UCL Annual Report 2008
Transcription
UCL Annual Report 2008
Financial Highlights Year ended 31 December TT$ ‘000 2008 2007 Increase/ Decrease Results Turnover: 461,934 416,390 10.9 Profit Before Tax 60,081 51,521 16.6 Profit for the year 37,290 36,233 2.9 Dividends: 24,407 26,244 (7) Per share Earnings: Dividends: Interim Final Total 142 138 3 28 65 93 35 65 100 (20) 0 (7) Key Indicators Operating Profit as % of Turnover: 10.8 Net Profit as % of Turnover:8.1 Turnover TT$ ‘000 2008 2007 461,934 416,390 Profit for the Year TT$ ‘000 2008 2007 37,290 36,233 Dividends TT$ 2008 2007 $0.93 $1.00 Our Brands Personal Care Brands Lux, Dove, Sunsilk, Rexona, Axe, Vaseline, Lifebuoy, Suave, Pond’s Home Care Brands Cif, Skip, Breese, Radiante, Comfort, Quix Food Brands I Can’t Believe It’s Not Butter, Blue Band, Flora, Becel, Lipton, Wishbone, Hellman’s, Golden Ray, Cookeen 1 Annual Report 2008 Unilever Caribbean Limited Chairman’s Report OUTLOOK I am pleased to report that despite the shocks and uncertainties taking place in both the local and global economies, which are increasingly being reflected in declining consumer confidence throughout the Caribbean, the Company had another satisfactory year. OVERVIEW As has been the trend for some time, the origin of the Company’s products reflects a shifting balance between local manufacture and sourcing from associated Unilever companies abroad. In 2008 own manufacture still however represented some 70% of goods sold, the remainder being imported. This balance continues to be under constant review, in the light of changing factors such as shipping costs, tariff levels and the comparative costs of products made locally and elsewhere. The current level of manufacturing activity at Champs Fleurs can only be maintained if factory costs are lowered and production efficiencies optimised - should this not be achieved, the outlook is for further restructuring costs in the short term, in order to ensure future profitability. In terms of the Company’s market prospects, it is clear that many of our Caribbean economies will continue to suffer as a result of deteriorating global economic conditions, particularly with respect to reduced tourism levels and remittances from nationals abroad. We are however confident that our range of basic home, personal care and food products, offering top quality and value for money to Caribbean consumers, will maintain or even increase market share, particularly as consumers turn away from expensive luxury items imported from metropolitan markets. Turnover increased by 11% over the previous year, to a new record level of $462 million, and despite the many challenges faced, both internal and external, Profit after Taxation increased by 3% over the level achieved in 2007, to $37.3 million. This year’s improvements in both Turnover and Profitability reflect the steady upward trend achieved over the past four years, reinforcing our conviction that the changes made in the preceding period have correctly positioned the Company for continuing consistent growth. BOARD APPOINTMENT DIVIDENDS ACKNOWLEDGEMENT The Board of Directors has declared a final dividend of 65 cents per share, bringing the Total Dividend for the year to $0.93 per share. This represents a dividend payout of 65% of Net Profit, which while still high by market standards, is lower than in previous years. While there are indeed many factors which might determine future dividends, including the required level of Company borrowing, it is the Board’s intention to maintain future dividend payouts at the current level. I would like to express my sincere appreciation to our Managing Director Mrs. Roxane De Freitas, who has in this her first full year stepped up to the arduous task of managing the Company. Roxane, together with her management team and the entire Unilever workforce have shown courage and resilience in what have often been very demanding conditions, and in the circumstances have produced very satisfactory results indeed. Well done ! I am pleased to report the appointment during the year 2008 of Mr. Seamus J. Clarke, who brings to our Board a wealth of experience in accounting and finance, and will assume the chairmanship of our Audit Committee. Mr. Clarke’s appointment is particularly pleasing in that his father, Mr. Clem Clarke, served for many years as a senior manager at Unilever (formerly Lever Brothers), prior to his death in 1981. Gary N. Voss Chairman. Unilever Caribbean Limited Annual Report 2008 2 Managing Director’s Report Everyone, everyday, everywhere is the theme of this year’s annual report and this is the message that Unilever Caribbean Limited delivers to our stakeholders by our reach and our impact on society. Our products meet consumer needs everywhere in the Southern Caribbean, on an everyday basis to mothers, children and families, the old and the young, everyone. Our commitment to our mission “Adding Vitality to life” guides our interaction with our customers, consumers, employees and the communities in which we operate. Our focus is on distributing to all places where consumers want to find our brands – from the small corner shop to large supermarkets across all territories. 2008 was a year of opportunities and challenges for the business, the most positive aspect being an increase in Company turnover by 11% over 2007. Operational highlights included a good year in terms of Safety with zero Lost Time Accidents, the commissioning of an Effluent Waste Water Treatment Plant as well an enhanced Training and Development programme for our employees. We did, however, face quite a few challenges as the global impact on inflation drove up costs for raw and packaging materials, and we continued to grapple with IR issues as a result of the ongoing negotiation process for a new wage agreement for our unionized employees. In spite of these challenges, I remain confident that Unilever Caribbean is a resilient business that will continue to grow and deliver improved shareholder value in the years to come. Review of Operations The strategic operational plan that has been implemented over the past few years has positioned UCL to better meet the challenges of an increasingly competitive environment. We have made ourselves a fitter and leaner organization that can better respond to changes in the current consumer climate. There is no doubt that our region will feel the impact of the contraction of the global economy, due to the high levels of dependency of our markets on tourism and remittances for their economic revenue. We however believe that our brands are 3 positioned to meet the varying needs that our consumers require at this time, delivering value for money which is key at this time. We produced Gross Profit of 36% for full year 2008. This was a decline of 3% versus 2007. The source of this decline came from increases in raw and packaging material costs, and lower than average productivity levels in the plants as a result of the ongoing industrial relations issues. To increase productivity levels in our powders plant, we completed the automation of our detergent powders processing in the first quarter of 2008. This involved a three week shut-down of the powder detergents plant. The upgrade was however, safely and successfully completed. Our challenge in 2008 was to manage costs, of which raw and packaging materials were the most significant, along with increases in cost of freight and distribution and general administration. These challenges will continue into 2009 and with the global economic downturn facing us, we will need the support of all our stakeholders to sustain our growth momentum. Everyday brands, for everyday people In 2008, sales grew by 11% - 15% in the domestic market and 7% within export. Our reach in the Southern Caribbean markets is growing and we hope to sustain this growth in both sales and volumes in 2009. Our brands have become part of every day life in the Caribbean. Through superb product quality, attractive packaging, and advertising and marketing that reaches deep into the marketplace, Unilever’s brands will continue to produce good sales and maintain their market leadership. In 2008 the Personal Care portfolio was enhanced by several Annual Report 2008 Unilever Caribbean Limited Managing Director’s Report (continued) As a manufacturer of high-quality products, we need to constantly invest in and monitor our production processes with regards to health and safety, the impact on the environment and the consistent quality of our final products. exciting innovations in our markets with the introduction of Axe Dark Temptation, Dove Go Fresh, Soap and Beauty Body Washes, the relaunch of Lux Skin and new variants of Vaseline. Consumers responded well to these innovations positively impacting sales growth for this category. In our Home Care portfolio, we utilized several innovative campaigns throughout the year to reinforce to consumers the value for money offered by our brands such as Breeze, Radiante, Quix, and Cif. In the Foods category, sales grew in excess of 25%, driven largely by Blue Band, Golden Ray, Flora, Cookeen and Lipton, all wellestablished household names in Caribbean kitchens. Our Healthy Choices Foods products will continue to provide consumers with healthier options that are in line with the US Dietary Guidelines. Living safely everyday As a manufacturer of high-quality products, we need to constantly invest in and monitor our production processes with regards to health and safety, the impact on the environment and the consistent quality of our final products. During the year under review, Unilever Caribbean Limited underwent a series of audits and controls such as the inspection by the OSH Agency, the Hazard Analysis and Critical Control Points (HACCP) Quality and Hygiene Assessment, and the annual Quality Verification Assessment of the Liquids, Foods and the Detergent plants. I am very happy to report that the Company passed all the checks and balances with good results. We also again recorded Zero Lost Time Accidents in 2008. Reaching out to everyone As part of the Unilever Group, we are indeed fortunate that our products and the culture of our Company are bound by a mission of “Adding Vitality to life”—it is indeed a wonderful, positive message that we strive to embody in all our interactions as a corporate citizen. In 2008, we continued to strengthen our relationship with our neighbouring community of Mt. D’Or with emphasis on three main pillars of development – education, environmental awareness and health and wellness. For the second year in a row, the company partnered with local organizers of the World Food Programme to support the Walk the Unilever Caribbean Limited