cybersecurity risk at Unilever. Cybersecurity or ADSs otherwise than in connection with any trade, profession
has continued to be an area of regular focus for the Audit Committee or vocation carried on through a branch, agency or permanent
in 2023. establishment in the UK will not generally be subject to UK tax in
Management provides cybersecurity briefings to the Audit Committee respect of dividends paid by PLC.
on a regular (typically quarterly) basis, covering a range of topics
including: United States taxation on dividends
■ Status of ongoing cybersecurity controls and risk posture, and

continuous improvement initiatives If you are a US person, the distribution up to the amount of PLC’s
■ Operational metrics, and reports and learnings, as applicable, earnings and profits for US Federal Income Tax purposes will be
from any cybersecurity events ordinary dividend income.
■ Education on our cybersecurity risk management frameworks,
Any portion of the distribution that exceeds PLC’s earnings and profits
and regulatory trends and requirements is subject to different rules. This portion is a tax-free return of capital
■ Ongoing awareness of external threat landscape and trends.
to the extent of your basis in PLC’s shares or ADSs, and thereafter is
The Audit Committee’s role in cybersecurity risk oversight is further treated as a gain on a disposition of the shares or ADSs. PLC does not
supported by our Internal Audit function which provides independent maintain calculations of its earnings and profits in accordance with US
re-assurance of the effectiveness of Management’s cybersecurity risk Federal Income Tax accounting principles. You should therefore assume
handling including internal controls systems. that any distribution by PLC with respect to the shares will be reported
as ordinary dividend income. You should consult your own tax advisers

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Additional information for US listings purpose

with respect to the appropriate US Federal Income Tax treatment of any or, in the case of a shareholder who performs independent personal
distribution received from us. services, pertain to a fixed base situated in the United Kingdom.
Dividends received by an individual will be taxed at a maximum rate of Where shares or ADSs are subject to United Kingdom inheritance tax
15% or 20%, depending on the income level of the individual, provided and United States federal gift or federal estate tax, the amount of the
the individual has held the shares or ADSs for more than 60 days during tax paid in one jurisdiction can generally be credited against the tax
the 121-day period beginning 60 days before the ex-dividend date, that due in the other jurisdiction.
PLC is a qualified foreign corporation and certain other conditions are
Where a United Kingdom inheritance tax liability is prima facie not
satisfied. PLC is a qualified foreign corporation for this purpose. In
payable by virtue of the convention, that tax can become payable if
addition, an additional tax of 3.8% will apply to dividends and other
any applicable federal gift or federal estate tax on the shares or ADSs
investment income received by individuals with incomes exceeding
in the United States is not paid.
certain thresholds. The dividend is not eligible for the dividends received
deduction allowable to corporations. The dividend is foreign source Where shares are dealt with through a clearing system or in the form
income for US foreign tax credit purposes. of ADSs, the situs of the shares may not be determinative of the situs of
the interests held by holders through such system or of such ADSs for
For US Federal Income Tax purposes, the amount of any dividend paid
United Kingdom inheritance tax purposes. Where shares are dealt with
in a non-US currency will be included in income in a US dollar amount
through Euroclear Nederland, there are arguments that the interests of
calculated by reference to the exchange rate in effect on the date the
participants in Euroclear Nederland will be situated outside the United
dividends are received by you or the depositary (in the case of ADSs),
Kingdom for the purposes of United Kingdom inheritance tax so long
regardless of whether they are converted into US dollars at that time.
as Euroclear Nederland maintains the book-entry register of such
If the non-US currency is converted into US dollars on the day they are
participants’ interests outside the United Kingdom, although HMRC
received, you generally will not be required to recognise foreign
may not accept this analysis. Similarly, there are arguments that ADSs
currency gain or loss in respect of this dividend income.
registered on a register outside the United Kingdom will be situated
outside the United Kingdom for the purposes of United Kingdom
UK taxation on capital gains inheritance tax, although again HMRC may not accept this analysis.
Shareholders to whom this may be relevant should consult an
Under United Kingdom law, when you dispose of shares or ADSs you
appropriate professional adviser.
may be liable to pay United Kingdom tax in respect of any gain accruing
on the disposal. If the ADSs or the shares dealt with through Euroclear Nederland or
both are not situated in the United Kingdom, a gift of such ADSs or
However, if you are either:
such shares by, or the death of, an individual holder of such assets who
■ an individual who is not resident in the United Kingdom for the year
is neither domiciled nor deemed to be domiciled (under certain rules
in question; or
relating to long residence or previous domicile) in the United Kingdom
■ a company which is not resident in the United Kingdom when the
will not generally give rise to a liability to United Kingdom inheritance
gain accrues
tax regardless of whether the estate and gift tax convention between
you will generally not be liable to United Kingdom tax on any gains
the United States and the United Kingdom applies. Special rules may
made on disposal of your shares or ADSs.
also apply to such ADSs or such shares dealt with through Euroclear
There are exceptions to this general rule, two of which are: if the shares Nederland which are held on trust.
or ADSs are held in connection with a trade or business which is
conducted in the United Kingdom through a branch, agency or
permanent establishment; or if the shares or ADSs are held by an UK stamp duty and stamp duty reserve tax
individual who becomes resident in the UK having left the UK for a The statements in this section are intended as a general guide to the
period of non-residence of five years or less and who was resident for current United Kingdom stamp duty and stamp duty reserve tax ('SDRT')
at least four of the seven tax years prior to leaving the UK. In such cases, position. Special rules apply to certain transactions such as transfers
you may be liable to United Kingdom tax in respect of the disposal of of the shares to a company connected with the transferor and those
shares or ADSs. rules are not described below. Investors should also note that certain
categories of person are not liable to stamp duty or SDRT and others
may be liable at a higher rate or may, although not primarily liable for
United States taxation on capital gains tax, be required to notify and account for SDRT under the Stamp Duty
If you are a US person generally you will recognise capital gain or loss Reserve Tax Regulations 1986.
for US Federal Income Tax purposes equal to the difference, if any,
between the amount realised on the sale and your adjusted tax basis in
the shares or ADSs, in each case as determined in US dollars. You should
consult your own tax advisers about how to determine the US dollar
Issue of shares
value of any foreign currency received as proceeds on the sale of shares Subject to the points noted below in respect of shares issued to
or ADSs and the treatment of any foreign currency gain or loss upon clearance services (such as Euroclear Nederland) or which are issued
conversion of the foreign currency into US dollars. The capital gain or into a depositary receipt system where the shares are to be held in
loss recognised on the sale will be long-term capital gain or loss if your ADS form, no stamp duty or SDRT will arise on the issue of shares in
holding period in the shares or ADSs exceeds one year. Non-corporate registered form by PLC.
US persons are subject to tax on long-term capital gain at reduced
rates. The deductibility of capital losses is subject to limitations.
Transfer of shares
UK inheritance tax Except in relation to clearance services and depositary receipt systems
Under the current estate and gift tax convention between the United (to which special rules outlined below apply), stamp duty at the rate
States and the United Kingdom, shares or ADSs (regardless of whether of 0.5 per cent (rounded up to the next multiple of £5) of the amount
they are situated in the United Kingdom for inheritance tax purposes) or value of the consideration given will generally be payable on an
held by an individual shareholder who is: instrument transferring PLC shares. A charge to SDRT will also generally
■ domiciled for the purposes of the convention in the
arise on an unconditional agreement to transfer PLC shares (at the rate
United States; and of 0.5 per cent of the amount or value of the consideration payable).
■ not for the purposes of the convention a national of the
However, if within six years of the date of the agreement becoming
United Kingdom unconditional, an instrument of transfer is executed pursuant to the
agreement, and stamp duty is paid on that instrument, any SDRT
will generally not be subject to United Kingdom inheritance tax: already paid will be refunded (generally, but not necessarily, with
■ on the individual’s death; or interest) provided that a claim for repayment is made, and any
■ on a gift of the shares during the individual’s lifetime. outstanding liability to SDRT will be cancelled. The liability to pay stamp
Where shares or ADSs are held on trust, they will generally not be duty or SDRT is generally satisfied by the purchaser or transferee.
subject to United Kingdom inheritance tax where the settlor at the
time of the settlement:
■ was domiciled for the purposes of the convention in the United Shares held through clearance services including
States; and
■ was not for the purposes of the convention a national of the
Euroclear Nederland
United Kingdom. Special rules apply where shares are issued or transferred to, or to a
nominee or agent for, a person providing a clearance service. In such
An exception is if the shares or ADSs are part of the business property of circumstances, SDRT or stamp duty may be charged at a rate of 1.5 per
a permanent establishment of the shareholder in the United Kingdom cent, with subsequent transfers within the clearance service then being
free from SDRT and stamp duty (except in relation to clearance service