Annual Report 2008 World event in Rio Claro which raises awareness for child hunger in Trinidad and across the world. Employee development was high on the corporate agenda in 2008. Unilever’s Learning Management System was made available to all employees in August, which offers E-Learning and instructor-led programmes to our staff. We also re-launched our management trainee programme, hiring nine trainees to work in different areas of the business. While Unilever Caribbean Limited had some industrial relations issues that persisted throughout 2008, I am confident that in 2009 these will be resolved to the satisfaction of all stakeholders. For 2009, we can expect a slower rate of growth for UCL, taking into consideration the global financial crisis, credit crunch and the expectation that our Caribbean markets will slow as a result. Outlook For 2009, we can expect a slower rate of growth for UCL, taking into consideration the global financial crisis, credit crunch and the expectation that our Caribbean markets will slow as a result. Key to continued positive returns will be increasing our productivity, managing our costs and driving volume growth. Unilever Caribbean Limited will continue to look after our people, both inside our company and in the communities in which we operate. I would like to thank our Board of Directors and the Unilever Management Committee for their support and guidance throughout the Year. These two teams have played a key role in shaping the direction of Unilever Caribbean Limited which is well positioned for growth. I want to also emphasize the role of our employees who continue to be the driving force of this business. It is thanks to them that we have experienced an increase in earning per share of about 3% over 2007. We know the challenges which lie ahead. Nevertheless, I am confident that the measures gained during 2008 will be realised as we reach out to everyone, everywhere, everyday in the years to come. Roxane de Freitas Managing Director 4 Our Board of Directors Gary Voss Andre des Vignes Seamus Clarke GARY N. VOSS Non-Executive Chairman Nationality: Trinidad & Tobago. B.Sc. (Hons.), Chemical Engineering. Mr. Voss has been with Unilever since 1982, first as Technical Director of Lever Brothers West Indies Ltd. then from 1987 as Chairman and Managing Director, positions he held until his retirement at the end of 2001, retaining the position of non-executive Chairman. Previous posts: Texaco Trinidad Refinery, Caribbean Industrial Research Institute — Head of Engineering Division. ISCOTT steel mill — Superintendent, Direct Reduction. Roxane de Freitas Rafael White Matos tergents, rejoined in 2001 in the post of Marketing Manager Personal Care Caribbean, 2004 appointed Customer Development Director, and member of the Management Committee, appointed Company Secretary to the Board of Directors Unilever Caribbean 2006, appointed Managing Director 2007. Previous posts: Sales position in 3M InterAmerica Inc., Smith Kline Beecham, Corporate Affairs, Vice President BPTT. Andréa Pirie Pablo Garrido Commercial Director Unilever de Puerto Rico in 2006.Appointed Company Vice President and Treasurer in 2006. Previous Posts: Key financialbased posts at Chiquita Brands International, USA and Banco Improsa, S.A, Costa Rica PABLO GARRIDO Chairman of Unilever Greater Caribbean Nationality: Dominican Republic. Joined Unilever Dominican Republic S.A. in 1999 as Customer RAFAEL WHITE MATOS Management Director North Caribbean. AppointSupply Chain Director ed Managing Director of Unilever Caribbean LimNationality: Dominican Republic. Joined Unilever ited in Trinidad 2001, and Chairman of Unilever Dominicana S.A. in 1999 as manufacturing man- Caribe (Dominican Republic and Trinidad) 2006, ager; in 2003 was appointed Supply Chain Man- appointed Chairman of the Greater Caribbean ANDRE GERARD DES VIGNES ager for Home and Personal Care and Foods. In business unit (Trinidad and Tobago, Dominican ReNon-Executive Director Nationality: Trinidad & Tobago. Advocate Attorney- 2005 appointed National Supply Chain Director public and Puerto Rico) 2007. Previous posts: Vice at-Law in private practice in the areas of Civil Liti- for the Unilever Caribe business (Dominican Re- President – Sales, Mercasid, Dominican Republic. gation, Labour and Commercial Law, Trinidad Pre- public and Trinidad), appointed Logistics Director, vious posts: Partner, J.D. Sellier & Co., Lecturer and Unilever Caribbean Limited in Trinidad in 2006, Not in picture: Tutor at Hugh Wooding Law School 1996–1999. appointed to the Board of Directors of Unilever SAIDA MARTINEZ Caribbean Limited in 2006. Appointed Caribbean Finance Director, Unilever Caribbean Limited Supply Chain Director in 2007 (Trinidad, Domini- Nationality: Colombian Seamus Clarke can Republic and Puerto Rico) Previous posts: Joined Unilever 1995 as Management Trainee, held Non-Executive Director Supply Planner, Production Manager Colgate- posts of Head of Accounts, Planning Manager, Nationality: Trinidad & Tobago Chartered Accountant (FCCA, CA, BSc) in private Palmolive 1991, Home and Personal Care Plant Marketing Accountant, Supply Chain Accounts practice in areas of Financial and Business Con- Manager 2001, Logistics and Sourcing Manager Manager and Projects Manager Colombia, Chile, sulting. Previous Posts: Executive Director, Aegis 2002, Sociedad Industrial Dominicana. Argentina, appointed Finance Director Unilever Business Solutions Ltd. and Aegis Management Caribbean Limited 2005, appointed Company Solutions Ltd. 2001-2008; Finance Director, Price- Andréa Pirie Secretary 2007. Previous Posts: Key posts in corFinance Director, Unilever Greater Caribbean waterhouseCoopers Ltd. 1997-2001. porations in the Financial sector, Post Graduate Nationality: Costa Rica. Joined Unilever in 1998 and University level Lecturer in Business, author as Commercial Manager, Ice Cream. Held posts of of two publications. ROXANE DE FREITAS Management Accountant in HPC & Foods, Supply Managing Director Nationality: Trinidad & Tobago. Joined Unilever in Chain Accountant, Finance Director (Foods), Cor1985 as Brand Manager, Industrial Food and De- porate Comptroller, Central America. Appointed 5 Annual Report 2008 Unilever Caribbean Limited Directors’ Report Financial Results for the year ended 31 December 2008 Directors and Substantial Interests Directors’ Interest Number of shares as at 31.12.08 Number of shares Gary Voss Roxane de Freitas André des Vignes Seamus Clarke Pablo Garrido Saida Martinez Rafael White Matos Andrea Pirie 3,196 1,000 250 0 0 0 0 0 3,196 1,000 250 0 0 0 0 0 Turnover Profit before Taxation After charging/(crediting) the following: Depreciation Audit Fees $’000 461,934 50,081 (5,590) (386) Staff Costs Directors’ Fees Foreign Exchange loss Finance Costs - Net Taxation Profit after Taxation (62,077) (17) (572) (3,471) (12,791) 37,290 Dividends paid and proposed Interim Final 7,348 17,059 Total Dividend 24,407 Dividend The Directors have declared dividends of $24,407 for the year, amounting to $0.93 per share. The final dividend of 65 cents, will be paid on Friday 26 June 2009 to Shareholders on the Register of Members at the close of business on Friday 5 June 2009. On 15 August 2008 Mr. Roberto Perez was re-assigned to Brazil and consequently resigned as a Director of the company. To fill the vacancy created by Mr. Perez’ departure, Mrs. Andrea Pirie was appointed to the Board. On 18 November 2008, Mr. Seamus Clarke was appointed to the Board and also as a member of the Audit Committee. In accordance with Section 4.3.2. of the Company Bye-Laws whereby Directors so appointed shall hold office only until the next following general meeting of the company and shall be eligible for re-election, Mrs. Andrea Pirie and Mr. Seamus Clarke, being eligible, offers themselves for re-election until the close of the next third Annual Meeting. as at 31.03.09 Substantial Interest In accordance with the Listing Agreement of the Trinidad and Tobago Stock Exchange, the following are the holders of 5% or more shares as at 31st December 2008: Number of Shares Held Unilever Overseas Holdings AG RBTT Trust Limited T964 13,123,194 1,873,374 % of Total 50 7.14 Capital & Membership Grouping of shares according to size of shareholding as at 31st December 2008. Size of Shareholding Number of Shareholders 1 - 10,000 10,001 - 20,000 20,001 - 50,000 50,001 - 100,000 100,001 - 500,000 500,001 and upwards 2,099 48 31 11 21 6 Size of % of Total ShareholdingShareholding 2,087,309 672,544 918,875 681,768 4,017,307 17,866,029 7.95 2.56 3.50 2.60 15.31 68.08 On behalf of the Board, Auditors The Auditors, PricewaterhouseCoopers, will retire at the Eightieth Annual General Meeting and being eligible, offer themselves for re-appointment. Unilever Caribbean Limited Annual Report 2008 Gary Voss Director Roxane de Freitas Director 6 The Management Committee Ian Lewis Zaida Allie Rafael White Matos Roxane de Freitas Nazma Hosein Zaida Martinez Shelly-Ann Simon-McKell Ronnie Sankar Through our very diverse portfolio and far-reaching sales through the Caribbean, UCL has spent the last year reaching millions of people everyday, including the company’s 400 employees through continued improvement projects. Left-right: Ian Lewis - Human Resource Manager Zaida Allie - S&OP & Planning Manager Rafael White Matos - Supply Chain Director (Caribbean) Roxane de Freitas - Managing Director Nazma Hosein - Marketing Manager Zaida Martinez - Finance Director Shelly-Ann Simon-McKell - Customer Marketing Manager Ronnie Sankar - Logistics, Distribution & Customer Service Manager Setting the Pace/Winning Together 2008 The Management Team at Unilever Caribbean Limited meets together at least once a year to review the Strategy Into Action (SIA) where the Company objectives and goals are rolled out by senior management for execution throughout the year. In 2008, the events were held at the beginning and mid-way through the year to roll-out and review achievements against the SIA. This activity is one that aims to strengthen the bond of the team, while ensuring that the Company objectives are consistently measured and met. 7 Annual Report 2008 Unilever Caribbean Limited Marketing and Brand Review Unilever Caribbean Limited Annual Report 2008 8 Marketing and Brand Review (continued) Personal Care WAKE UP WITH DOVE GO FRESH AXE DARK TEMPTATION TAKES OVER TRINIDAD Since women like chocolate, they will find men who smell of chocolate just as irresistible! Chocolate-inspired fragrance Axe Dark Temptation, a new body spray fragrance, combines the subtle aroma of chocolate with fresh gourmet scents, including musk, hot chocolate amber and patchouli. Axe Dark Temptation has been developed