252 Unilever Annual Report and Accounts 2023

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Additional information for US listings purpose

providers that have made an election under section 97A(1) of the ■ Processing of dividend and other cash distributions not made
Finance Act 1986 which has been approved by HMRC, to which the pursuant to a cancellation or withdrawal: up to US 5¢ per ADS held.
special rules apply).
An ADS holder will also be responsible for paying certain fees and
In light of EU case law, HMRC accepted that the 1.5 per cent charge is expenses incurred by the depositary bank and certain taxes and
in breach of EU law so far as it applies to issues of shares or to transfers governmental charges such as:
of shares that are an integral part of a share issue. This EU case law will ■ fees for the transfer and registration of shares charged by the

continue to be recognised and followed pursuant to the provisions of registrar and transfer agent for the shares in the United Kingdom
the European Union (Withdrawal) Act 2018 (the 'EUWA'). (i.e. upon deposit and withdrawal of shares);
■ expenses incurred for converting foreign currency into US dollars;
HMRC’s published view is that the 1.5 per cent. SDRT or stamp duty ■ expenses for cable, telex and fax transmissions and for delivery of
charge continues to apply to other transfers of shares into a clearance securities;
service, although this has been disputed. In view of the continuing ■ taxes and duties upon the transfer of securities (i.e. when shares are
uncertainty, specific professional advice should be sought before deposited or withdrawn from deposit);
incurring a 1.5 per cent stamp duty or SDRT charge in any circumstances. ■ fees and expenses incurred in connection with the delivery or
Any liability for stamp duty or SDRT in respect of a transfer of shares into servicing of shares on deposit; and
a clearance service, or in respect of a transfer of shares within such a ■ fees incurred in connection with the distribution of dividends.
service, which does arise will strictly be accountable by the clearance
service or its nominee but may, in practice, be payable by the relevant Depositary fees payable upon the issuance and cancellation of ADSs
participant in the clearance service. are typically paid to the depositary bank by the brokers (on behalf of
their clients) receiving the newly issued ADSs from the depositary bank
and by the brokers (on behalf of their clients) delivering the ADSs to
the depositary bank for cancellation. The brokers in turn charge these
Shares held in ADS form transaction fees to their clients.
On the basis of EU case law referred to above and the EUWA, there
Note that the fees and charges an investor may be required to pay
should be no stamp duty or SDRT on an issuance of shares into a
may vary over time and may be changed by us and by the depositary
depositary receipt system where such transfer is an integral part of the
bank. Notice of any changes will be given to investors.
raising of capital by the company concerned. A transfer of shares into
a depositary receipt system may be subject to SDRT or stamp duty
may be charged at a rate of 1.5 per cent, with subsequent transfers Depositary payments – fiscal year 2023
of depositary receipts then being free from SDRT.
Deutsche Bank has been the depositary bank for its American
Any liability for stamp duty or SDRT in respect of a transfer of shares into Depositary Receipt Programme since 1 July 2014. Under the terms of the
a depositary receipt system which does arise will strictly be accountable Deposit Agreement, PLC is entitled to certain reimbursements, including
by the depositary receipt system operator or its nominee but may, in processing of cash distributions, reimbursement of listing fees (NYSE),
practice, be payable by the relevant holder of the depositary receipts. reimbursement of settlement infrastructure fees (including DTC feeds),
reimbursement of proxy process expenses (printing, postage and
An issue of ADSs by Deutsche Bank Trust Company Americas as
distribution), dividend fees and program-related expenses (that include
depositary in respect of the ADSs will not be subject to stamp duty or
expenses incurred from the requirements of the US Sarbanes-Oxley
SDRT. An agreement for the transfer of ADSs will not be subject to SDRT
Act of 2002). In relation to 2023, PLC received $5,274,810 from
but a charge to stamp duty will technically arise on the transfer of
Deutsche Bank.
ADSs if it is executed in the UK or relates to any property situated, or to
any matter or thing done or to be done, in the UK. However, the only
sanction for failing to pay such stamp duty is that the instrument of
transfer cannot be produced as evidence in a UK court. Therefore, no UK Defaults, dividend arrearages and delinquencies
stamp duty should in practice be payable on the acquisition or transfer
of existing ADSs or transfer of beneficial ownership of ADSs.
Defaults Programme
There has been no material default in the payment of principal, interest,
a sinking or purchase fund instalment or any other material default
US backup withholding and information reporting relating to indebtedness of the Group.
Payments of dividends and other proceeds with respect to ordinary
shares or ADSs by a US (or US connected) paying agent or a US (or US
connected) intermediary will be reported to you and to the IRS as may
Dividend arrearages and delinquencies
be required under applicable regulations. Backup withholding may There have been no arrears in payment of dividends on, and material
apply to these payments if you fail to provide an accurate taxpayer delinquency with respect to, any class of preferred stock of any
identification number or certification of exempt status or fail to comply significant subsidiary of the Group.
with applicable certification requirements. Some holders are not subject
to backup withholding. You should consult your tax adviser as to your
qualification for an exemption from backup withholding and the Articles of association
procedure for obtaining an exemption. Lapse of distributions
Any PLC dividend unclaimed after 12 years from the date of the
Disclosure requirements for US individual holders declaration of the dividend by PLC reverts to PLC. Any unclaimed
US individuals that hold certain specified non-US financial assets, dividends may be invested or otherwise applied for the benefit of PLC
including stock in a non-US corporation, with values in excess of certain while they are claimed. PLC may also cease to send any cheque for any
thresholds are required to file Form 8938 with their US Federal Income dividend on any shares normally paid in that manner if the cheques in
Tax return. Such Form requires disclosure of information concerning respect of at least two consecutive dividends have been returned to PLC
such non-US assets, including the value of the assets. Failure to file or remain uncashed.
the Form when required may subject you to penalties. An exemption Unilever N.V., the former parent company of the Unilever Group
from reporting applies to non-US assets held through a US financial alongside PLC, was merged in to PLC and dissolved in November 2020
institution generally including a non-US branch or subsidiary of a (Unification). The time periods for the right to claim cash dividends or
US institution and a US branch of a non-US institution. Investors are the proceeds of share distributions declared by Unilever N.V. before
encouraged to consult with their own tax advisers regarding the Unification will remain at 5 and 20 years, respectively, after the first day
possible application of this disclosure requirement to their investment the dividend or share distribution was obtainable from Unilever N.V. Any
in the shares or ADSs. such unclaimed amounts will revert to Unilever PLC after the expiry of
these time periods.
Description of securities other than equity securities
Deutsche Bank serves as the depositary (Depositary) for PLC’s American Redemption provisions and capital call
Depositary Receipt Programme. Outstanding PLC ordinary shares cannot be redeemed. PLC may make
capital calls on money unpaid on shares and not payable on a fixed
Depositary fees and charges for PLC date. PLC has only fully paid shares in issue.

Under the terms of the Deposit Agreement for the PLC American
Depositary Shares (ADSs), an ADS holder may have to pay the following
service fees to the depositary bank:
■ Issuance of ADSs: up to US 5¢ per ADS issued.

■ Cancellation of ADSs: up to US 5¢ per ADS cancelled.

Unilever Annual Report and Accounts 2023 253

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Additional information for US listings purpose

Modification of rights Required majorities

Modifications to PLC's Articles of Association must be approved by a Resolutions are usually adopted at the Company's General Meetings by
general meeting of shareholders. an absolute majority of votes cast, unless there are other requirements
under the applicable laws or the Company's Articles. For example, there
Modifications that prejudicially affect the rights and privileges of a class
are special requirements for resolutions relating to the alteration of the
of PLC shareholders require the written consent of three-quarters of the
Articles of Association and the liquidation of the Company. A proposal
affected holders (excluding treasury shares) or a special resolution
to alter the Articles of the Company can be made either by the
passed at a general meeting of the class at which at least two persons
Company's Board or by requisition of shareholders in accordance with
holding or representing at least one-third of the paid-up capital
the UK Companies Act 2006. Unless expressly specified to the contrary in
(excluding treasury shares) must be present. Every shareholder is
the Company's Articles, the Company's Articles may be amended by a
entitled to one vote per share held on a poll and may demand a poll
special resolution. The Company's Articles can be found on our website.
vote. At any adjourned general meeting, present affected class holders
may establish a quorum.