by an expert in fine fragrances, Ann Gotlieb, the designer of CK ONE, on which it found inspiration. The packaging design creates signs of chocolate in a fresh and attractive way, making it sophisticated and distinctive. This unique fragrance was launched in August with a strong communication campaign. In 2008, Unilever Caribbean Ltd launched the Dove ‘Go Fresh’ range. The mix complemented the existing core range of the brand with a re-launch of the Cool Moisture Bar and the introduction of the Energize Bar. The new Energize bar contains a light formula with invigorating beads that awaken your skin with the sparkling scent of grapefruit & lemongrass to give you a boost in the morning! The ‘Go Fresh’ range opened up the Dove brand to women in their 20s with attractive communication focused on the three main drivers of freshness: great fragrances, strong & vibrant colors, and fresh ingredients. Activations took place on beaches as well as at events, creating awareness of the new platform. During university orientation week, our Go Fresh ambassadors sampled the products with the crowd. SUNSILK STYLE Life can’t wait! Under this campaign slogan, Unilever Caribbean Limited launched Sunsilk in Trinidad and Tobago and the South Caribbean in 2007 with a range consisting of shampoo, conditioner and combing crème. After great success both locally and regionally, Sunsilk launched 4 new styling aids in 2008: Daring Volume Spray on Mousse, Volumizing Spray, Captivating Curls Gel & Cream Twist and Scrunching Mousse. This innovation was supported by sampling, activations, print and TV advertising featuring Sunsilk’s icon Madonna and her latest hit “4 minutes to save the world”. DOVE BEAUTY WASHES BODY Indulge your skin and your senses! The Dove brand expanded its portfolio, introducing four new body washes: Gentle Exfoliating, Deep Moisture, Cool Moisture and Energize. Dove body washes are filled with ¼ moisturizing cream and the mildest cleansers leaving your skin noticeably softer and smoother after just one wash – and ultimately more beautiful. It contains genuine moisturizing ingredients at active levels to protect and moisturize your skin as you shower. Show this to your teenage daughter! A Dove advert challenges our concept of beauty - showing a girl being transformed from bedhead to cover girl using all the tricks of the trade. Evolution has won two Grand Prix Cannes Advertising Awards. To view the video, go to www.unilever.com/brands/ouradvertising/dove/Dove_ evolution.aspx 9 Annual Report 2008 Unilever Caribbean Limited Marketing and Brand Review (continued) LUX SKIN CARE RANGE – GET READY TO TEMPT Caress your body with the intimate blend of luscious fruits and moisturizing Chantilly that melt into your skin. Get ready to have smooth and kissable skin! In 2008, Lux re-launched its Skin Care range, expressing its benefits of soft skin in a more sensorial way without referring to skin types but rather to the sensorial skin effect. The relaunch aimed to bring to life the brand idea of ‘Selfsuality’ with Soft and Sensual variant names. New Lux skin care range combines a blend of luscious fruits & moisturizing Chantilly (whipped cream) with five new variants on two platforms. Get ready to tempt with the new Lux Kissably Soft range! VASELINE LOTIONS Vaseline has been keeping skin amazing for over 130 years and in 2008 continued to deliver superior moisturizing protection and fulfill consumer needs by launching three new innovations – Intensive Rescue Fragranced, Cocoa Butter Gel Body Oil and the Men’s Range. VASELINE INTENSIVE RESCUE FRAGRANCED The core range of the Vaseline portfolio was expanded with the introduction of the Intensive Rescue Fragranced lotion. This formulation complements the existing Intensive Rescue Un-fragranced variant, offering the same benefit to consumers who already experience the highest level of moisturization associated with the product, but now with a great fragrance. VASELINE COCOA BUTTER GEL OIL - BRING OUT YOUR NATURAL RADIANCE! Daily activities and the environment strip natural protecting oils from skin allowing essential moisture to evaporate. Vaseline Cocoa Butter Vitalizing Gel Body Oil was introduced to address this need and to ignite the skin’s natural glow. Used after bathing, it replenishes and locks in moisture for naturally radiant skin. The combination of Brazilian Nut oil and almond oil not only make the formula smell divine, but are rich in essential nutrients, providing the skin with natural minerals and antioxidants to boost the skin’s moisture barrier. VASELINE MEN’S RANGE: HEALTHY SKIN = HEALTHY BODY Male skin is thicker and more susceptible to dryness than female skin and lotions designed for women’s skin are not optimized for male skin. To fulfill this consumer need, Vaseline introduced Vaseline MEN. An effective range of lotions specially formulated with 18% hydrating complex specially fortified for body and face to help skin perform more efficiently. In 2008, this two-in-one formulation was launched in a fast absorbing pump and an extra strength bottle.The fast absorbing formulation accommodates men who want to address the symptoms of skin dryness, yet they have little tolerance for greasy sensories, and the Extra Strength formulation was designed for men who experience more intense skin dryness and want something highly efficacious that will resolve the problem with long-lasting moisture. EDGE – “Every Day Great Execution” is a Unilever term that was embodied at the Sales Convention and Training Conference hosted by the Customer Development Team, which ran for 4 days in April 2008. Over 60 participants represented both local and export customers of Unilever Caribbean Limited. The team was trained by an overseas Unilever expert on the fundamentals of “winning at the point of purchase”. The conference provided the perfect opportunity to recognize performance among the teams and develop each other’s potential. Unilever Caribbean Limited Annual Report 2008 10 Marketing and Brand Review (continued) Foods UNILEVER HEALTHY CHOICES PROGRAMME (2007 -2008) In 2008, Unilever Caribbean Limited rolled out the global ‘Unilever Choices’ campaign in Trinidad and Tobago. This campaign is based on the insight that ‘Consumers around the globe want to eat healthier, but find it difficult’. It consisted of a Nutrition Enhancement Program as well as a Communication element. All Unilever Food products were analyzed based on their adherence to international dietary guidelines for saturated fats, trans fats, sugars and sodium. Products meeting all guidelines were given a front of pack logo to highlight to the consumer that they were making a healthy choice. The logos were either ‘Eat Smart’ or ‘Drink Smart’ based on whether the item was Food or beverage. This front of pack logo was also supported by back of pack explanatory information. The brands showing the logos are Blue Band, Flora, Lipton, Hellmann’s and Ragu. The communication plan was supported by trade activities, traditional media, outdoor, event sponsorships and seminars. A Choices Village was developed at leading supermarkets that featured product expositions, free health services, sampling and fun activities for kids. Key opinion formers were reached through participation in a number of events directed to nutritionists and persons involved in public health including: Launch to Trinidad & Tobago Association of Nutritionists and Dieticians (TTANDI), participation in a two day conference by the Pan American Health Organization (PAHO) and the Caribbean Association of Industry and Commerce (CAIC) as well as presentations to health care practitioners. 11 LIPTON PREMIUM PYRAMID TEAS ARE HERE For more than 100 years, Lipton has served tea to all corners of the globe, bringing exotic flavours and new techniques to tea drinkers everywhere. Now, Lipton has reinvented the tea bag itself! The tea bag has been redesigned in a shape that is not only elegant but constructed to allow those flavoured pieces to be seen by tea drinkers. These uniquely shaped bags made from gossamer mesh give our long-leaf tea maximum room to infuse, resulting in pure tea flavour, colour and aroma. In 2008, Lipton launched this exciting new range of Pyramid Teas with 4 variants: Black Pearl, Vanilla Caramel Truffle, Green Tea with Mandarin Orange and Bavarian Wild Berry. Annual Report 2008 Unilever Caribbean Limited Unilever Caribbean Limited Annual Report 2008 Marketing and Brand Review (continued) The Year in Review BREEZE MULTIACTIVE CLEAN Breeze continued its Dirt is Good (DiG) message with a re-launch of the brand and a new campaign where Multiactive Breeze got a boost and was re-launched as “Breeze Multiactive Active Clean.” The new Multiactive Active Clean, in Regular and Lemon, now has microcapsules that are able to penetrate fabrics and remain there after washing. The result is a longer lasting feeling of cleanness that you can see and smell throughout the day! The re-launch of Breeze also saw an exciting change to the packaging for the entire line of products. Home Care Multiactive Clean Breeze was introduced with a new media campaign, using the idea that all kids have a favourite outfit that they never want to take off. The campaign asked mothers to “Try the Hug Test” to see how their kids clothes felt and smelled. This was the inspiration behind the Breeze Consumer promotion that was launched in 2008. BREEZE – EVERY CHILD HAS THE RIGHT Breeze believes that for children to develop and grow, they need to be free to experience the world for themselves. Moms shouldn’t have to worry about their little ones getting dirty, because with Breeze, it will all come out in the wash. In 2008, Breeze launched the Every Child Has the Right (ECHTR) campaign, designed to start a conversation with mothers about the importance of play in their children’s development. With the ECHTR campaign, Breeze reminded mothers about the power of unstructured play - what the experts call ‘learning by doing’. Breeze joined forces with a local organization, Trinidad & Tobago Innovative Parenting Support (T.T.I.P.S), whose Child Development experts acted as spokeswomen for the campaign. The facilitators appeared on several local talk shows discussing the topic of play and child development. Radio aired “tips” for parents gave helpful insights into why play is important and even some examples of games that parents could use to help stimulate their children’s imagination. The campaign also launched the first “Breeze” website dedicated to the ECHTR message with tons of helpful information for parents as well as advice from our experts, www.everychild.co.tt. Unilever Caribbean Limited Annual Report 2008 QUIX POWER GEL Quix proved itself as a brand at the leading edge of technology in 2008 with the launch of the Quix Power Gel dishwashing liquid. This sleek looking new addition to the Quix family is the brand’s first entry into the “Ultra Concentrated” segment of the dishwashing category. The new Quix Power Gel with its fresh lemon fragrance is formulated with a superior “gel” technology. When the dishwashing liquid comes into contact with water, it transforms into a gel inside your sponge and is trapped there because the gel does not rinse off as other liquids would. The trapped gel releases foam continuously ensuring Quix’s degreasing power lasts for much longer during washing without the need to “recharge” the sponge again and again. 