Purchases of equity securities

Share purchases during 2023
Please also refer to the ‘Shares’ section on page 99.
In 2023 31,734,256 PLC ordinary shares or ADSs were purchased by or on behalf of PLC or any 'affiliated purchaser', as defined in
Section 10b-18(a)(3) of the US Securities Exchange Act of 1934, during the period covered by this annual report on Form 20-F.
The following table shows details of such purchases of shares made by the Company during 2023:

Maxium Number (or

Approximate Dollar Value)
Total Number of Shares of Shares that May Yet be
Total Number of Shares Average Price Paid Per Share Purchased as Part of Publicly Purchased Under
2023 purchased (GBP) Announced Plans or Programs the Plans or Programs
January – – – –
February – – – –
March 4,475,280 41.76 4,475,280 –
April 2,835,489 43.28 7,310,769 –
May 6,611,950 42.25 13,922,719 –
June 1,629,965 40.37 15,552,684 –
July – – – –
August – – – –
September 6,276,933 40.69 21,829,617 –
October 9,904,639 39.69 31,734,256 –
November – – – –
December – – – –

Between 31 December 2023 and 22 February 2024 (the latest practicable date for inclusion in this report), PLC did not conduct any
share repurchases.

Management’s report on internal control over financial reporting

In accordance with the requirements of Section 404 of the US Sarbanes-Oxley Act of 2002, the following report is provided by management in
respect of the Group’s internal control over financial reporting (as defined in rule 13a–15(f) or rule 15d–15(f) under the US Securities Exchange Act
of 1934):
■ Unilever’s management is responsible for establishing and maintaining adequate internal control over financial reporting for the Group;

■ Unilever’s management has used the Committee of Sponsoring Organizations of the Treadway Commission (COSO) framework (2013) to

evaluate the effectiveness of our internal control over financial reporting. Management believes that the COSO framework (2013) is a suitable
framework for its evaluation of our internal control over financial reporting because it is free from bias, permits reasonably consistent qualitative
and quantitative measurements of internal controls, is sufficiently complete so that those relevant factors that would alter a conclusion about
the effectiveness of internal controls are not omitted and is relevant to an evaluation of internal control over financial reporting;
■ Management has assessed the effectiveness of internal control over financial reporting as of 31 December 2023, and has concluded that such

internal control over financial reporting is effective. Management’s assessment and conclusion excludes Zywie Ventures Private Limited (“OZiva”)
and Yasso Holdings, Inc., as they were acquired on 10 January 2023 and 1 August 2023, respectively. These entities are included in our 2023
consolidated financial statements, and together they constituted 1.09% of our total assets as at 31 December 2023 (of which 92% represented
goodwill and intangible assets acquired) and 0.14% of total turnover for the year ended 31 December 2023; and
■ KPMG LLP, who have audited the consolidated financial statements of the Group for the year ended 31 December 2023, have also audited the

effectiveness of internal control over financial reporting as at 31 December 2023 and have issued an attestation report on internal control over
financial reporting.

254 Unilever Annual Report and Accounts 2023

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Additional information for US listings purpose

Principal accountant fees and services

Our independent registered public accounting firm is KPMG LLP, London, United Kingdom, Auditor Firm ID: 1118

€ million € million € million

2023 2022 2021
(a)
Audit fees 23 23 22
(b)(c)
Audit-related fees 1 1 6
(d)
Tax fees – – –
(d)
All other fees – – –
(a) Amount payable to KPMG in respect of services supplied to associated pension schemes was less than €1 million individually and in aggregate (2022: less than
€1 million individually and in aggregate; 2021: less than €1 million individually and in aggregate).
(b) Includes other audit services which comprise audit and similar work that regulations or agreements with third parties require the auditors to undertake.
(c) 2021 includes audit of carve-out financial statements of ekaterra (€5 million).
(d) Amounts paid in relation to each type of service are individually less than €1 million. In aggregate the fees paid were less than €1 million (2022: less than €1 million,
2021: less than €1 million).