12 Corporate Social Responsibility Report Unilever Caribbean Limited lives its mission of “Adding Vitality to life” everyday to everyone, everywhere by positively impacting the communities in which we operate and beyond. We strongly feel a part of our surroundings and of the world we live in, so our community involvement comes from the heart, and often involves individual employees in a hands-on manner. And while we are conscious that our products do their part to add vitality to every person’s life everywhere in the Caribbean every day, we still want to add to the quality of life for the less fortunate in our towns and villages, support the elderly and the needy, and give children a much-needed leg-up. 13 Annual Report 2008 Unilever Caribbean Limited Corporate Social Responsibility Report (continued) Mt. D’Or School Activities Global Handwashing Day MT. D’OR Our outreach activities in our neighbouring community of Mt. D’Or are founded on a partnership that was established in 2002. In 2008, we focused on three main pillars of development – education, environmental awareness and health and wellness. Home Work Club Form 6 students of the nearby St. Joseph’s Convent School. Mt. D’Or Government Primary School Home Work Club. In 2002, Unilever Caribbean Limited furthered its ongoing commitment to the Mt. D’Or Government Primary School by launching a “Home Work Club” for the Standard Five students (ages 11-13) of the school. The Home Work Club aimed at providing the students of the school with an appropriate facility to do their home-work in a supportive environment outside of school hours. The pupils were assisted by Form 6 students of the nearby St. Joseph’s Convent School. The programme ran from January to March, at which point the students sat their Secondary Entrance Assessment examinations for which they had been preparing. The programme received a great response from both sets of students, giving the younger ones a good start to life and offering the more mature students an opportunity to give back to society and an appreciation of the value of being a socially responsible citizen. On October 15th, Unilever sites across the global recognised Global Handwashing Day as part of the Company’s hygiene platform. In Trinidad, Unilever Caribbean Limited recognised the day by visiting the Mt. D’Or Government Primary School where the Company Health & Wellness team hosted informative classroom sessions on the importance of good hygiene with a special focus on the importance of washing hands to the school’s 200 students. The pupils also received bars of Rexona anti-bacterial soap, stickers and a fun activity sheet with the message and posters for the school. The Company also expanded its reach to 10 schools near the Unilever site by donating cases of soap along with stickers and posters with the message “Washing Hands Saves Lives”. Erase Your Carbon Footprint Mt. D’Or Government Primary School, Principal, Claudette Bell, with some of the winners with their bins. “Erasing Your Carbon Footprint” put into practice. Mt. D’Or Government Primary School students felt proud that their pictures were put on bins which encouraged fellow pupils to preserve the environment by keeping the school clean. Unilever Caribbean Limited Annual Report 2008 200 students of the Mt. D’Or Government Primary School were invited to create a piece of artwork that best brought the environmental message “Erasing Your Carbon Footprint” to life. An overwhelming 102 entries were received from the student groups, ages 5 to 13. Three winners of each class 14 Corporate Social Responsibility Report (continued) grouping, 21 in all, were awarded gift vouchers towards the purchase of school supplies at the prize-giving ceremony in July. And as a special touch, the Company produced bins decorated with the artwork of the 1st place winners which were distributed in the school at the start of the new school term in September. Other Activities Walk the World Dove boosts Self Esteem in Mt. D’Or Cross section of Unilever Caribbean Limited’s Walk the World 2008 in Rio Claro. “Dove Real Beauty” Workshop for Standard 5 girls of the Mt. D’Or Government Primary School. Many young people don’t feel confident about themselves and their bodies. Dove’s mission is to change that! To boost positive self esteem and positive body imaging among adolescents, Unilever Caribbean Limited held a special “Dove Real Beauty” Workshop for Standard 5 girls at the Mt. D’Or Government Primary School. Our “Real Beauty Ambassadors” (employees who had been trained in fostering self-esteem and positive body imaging among 11-14 year-olds) left the girls feeling re-energized. and even more positive about their self-esteem; as well as the facilitators who left with a great feeling of satisfaction and willingness to spread the message of Dove Real Beauty everywhere! Unilever is one of the principal partners of “Walk the World”, a global event that is organised by the United Nations World Food Programme. For the second year in a row, Unilever Caribbean Limited sponsored the event in Trinidad, which took place in the rural community of Rio Claro and was attended by over 2000 adults and children, including Unilever employees. The event contributes to raising awareness and funds to combat child hunger, a global problem affecting more than 59 million children worldwide. General Philanthropy Unilever Caribbean Limited is committed to supporting communities, non-governmental organisations, schools and clubs on a daily basis with requests on behalf of the socially disadvantaged in our society. The Company will continue to do its part to alleviate social disparity and works closely to assist these types of organisations where necessary. UWI – World of Work Recruitment Fair In 2008, Unilever Caribbean Limited participated in the University of the West Indies “World of Work” Recruitment Fair, which targets students for potential employment with a number of various companies. Through an interactive booth, UCL recruited 18 second year students for the Company’s annual “UWI Summer Internship Programme”. 15 Annual Report 2008 Unilever Caribbean Limited Corporate Social Responsibility Report (continued) Employee Relations TAKE OUR KIDS TO WORK Training In 2008, Unilever’s Learning Management System (LMS) was made available to all employees, offering over 100 E-learning courses. The Company established a computer room to accommodate employee learning on their personal time, and employees can also access courses from the comfort of their home. A number of Instructor-led programmes in 2008 included ‘Understanding the Motives and Actions of the Customer’, ‘Leading Teams’ and ‘Time & Priority Management’. In June, nine candidates were selected for 2-year Management Trainee Programme, after which they will be placed in specific positions that best matches their strongest abilities. The trainees were selected from a pool of over 500 applicants, following a rigorous interview process. Other training offered to employees at Unilever Caribbean Limited included Defensive Driving Training for Company drivers, Crisis Management, Emergency Response Training, Incident Command, Forklift Driving and Permit to Work. Over 50 programmes were held in 2008 with almost half of the employee population benefitting from one or more of these very exciting and rewarding sessions. Participants of “Take Our Kids to Work” day 2008. In 2008, UCL introduced the Equilibrium Vitality programme, which focused on 4 pillars – Work-Life Balance, Just for you and the Kids, Health and Well Being and Doing Well by Doing Good. One of the highlights of the programme in 2008 was a “Take Our Kids to Work” Day as part of the “Just for You and the Kids” pillar where thirty employees’ children between the ages of 10 and 18 were treated to an day at the Unilever Caribbean Limited office where they were able to partake in a day of learning and fun activities while interacting with their parents in their place of work. International Women’s Day International Women’s Day was celebrated on March 8th in 2008 and globally, is recognised as a special day dedicated to recognising the contribution of women to global development. At Unilever Caribbean Limited, we celebrated our beautiful women by distributing roses as well as a Pond’s Moisturiser kit. Unilever Caribbean Limited Annual Report 2008 16 Factory Improvements & Safety, Health, Environment and Quality (SHEQ) Regional Virtual Sites Unilever continues to manage its global Supply Chain functions through Regional Virtual Sites (RVS) operating through a seamless sharing of resources. Plant sites, regardless of geographic location, size, complexity or cultural heritage, come together virtually to identify and utilise best practices from within the group. Information is rapidly and efficiently shared to improve operational effectiveness while ensuring synergies are maximised. 