Guarantor statements
On 26 July 2023, Unilever Finance Netherlands B.V. and Unilever Capital Corporation (UCC) filed a US Shelf registration, which was unconditionally
and fully guaranteed by Unilever PLC (PLC) and Unilever United States, Inc. (UNUS).
In relation to the US Shelf registration, US$11.2 billion of Notes were outstanding at 31 December 2023 (2022: US$10.75 billion; 2021: US$12.1 billion)
with coupons ranging from 0.626% to 5.900%. These Notes are repayable between 7 March 2024 and 12 August 2051.
All debt securities issued by UCC are senior, unsecured, and unsubordinated and are fully and unconditionally guaranteed, on a joint and several
basis, by PLC and UNUS.
UCC and UNUS are 100% subsidiaries of Unilever PLC and are consolidated in the financial statements of the Unilever Group. In addition, there are
no material assets in the guarantor entities apart from intercompany investments and balances. Therefore, as allowed under Rule 13-01 of
regulation S-X, we have excluded the summarised information for each issuer and guarantor.
The guarantees provide that, in case of the failure of the relevant issuer to punctually make payment of any principal, premium or interest, each
guarantor agrees to ensure such payment is made when due whether at the stated maturity or by declaration of acceleration, call for redemption
or otherwise. The guarantees also provide that the Trustee shall be paid any and all amounts due to it under the guarantee upon which the debt
securities are endorsed.

Unilever Annual Report and Accounts 2023 255

Cautionary Statement
This document may contain forward-looking statements, including ‘forward-looking statements’ within the meaning of the United States Private
Securities Litigation Reform Act of 1995, concerning the financial condition, results of operations and businesses of the Unilever Group (the ‘Group’).
All statements other than statements of historical fact are, or may deemed to be, forward-looking statements. Words such as ‘will’, ‘aim’, ‘expects’,
‘anticipates’, ‘intends’, ‘looks’, ‘believes’, ‘vision’, ‘ambition’, ‘target’, ‘goal’, ‘plan’, ‘potential’, ‘work towards’, ‘may’, ‘milestone’, ‘objectives’,
‘outlook’, ‘probably’, ‘project’, ‘risk’, ‘seek’, ‘continue’, ‘projected’, ‘estimate’, ‘achieve’ 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. Forward-looking statements also
include, but are not limited to, statements and information regarding the Group’s emissions reduction targets and other climate change related
matters (including actions, potential impacts and risks associated therewith). Forward-looking statements can be made in writing but also may be
made verbally by directors, officers and employees of the Group (including during management presentations) in connection with this document.
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 or outcomes. All forward-looking statements
contained in this document are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers
should not place undue reliance on forward-looking statements.
Because these forward-looking statements involve known and unknown risks and uncertainties, a number of which may be beyond the Group's
control, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking
statements. Among other risks and uncertainties, the material or principal factors which could cause actual results to differ materially from those
expressed in the forward-looking statements included in this document are: Unilever’s global brands not meeting consumer preferences; Unilever’s
ability to innovate and remain competitive; Unilever’s investment choices in its portfolio management; the effect of climate change on Unilever’s
business; Unilever’s ability to find sustainable solutions to its plastic packaging; significant changes or deterioration in customer relationships; the
recruitment and retention of talented employees; disruptions in Unilever's supply chain and distribution; increases or volatility in the cost of raw
materials and commodities; the production of safe and high quality products; secure and reliable IT infrastructure; execution of acquisitions,
divestitures and business transformation projects; economic, social and political risks and natural disasters; financial risks; failure to meet high
and ethical standards; and managing regulatory, tax and legal matters. Also see "Our Principal Risks" on pages 70-78 for additional risks and
further discussion.
The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account
all information currently available to us. Forward-looking statements are not predictions of future events. These beliefs, assumptions, and
expectations can change as a result of many possible events or factors, not all of which are known to us. If a change occurs, our business,
financial condition, liquidity and results of operations may vary materially from those expressed in our forward-looking statements.
The 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. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. In
addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual
results to differ materially from those contained in any forward-looking statements.
This document also contains data on the Group’s Scope 1, 2 and 3 emissions. Some of this data is based on estimates, assumptions and
uncertainties. Scope 1 and 2 emissions data relates to emissions from the Group’s own activities and supplied heat, power and cooling and is
generally easier for the Group to gather than Scope 3 emissions data. Scope 3 emissions relate to other organisations’ emissions and is therefore
subject to a range of additional uncertainties, including that: data used to model lifecycle footprints is typically industry-standard data or
estimates rather than relating to individual suppliers; and lifecycle models such as the Group’s cover many but not all products and markets.
In addition, international standards and protocols relating to Scope 1, 2, and 3 emissions calculations and categorisations also continue to
evolve, as do accepted norms regarding terminology such as carbon neutral and net zero which may affect the emissions data the Group reports.
As Scope 3 emissions data improves, shifting over time from generic modelled data to more specific data, the data reported in this document is
likely to evolve.
Throughout this report, we include non-GAAP financial measures to explain the performance of our business, including underlying sales growth,
underlying volume growth, underlying price growth, not-underlying items, underlying operating profit, underlying operating margin, underlying
earnings per share, underlying effective tax rate, constant underlying earnings per share, free cash flow, cash conversion, underlying return on
assets, net debt and underlying return on invested capital. Such non-GAAP financial measures are defined in "Additional financial disclosures" and
a reconciliation of these measures to their most directly comparable GAAP financial measures are included within "Additional financial
disclosures." See pages 59-64.
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 in the Annual Report on Form 20-F 2023.
This document is not prepared in accordance with US GAAP and should not therefore be relied upon by readers as such. The Annual Report on
Form 20-F 2023 is separately filed with the US Securities and Exchange Commission and is available on our corporate website. www.unilever.com
In addition, a printed copy of the Annual Report on Form 20-F 2023 is available, free of charge, upon request to Unilever, Investor Relations
Department, 100 Victoria Embankment, London EC4Y 0DY, United Kingdom.
This document comprises regulated information within the meaning of Sections 1:1 and 5:25c of the Act on Financial Supervision (‘Wet op het
financieel toezicht (Wft)’) in the Netherlands.
The brand names shown in this report are trademarks owned by or licensed to companies within the Group.
References in this document to information on websites (and/or social media sites) are included as an aid to their location and such information
is not incorporated in, and does not form part of, the Unilever Annual Report and Accounts 2023.
 About this Annual Report