17 Annual Report 2008 Unilever Caribbean Limited Factory Improvements and SHEQ (continued) Safety, Health, Environment & Quality Unilever Caribbean Limited regards safety as an essential element of our business practices and we take our responsibility seriously in providing a safe working environment for our employees. The Company is committed to improving the Safety, Health & Environment (SHE) of its operations by working in par with the global Unilever guidelines. Safety is at the forefront of everything we do and 2008 was no different as the Company’s focus on ensuring a safe environment remained a top priority. Safety, Health and Environment (S.H.E.) Safety, Health and Envirnoment (S.H.E.) continues to be one of our key business priorities and remains the focus of attention for every Unilever employee. The outstanding S.H.E. achievers for 2008 were the Edibles Department and the Non-Manufacturing Division, who recorded zero recordable accidents in 2008. As a global company, we are subject to extensive regulation surrounding health and safety of our people and the environment via stringent audits. OSHA Visit In November 2008, the Occupational Safety and Health (OSH) Agency visited Unilever Caribbean Limited (UCL) to assess the safety standards of the company. The outcome of this inspection was very satisfactory. We are pleased to report that the site (both Manufacturing and Non-Manufacturing) conforms to the stringent regulations of the OSH Agency. This demonstrates the organisation’s ability to maintain a high safety standard that meets both local and international requirements. Factory Improvement Effluent Plant Update Unilever is committed to operating in an environmentally sound and sustainable manner through continuous improvement in environmental performance in all its activities. The effluent treatment plant is now completed. The plant operates within the local Noise Pollution Rules, 2001 and the Water Pollution Rules (Amendment) 2006 in addition to the more stringent Unilever Environmental Care Framework Standard. Unilever Caribbean Limited Annual Report 2008 The Company is committed to providing a safe and clean environment for its employees and the surrounding communities. Quality Update Unilever also keeps a keen eye on adherence to quality standards. In 2008, the Liquids Plant, Stores, Warehouse and the Laboratory were subjected to the Hazard Analysis and Critical Control Points (HACCP) Quality and Hygiene Assessment. This assessment sought to address the entry of physical, chemical and microbial contamination of the process and end product, and also evaluated good manufacturing practices. We are pleased to report that these areas achieved scores exceeding the requirement (green status). This is considered to be an outstanding achievement by Unilever standards. In 2008, the Liquids, Edibles and the Detergent plants were also subjected to the annual Quality Verification Assessment. Each received green status indicating that the plants were operating at the required quality standard. Additionally, the Detergent laboratory was assessed for their level of accuracy with respect to dust and enzyme monitoring, which is an essential component of ensuring a safe and healthy work environment for our plant employees achieving green status. Unilever’s Global Village In 2008, UCL had support of resources from the Unilever North Americas Region to support the local team’s effort in continuous improvement of the site’s operations. Personnel from the the sister plants throughout the region spent time during the year both locally and remotely lending assistance in various areas of plant improvements. This is a prime example of everyone working together everyday and everywhere in alignment with the One Unilever culture. 18 Independent Auditor’s Report To the shareholders of Unilever Caribbean Limited Report on the financial statements We have audited the accompanying financial statements of Unilever Caribbean Limited, which comprise the balance sheet as of 31 December 2008 and the income statement, statement of changes in equity and cash flow statement for the year then ended and a summary of significant accounting policies and other explanatory notes. Management’s responsibility for the financial statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditor’s responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s 19 judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of Unilever Caribbean Limited as of 31 December 2008, and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards. PricewaterhouseCoopers Port of Spain, Trinidad, West Indies 23 March 2009 Annual Report 2008 Unilever Caribbean Limited Income Statement Balance Sheet (Expressed in Trinidad and Tobago Dollars) (Expressed in Trinidad and Tobago Dollars) Notes Cost of Sales (296,043) (252,007) 31 December 2008 2007 Notes $’000 $’000 ASSETS Non-current Assets Property, plant and equipment 12 77,474 78,402 Retirement benefit asset 13 59,837 55,532 Intangible asset 14 827 -- Gross Profit Expenses Selling and distribution costs Administrative expenses 165,891 164,383 138,138 133,934 (84,442) (25,399) Current Assets Inventories 16 Trade and other receivables 17 Due from related companies 18 Taxation recoverable Cash at bank and in hand 58,708 55,792 84,367 65,802 3,357 3,303 3,153 2,067 7,257 21,521 Turnover Year Ended 31 December 2008 2007 $’000 $’000 461,934 5 (84,453) (27,886) 416,390 (112,339) (109,841) Operating Profit 53,552 54,542 156,842 148,485 Finance Costs – Net 8 (3,471) (3,021) Total Assets 294,980 282,419 Profit Before Taxation 50,081 51,521 Taxation 9 (12,791) (15,288) Profit For The Year 37,290 36,233 Earnings Per Share For Profit Attributable To The Equity Holders Of The Company During The Year - Basic and diluted 10 $ 1.42 $ 1.38 EQUITY AND LIABILITIES Capital And Reserves Attributable To Equity Holders Of The Company Share capital 19 26,244 26,244 Property revaluation surplus 21,294 21,294 Retained earnings 63,129 50,246 Total Equity 110,667 97,784 Non-current Liabilities Retirement and termination obligations 13 Deferred taxation 20 27,192 26,938 16,364 14,532 43,556 41,470 Current Liabilities Trade and other payables 21 Provisions for other liabilities Due to parent and related companies 18 Bankers’ acceptances 22 Bank overdraft 23 Taxation payable 48,327 51,099 9,491 8,892 33,315 20,924 48,939 54,043 685 3,837 -- 4,370 140,757 143,165 Total Liabilities 184,313 184,635 Total Equity And Liabilities 294,980 282,419 The notes on pages 24 to 40 are an integral part of these financial statements. On 23 March 2009, the Board of Directors of Unilever Caribbean Limited authorised these financial statements for issue. ______________________ Director ______________________ Director The notes on pages 22 to 38 are an integral part of these financial statements. Unilever Caribbean Limited Annual Report 2008 20 Statement of Changes in Equity Cash Flow Statement (Expressed in Trinidad and Tobago Dollars) (Expressed in Trinidad and Tobago Dollars) Property Share Revaluation Retained Total Note Capital Surplus Earnings Equity $’000 $’000 $’000 $’000 Notes Operating Activities Profit before taxation Adjustments for: Depreciation 12 Loss on disposal of plant and equipment Retirement and termination benefits Operating profit before working capital changes Year ended 31 December 2008 Balance at 1 January 2008 Profit for the year Dividends 11 26,244 -- -- 21,294 -- -- 50,246 97,784 37,290 37,290 (24,407) (24,407) Balance at 31 December 2008 26,244 21,294 63,129 110,667 Year ended 31 December 2007 Balance at 1 January 2007 26,244 22,029 42,881 91,154 Profit for the year -- -- 36,233 36,233 Deferred tax on revaluation -- (735) Dividends -- -- 11 Balance at 31 December 2007 26,244 21,294 -- Increase in inventories (Increase)/decrease in trade and other receivables (Increase)/decrease in due from related companies Decrease in trade and other payables Increase/(decrease) in provision for other liabilities Increase/(decrease) in due to parent and related companies Year Ended 31 December 2008 2007 $’000 $’000 50,081 51,521 5,590 5,022 15 (4,051) 152 (685) 51,635 56,010 (2,916) (5,832) (18,565) 3,358 (54) 1,070 (2,772) (4,971) 599 (2,587) 12,391 (5,075) (735) (28,868) (28,868) Net Cash Inflows From Operating Activities Taxation paid Taxation refund 40,318 41,973 (16,415) (7,628) -- 855 Net Cash Inflows From Operating Activities 23,903 35,200 Investing Activities Purchase of plant and equipment Investment in other projects (4,677) (4,134) (827) -- 50,246 97,784 12 14 Net Cash Outflows From Investing Activities Financing Activity Dividends paid (5,504) (4,134) 11 (24,407) (28,868) (Decrease)/Increase In Cash And Cash Equivalents (6,008) 2,198 Cash And Cash Equivalents At Beginning Of Year (36,359) (38,557) Cash And Cash Equivalents At End Of Year (42,367) (36,359) Represented By: Cash at bank and in hand 7,257 21,521 Bank overdraft (685) (3,837) Bankers’ acceptances 22 (48,939) (54,043) (42,367) (36,359) The notes on pages 22 to 38 are an integral part of these financial statements. 21 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 1 General Information (ii) Unilever Caribbean Limited was incorporated in the Republic of Trinidad and Tobago in 1929, and its registered office is located at Eastern Main Road, Champs Fleurs. The principal business activities are the manufacture and sale of homecare, personal care and food products. The Company is a subsidiary of Unilever Overseas Holdings AG, which is a wholly owned subsidiary of Unilever PLC, a company incorporated in the United Kingdom. 2 Summary of Significant Accounting Policies The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. 2.1 Basis of preparation These financial statements have been prepared in accordance with International Financial Reporting Standards under the historical cost convention, as modified by the revaluation of freehold properties. The preparation of financial statements in conformity with International Financial Reporting Standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 4. (i) Interpretations effective in 2008 • IFRIC 14, ‘IAS 19 – The limit on a defined benefit asset, minimum funding requirements and their interaction’, provides guidance on assessing the limit in IAS 19 on the amount of the surplus that can be recognised as an asset. It also explains how the pension asset or liability may be affected by a statutory or contractual minimum funding requirement. This interpretation does not have any impact on the Company’s financial statements, as it is not subject to any minimum funding requirements. • IFRIC 11, ‘IFRS 2 – Group and treasury share transactions’, provides guidance on whether share-based transactions involving treasury shares or involving group entities (for example, options over a parent’s shares) should be accounted for as equity-settled or cash-settled share-based payment transactions in the stand-alone accounts of the parent and group companies. This interpretation does not have an impact on the Company’s financial statements. Unilever Caribbean Limited Annual Report 2008 Standards, amendments and interpretations effective in 2008 but not relevant to the Company The following interpretations to published standards is mandatory for accounting periods beginning on or after 1 January 2008 but is not relevant to the Company’s operations. • IFRIC 12, ‘Service concession arrangements’; and • IFRIC 13, ‘Customer loyalty programmes’. (iii) Standards, amendments and interpretations to existing standards that are not yet effective and have not been early adopted by the Company The following standards and amendments to existing standards have been published and are mandatory for the Company’s accounting periods beginning on or after 1 January 2009 or later periods but the Company has not early adopted them: • IAS 23 (Amendment), ‘Borrowing costs’ (effective from 1 January 2009). The amendment requires an entity to capitalise borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset (one that takes a substantial period of time to get ready for use or sale) as part of the cost of that asset. The option of immediately expensing those borrowing costs will be removed. The Company will apply IAS 23 (Amendment) retrospectively from 1 January 2009 but it is currently not applicable as there are no qualifying assets. • IAS 1 (Revised), ‘Presentation of financial statements’ (effective from 1 January 2009). The revised standard will prohibit the presentation of items of income and expenses (that is, ‘non-owner changes in equity’) in the statement of changes in equity, requiring ‘non-owner changes in equity’ to be presented separately from owner changes in equity. All non-owner changes in equity will be required to be shown in a performance statement, but entities can choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income). Where entities restate or reclassify comparative information, they will be required to present a restated balance sheet as at the beginning comparative period in addition to the current requirement to present balance sheets at the end of the current period and comparative period. The Company will apply IAS 1 (Revised) from 1 January 2009. It is likely that both the income statement and statement of comprehensive income will be presented as performance statements. 22 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 2 Summary of Significant Accounting Policies (continued) 2.1 Basis of preparation (continued) (iii) Standards, amendments and interpretations to existing standards that are not yet effective and have not been early adopted by the Company (continued) • IFRS 2 (Amendment), ‘Share-based payment’ (effective from 1 January 2009). The amended standard deals with vesting conditions and cancellations. It clarifies that vesting conditions are service conditions and performance conditions only. Other features of a sharebased payment are not vesting conditions. These features would need to be included in the grant date fair value for transactions with employees and others providing similar services; they would not impact the number of awards expected to vest or valuation thereof subsequent to grant date. All cancellations, whether by the entity or by other parties, should receive the same accounting treatment. The Company will apply IFRS 2 (Amendment) from 1 January 2009. It is not expected to have a material impact on the Company’s financial statements. • IAS 23 (Amendment), ‘Borrowing costs’ (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project published in May 2008. The definition of borrowing costs has been amended so that interest expense is calculated using the effective interest method defined in IAS 39 ‘Financial instruments: Recognition and measurement’. This eliminates the inconsistency of terms between IAS 39 and IAS 23. The Company will apply the IAS 23 (Amendment) prospectively to the capitalisation of borrowing costs on qualifying assets from 1 January 2009. • IAS 38 (Amendment), ‘Intangible assets’ (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project published in May 2008. A prepayment may only be recognised in the event that payment has been made in advance of obtaining right of access to goods or receipt of services. The Company will apply the IAS 38 (Amendment) from 1 January 2009. • IAS 19 (Amendment), ‘Employee benefits’ (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project published in May 2008. – The definition of return on plan assets has been amended to state that plan administration costs are deducted in the calculation of return on plan assets only to the extent that such costs have been excluded from measurement of the defined benefit obligation. – The distinction between short term and long term employee benefits will be based on whether benefits are due to be settled within or after 12 months of employee service being rendered. – IAS 37, ‘Provisions, contingent liabilities and contingent assets, requires contingent liabilities to be disclosed, not recognised. IAS 19 has been amended to be consistent. The Company will apply the IAS 19 (Amendment) from 1 January 2009. • IAS 1 (Amendment), ‘Presentation of financial statements’ (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project published in May 2008. The amendment clarifies that some rather than all financial assets and liabilities classified as held for trading in accordance with IAS 39, ‘Financial instruments: Recognition and measurement’ are examples of current assets and liabilities respectively. The Company will apply the IAS 39 (Amendment) from 1 January 2009. It is not expected to have an impact on the Company’s financial statements. • There are a number of minor amendments to IFRS 7, ‘Financial instruments: Disclosures’, IAS 8, ‘Accounting policies, changes in accounting estimates and errors’, IAS 10, ‘Events after the reporting period’, IAS 18, ‘Revenue’ and IAS 34, ‘Interim financial reporting’, which are part of the IASB’s annual improvements project published in May 2008 (not addressed above). These amendments are unlikely to have an impact on the Company’s accounts and have therefore not been analysed in detail. • IAS 38 (Amendment), ‘Intangible assets’ (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project published in May 2008. The amendment deletes the wording that states that there is ‘rarely, if ever’ support for use of a method that results in a lower rate of amortisation than the straightline method. The amendment will not have an impact on the Company’s operations, as all intangible assets are amortised using the straight-line method. – The amendment clarifies that a plan amendment that results in a change in the extent to which benefit promises are affected by future salary increases is a curtailment, while an amendment that changes benefits attributable to past service gives rise to a negative past service cost if it results in a reduction in the present value of the defined benefit obligation. 23 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 2 Summary of Significant Accounting Policies (continued) 2.1 Basis of preparation (continued) (iv) Interpretations and amendments to existing standards that are not yet effective and not relevant for the Company’s operations The following amendment to an existing standard has been published and is mandatory for the Company’s accounting period beginning on 1 January 2009 but is not relevant for the Company’s operations: 2.2 assets and liabilities denominated in foreign currencies are recognised in the income statement. 2.4 Property, plant and equipment Cost or revaluation Freehold land and buildings are stated at valuation or, for additions subsequent to the date of revaluation, at cost. All other assets are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of items. Freehold land and buildings are professionally valued every five years by independent valuers. • IAS 16 (Amendment), ‘Property, plant and equipment’ (and consequential amendment to IAS 7, ‘Statement of cash flows’) (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project published in May 2008. Entities whose ordinary activities comprise renting and subsequently selling assets present proceeds from the sale of those assets as revenue and should transfer the carrying amount of the asset to inventories when the asset becomes held for sale. A consequential amendment to IAS 7 states that cash flows arising from purchase, rental and sale of those assets are classified as cash flows from operating activities. The amendment will not have an impact on the Company’s operations because none of its ordinary activities comprise renting and subsequently selling assets. Increases in the carrying amount arising on revaluation are credited to the revaluation reserve in shareholders’ equity. Decreases that offset previous increases in the same asset are charged against the revaluation reserve; all other decreases are charged to the income statement. Segment reporting Land and capital work in progress are not depreciated. A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from those of segments operating in other economic environments. 2.3 Foreign currency translation (i) Functional and presentation currency (ii) Transactions and balances Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The financial statements are presented in Trinidad and Tobago dollars, which is the Company’s functional and presentation currency. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Depreciation Depreciation is calculated on the straight line basis using the following rates: Freehold buildings Plant and equipment Motor vehicles - - - 2.5% per annum 7% to 33 1/3% per annum 20% per annum Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down to its recoverable amount. Gains and losses on disposal of property, plant and equipment are determined by reference to their carrying amounts and are taken into account in determining operating profit. On disposal of revalued assets, amounts in the revaluation reserve relating to that asset are transferred to retained earnings. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary Unilever Caribbean Limited Annual Report 2008 24 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 2 Summary of Significant Accounting Policies (continued) 2.5 Intangible assets Computer software Computer software development costs recognised as assets are amortised over their estimated useful lives, which do not exceed five years. 2.6 Impairment of non-financial assets Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non-financial assets that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date. 2.7 Financial assets The Company classifies its financial assets as loans and receivables. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for maturities greater than 12 months after the balance sheet date. These are classified as non-current assets. The Company’s loans and receivables comprise ‘trade receivables and prepayments’ and cash and cash equivalents in the balance sheet. Impairment testing of trade receivables is described in Note 2.9. 2.8 Inventories Inventories are stated at the lower of weighted average cost or net realisable value. The cost of raw and packaging materials and finished goods are determined on a weighted average cost basis. Finished goods include a proportion of attributable production overheads. Work in progress comprises direct costs of raw and packaging materials and related production overheads. Net realisable value is the estimated selling price in the ordinary course of business, less the costs of completion and selling expenses. 