Unilever Annual Report and Accounts 2023

This document is made up of the Strategic Report, the Governance

Report, the Financial Statements and Notes, and Additional
Information for US Listing Purposes. The Unilever Group consists of
Unilever PLC (PLC) together with the companies it controls. The terms
‘Unilever’, the 'Company', the ‘Group’, ‘we’, ‘our’ and ‘us’ refer to the
Unilever Group.
Our Strategic Report, pages 1 to 79, contains information about us,
how we create value and how we run our business. It includes our
strategy, business model, market outlook and key performance
indicators, as well as our approach to sustainability and risk. The
Strategic Report is only part of the Annual Report and Accounts 2023.
The Strategic Report has been approved by the Board and signed on
its behalf by Maria Varsellona – Chief Legal Officer and Group
Secretary.
Our Governance Report, pages 80 to 153, contains detailed corporate
governance information, our Committee reports and how we
remunerate our Directors.
The Governance Report comprises our Directors' Report and our
Directors' Remuneration Report, each of which have been approved by
the PLC Board and signed on its behalf by Maria Varsellona – Chief
Legal Officer and Group Secretary.
Pages 1 to 37 and 56 to 79 of the Strategic Report together with the
Governance Report serve as the Management Report for the purposes
of Disclosure Guidance and Transparency Rule 4.1.8R.
Our Financial Statements and Notes are on pages 155 to 233.
Pages 1 to 245 constitute the Unilever Annual Report and Accounts
2023, which we may also refer to as ‘this Annual Report and Accounts’
throughout this document.
Pages 246 to 255 are included as Additional Information for US Listing
Purposes.

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For further information about
Unilever please visit our website:
www.unilever.com

Unilever PLC
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London EC4Y 0DY
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Company Number: 41424