2.9 Trade receivables Trade receivables are recognised at fair value less provision for impairment. A provision for impairment of trade receivables is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments (more than 30 days overdue) are considered indicators that the trade receivable is impaired. The amount of the provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows. The carrying amount of the asset is reduced through the use of an allowance account, and the amount of the loss is recognised in the income statement. When a trade receivable is uncollectible, it is written off against the allowance account for trade receivables. Subsequent recoveries of amounts previously written off are credited to the income statement. 2.10 Cash and cash equivalents Cash and cash equivalents comprise cash at bank and in hand and bankers’ acceptances. 2.11 Share capital Ordinary shares are classified as equity. 2.12 Trade payables Trade payables are recognised fair value. 2.13 Current and deferred income taxes The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities. Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying values in the financial statements. Engineering and general stores are valued at weighted average cost. Goods in transit are valued at suppliers’ invoice cost. 25 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 2 Summary of Significant Accounting Policies (continued) The expected costs of these benefits are accrued over the period of employment, using an accounting methodology similar to that for defined benefit pension plans. Valuations of these obligations are carried out by independent qualified actuaries. (iii) Termination benefits (iv) Profit-sharing and bonus plans 2.13 Current and deferred income taxes (continued) Deferred income tax is determined using tax rates that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. The principal temporary differences arise from depreciation on property, plant and equipment, revaluation of certain noncurrent assets and provisions for pensions and other post retirement benefits. 2.14 Employee benefits (i) Pension obligations The Company operates a defined benefit final salary pension plan covering certain regular full time employees. The funds of the plan are administered by trustees and are separate from the Company’s assets. The pension accounting costs are assessed using the projected unit credit method. Under this method, the cost of providing pensions is charged to the income statement so as to spread the regular cost over the service lives of employees in accordance with the advice of qualified actuaries who carry out a full valuation of the plan every three years. The pension obligation is measured as the present value of the estimated future cash outflows using a rate of 8.75% (2007: 8.75%) for active members, deferred pensioners and current pensioners. Actuarial gains and losses are only recognised when they fall outside a corridor equal to 10% of the larger of the value of the plan’s assets and the value of the plan’s liabilities. These gains and losses are recognised over the average remaining service lives of employees. The Company also operates a supplementary pension scheme. This is a closed scheme providing ex-gratia pensions for which no additional employees are expected to qualify. The expected costs of these benefits are accrued over the period of employment, using an accounting methodology similar to that for defined benefit pension plans. Valuations of these obligations are carried out by independent qualified actuaries. (ii) Other post retirement obligations The industrial agreement covering the hourly rated employees provides for a termination benefit which functions as a retirement benefit for those employees who are not in the pension plan. Unilever Caribbean Limited Annual Report 2008 Termination benefits for employees excluding hourly rated employees are payable when employment is terminated by the Company before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. This entitlement is calculated from inception of employment and this liability is provided for. The Company recognises a liability and an expense for bonuses and profit-sharing, based on a formula that takes into consideration the profit attributable to the Company’s shareholders after certain adjustments. 2.15 Provisions Provisions are recognised when: the Company has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Employee entitlements to annual leave are recognised when they accrue to employees. A provision is made for the estimated liability for annual leave as a result of services rendered by employees up to the balance sheet date. 2.16 Revenue recognition Revenue comprises the fair value of the consideration received or receivable for the sale of goods in the ordinary course of the Company’s activities. Revenue is shown net of valueadded tax, rebates and discounts. Revenue is recognised as follows: Sales of goods Sales of goods are recognised when the Company has delivered products to the customer, the customer has accepted the products and collectibility of the related receivables is reasonably assured. 26 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 2 Summary of Significant Accounting Policies (continued) by the Board of Directors. The Board provides written principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk, credit risk and liquidity risk. 2.16 Revenue recognition (continued) (a) Market risk Interest income (i) Foreign exchange risk Interest income is recognised on a time proportion basis, taking account of the principal outstanding and the effective rate over the period to maturity, when it is determined that such income will accrue to the Company. 2.17 Accounting for leases - where the company is the lessee The Company operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the United States dollar. Foreign exchange risk arises from future commercial transactions and when recognised assets or liabilities are denominated in a currency that is not the Company’s functional currency. Leases of assets under which all the risks and benefits of ownership are effectively retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the income statement on a straight-line basis over the period of the lease. The Company monitors its exposure to fluctuations in foreign currencies. If it is determined that there is a need to hedge this exposure the appropriate instrument is used. At 31 December 2008, if the TT dollar had weakened/ strengthened by 5% against the US dollar with all other variables held constant, post tax profit for the year would have been $101,447 (2007: $966,286) lower/higher, mainly as a result of foreign exchange losses/gains on translation of US dollar denominated balances. When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor by way of penalty is recognised as an expense in the period in which termination takes place. 2.18 Dividend distribution (ii)Cash flow and fair value interest rate risk Dividend distribution to the Company’s shareholders is recognised as a liability in the Company’s financial statements in the period in which the dividends are approved by the Company’s directors. As the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially independent of changes in market interest rates. 2.19 Comparatives The Company’s interest rate risk arises from borrowings. These are at variable rates and expose the Company to cash flow interest rate risk. During 2008 and 2007, the Company’s borrowings at variable rates were denominated in the functional currency and United States dollars. At 31 December 2008, if interest rates on borrowings had been 1% higher/lower with all other variables held constant, post tax profit for the year would have been $494,333 (2007: $561,632) lower/higher, mainly as a result of higher/ lower interest expense on floating rate borrowings. Where necessary, comparative figures have been adjusted to conform with changes in presentation in the current year. 3Financial Risk Management 3.1 Financial risk factors The Company’s activities expose it to a variety of financial risks: market risk (including currency risk, fair value interest rate risk, cashflow interest rate risk and price risk), credit risk and liquidity risk. Risk management is carried out in line with policies approved 27 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 3Financial Risk Management (continued) 3.1 Financial risk factors (continued) (b) Credit risk Capital risk management The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern, in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. Credit risk arises from cash and cash equivalents as well as credit exposures to customers. The Company has credit risk, however the Company has policies in place to ensure that sales of products are made to customers with an appropriate credit history. Credit risk arises primarily from credit exposures from sales to distributors and retail customers, including outstanding receivables. (See Notes 15 (b) and 17). The credit quality of customers, their financial position, past experience and other factors are taken into consideration in assessing credit risk and are regularly monitored through the use of credit terms. Management does not expect any losses from non-performance by counterparties in excess of the provision made. Cash and deposits are held with reputable financial institutions, with amounts varying between $96,985 and $3,407,597 (2007: $94,026 and $8,963,092) at the individual institutions. (c) 3.2 The Company monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as bankers’ acceptances and bank overdraft less cash at bank and in hand. Total capital is calculated as ‘equity’ as shown in the balance sheet plus net debt. The gearing ratios at 31 December 2008 and 2007 were as follows: 2008 2007 $’000 $’000 Bankers’ acceptances and bank overdraft 49,624 Less: cash at bank and in hand (7,257) 57,880 (21,521) 42,367 36,359 Total equity 110,048 97,784 Total capital 152,415 134,143 28% 27% Net debt Liquidity risk Gearing ratio Prudent liquidity risk management implies maintaining sufficient cash and short-term funds and the availability of funding through an adequate amount of committed credit facilities. Due to the dynamic nature of the underlying business, the Company aims at maintaining flexibility in funding by keeping committed credit lines available. 3.3 The table below analyses the Company’s financial liabilities based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed are the contractual undiscounted cash flows. Balances due within one year equal their carrying balances. Less than one year 2008 2007 $’000 $’000 Bankers’ acceptances Principal Interest Trade and other payables Due to parent and related companies Bank overdraft 48,939 468 48,327 54,043 404 51,099 33,315 685 20,924 3,837 Unilever Caribbean Limited Annual Report 2008 Fair value estimation The carrying amount of short-term financial assets and liabilities comprising: cash and bank balances, due from related companies, trade and other receivables, trade and other payables and due to parent and related companies are a reasonable estimate of their fair values because of the short maturity of these instruments. 4 Critical Accounting Estimates and Judgements Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Critical accounting estimates and assumptions The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are outlined below. 28 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 4 Critical Accounting Estimates and Judgements (continued) 7Employee Benefit Expense (i) Income taxes There are some transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. (ii) Pension benefits The present value of the pension obligations depends on a number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost (income) for pensions include the discount rate. Any changes in these assumptions will impact the carrying amount of pension obligations. 5Turnover 2008 $’000 2007 $’000 Third party sales Sales to related companies 440,167 21,767 388,936 27,454 461,934 416,390 2008 $’000 2007 $’000 56,291 2,475 54,300 2,075 431 2,880 2,882 4,158 62,077 63,415 Bankers’ acceptances interest expense 3,573 Finance income – interest income on short term deposits (102) 3,541 3,471 3,021 Current tax Deferred tax charge (Note 20) Green fund levy Prior year under provision 10,492 1,832 462 5 11,588 1,284 410 2,006 12,791 15,288 Wages and salaries National insurance Retirement and termination benefits (Note 13) Severance costs 8Finance Costs – Net Net finance costs 9Taxation T he Company’s effective rate varies from the statutory rate of 25% as a result of the differences shown below: 50,081 51,521 Tax calculated at 25% 12,520 Adjustment for previously unrecognised timing differences 276 Green fund levy 462 Income not subject to tax (806) Expenses not deductible for tax purposes 334 Prior year under provision 5 12,880 12,791 15,288 Profit before taxation 6Expenses by Nature 2008 $’000 Changes in inventories of finished goods and work in progress 124,050 Raw materials and packaging materials used 110,077 Other expenses 81,249 Employee benefit expense (Note 7) 62,077 Advertising and promotional costs 19,120 Depreciation (Note 12) 5,590 Information technology costs 4,233 Market research 1,414 Foreign exchange loss 572 Total cost of sales, distribution costs and administrative and marketing expenses 408,382 29 2007 $’000 105,787 91,689 73,091 63,415 16,762 5,022 4,905 976 201 (520) Tax charge 749 410 (796) 39 2,006 361,848 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 10Earnings per Share – Basic and Diluted 11Dividends per Share B asic earnings per share is calculated by dividing the profit attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the year. 2008 $’000 2007 $’000 On 23 March 2009, the Board of Directors declared a final dividend of $0.65 per share bringing the total dividend in respect of the current year to $0.93 per share. These financial statements do not reflect the final dividend which will be accounted for as an appropriation of retained earnings in the year ending 31 December 2009. Profit attributable to equity holders 37,290 36,233 Dividends accounted for as an appropriation of retained earnings are as follows: Weighted average number of ordinary shares in issue (‘000) 26,244 26,244 Basic and diluted earnings per share $1.42 $1.38 2008 $’000 Final dividend for 2007 - $0.65 per share (2006 - $0.75 per share) 17,059 Interim dividend - $0.28 per share (2007 - $0.35 per share) 7,348 Unilever Caribbean Limited Annual Report 2008 24,407 2007 $’000 19,683 9,185 28,868 30 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 12Property, Plant and Equipment Year ended 31 December 2008 Freehold Land $’000 Freehold Buildings $’000 Plant and Equipment $’000 Work in Progress $’000 Opening net book amount Additions Transfers Disposals Depreciation charge 21,000 -- -- -- -- 14,935 -- -- -- (410) 40,426 -- 3,286 (15) (5,180) 2,041 4,677 (3,286) -- -- 78,402 4,677 -(15) (5,590) Closing net book amount 21,000 14,525 38,517 3,432 77,474 21,000 -- 15,318 (793) 105,870 (67,353) 3,432 -- 145,620 (68,146) 21,000 14,525 38,517 3,432 77,474 Opening net book amount Additions Transfers Disposals Depreciation charge 21,000 -- -- -- -- 14,000 -- 1,318 -- (383) 30,034 -- 15,183 (152) (4,639) 14,408 4,134 (16,501) -- -- 79,442 4,134 -(152) (5,022) Closing net book amount 21,000 14,935 40,426 2,041 78,402 21,000 -- 15,318 (383) 102,631 (62,205) 2,041 -- 140,990 (62,588) 21,000 14,935 40,426 2,041 78,402 21,000 -- 14,000 -- 87,799 (57,765) 14,408 -- 137,207 (57,765) 21,000 14,000 30,034 14,408 79,442 Total $’000 At 31 December 2008 Cost or valuation Accumulated depreciation Net book amount Year ended 31 December 2007 At 31 December 2007 Cost or valuation Accumulated depreciation Net book amount At 31 December 2006 Cost or valuation Accumulated depreciation Net book amount The freehold properties were revalued on an open market basis by Linden Scott & Associates Limited, professional valuers on 17 October 2006. Depreciation expense of $4,655,000 (2007: $3,298,000) has been charged in cost of sales, $245,000 (2007: $403,000) in distribution costs and $690,000 (2007: $1,321,000) in administrative expenses. 31 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 12Property, Plant and Equipment (continued) (a) Pension Benefits (continued) Retirement Benefit Asset (continued) If freehold land and buildings were stated on the historical cost basis, the amounts would be as follows: 2008 $’000 2007 $’000 Cost Accumulated depreciation 18,166 (7,269) 18,166 (6,875) Net book amount 10,897 11,291 13Retirement and Termination Benefit Asset/ (Obligations) (a) Pension Benefits Retirement Benefit Asset Monthly paid staff Hourly paid staff 59,858 (21) 55,570 (38) 59,837 55,532 Amounts recognised in the balance sheet are as follows: Retirement benefit asset (191,805) 209,032 17,227 42,631 (178,632) 234,041 55,409 161 59,858 55,570 Movement in the asset recognised in the balance sheet: Asset as at 1 January Net pension income Contributions paid 55,570 2,932 1,356 53,759 453 1,358 Asset as at 31 December 59,858 55,570 4,581 15,359 (20,621) -228 (2,932) (453) Expected return on plan assets 23,248 Actuarial (loss)/return on plan assets (45,223) 20,621 (21,975) 29,540 Unilever Caribbean Limited Annual Report 2008 2007 $’000 Amounts recognised in the balance sheet are as follows: Present value of funded obligations(3,501) Fair value of plan assets 3,480 (2,519) 2,481 (21) (38) Retirement benefit obligation ovement in the obligation recognised in the M balance sheet: Asset as at 1 January Net pension cost Contributions paid Asset as at 31 December (38) (702) 719 (45) (736) 743 (21) (38) Current service cost Interest on benefit obligation Expected return on plan assets 752 220 (270) 789 97 (150) Net pension cost 702 736 Expected return on plan assets 270 Actuarial (loss)/return on plan assets (470) 150 3 (200) 153 Actual return on plan assets Retirement and Termination Obligations Supplementary pension scheme (2,038) Termination benefits hourly paid employees (25,154) (27,192) (2,049) (24,889) (26,938) Amounts recognised in the balance sheet are as follows: Current service cost 4,865 Interest on benefit obligation 15,395 Expected return on plan assets (23,248) Past service cost 56 Amortised net loss -- Actual return on plan assets 2008 $’000 Supplementary Pension Scheme Amounts recognised in the income statement: Net pension income Amounts recognised in the income statement: Retirement Benefit Asset (Monthly Paid Staff) Present value of funded obligations Fair value of plan assets Unrecognised actuarial loss Retirement Benefit Asset (Hourly Paid Staff) 8,919 Present value of funded obligations(2,264) Unrecognised actuarial loss 226 (2,277) 228 (2,038) (2,049) Liability as at 31 December Movement in the liability recognised in the balance sheet: Liability as at 1 January Net pension cost Benefit payments (2,049) (228) 239 (2,039) (240) 230 Liability as at 31 December (2,038) (2,049) 32 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 13Retirement and Termination Benefit Asset/ (Obligations) (continued) (a) Pension Benefits (continued) Retirement and Termination Obligations (continued) Supplementary Pension Scheme (continued) 2008 $’000 (a) Pension Benefits (continued) 2007 $’000 Amounts recognised in the income statement: Interest on benefit obligation 189 Amortisation of transitional liability 39 188 52 228 240 Net pension cost 2007 % 8.75 8.75 8.75 7 6.5 6.5 10 10 (b)Post-Employment Benefits (Monthly Paid Staff) Termination Benefits - Hourly Paid Employees Plan assets are comprised as follows: Amounts recognised in the balance sheet are as follows: Present value of funded obligations(21,991) Unrecognised actuarial gain (3,163) The principal assumptions are as follows: 2008 % Discount rate - Actives and deferred 8.75 - Pensioners 8.75 - Terminations/lump sum benefits8.75 Salary increases - Monthly paid employees 7 - Weekly paid employees 6.5 NIS ceiling/pension increases - Pension increases 6.5 - Rate of return on pension plan assets (monthly) 10 - Rate of return on pension plan assets (hourly-rated) 8.75 (22,802) (2,087) Liability as at 31 December (25,154) (24,889) Movement in the liability recognised in the balance sheet: Liability as at 1 January Net pension cost Benefit payments (24,889) (2,489) 2,224 (23,767) (2,359) 1,237 Liability as at 31 December (25,154) 24,889 Amounts recognised in the income statement: Current service cost Interest on benefit obligation Amortised net gain 589 1,900 -- 528 1,834 (3) Net pension cost 2,489 2,359 2008 $’000 % 2007 $’000 % Equity instruments 56,032 27 100,638 43 Debt instruments 104,541 50 93,616 40 Other 48,459 23 39,787 17 209,032 100 234,041 100 The expected return on plan assets is determined by considering the expected returns available on the assets underlying the current investment policy. Expected yields on fixed interest investments are based on gross redemption yields as at the balance sheet date. Expected returns on equity reflect long-term real rates of return experienced in the market. Total Amounts Recognised in the Income Statement: Current service cost 6,206 Interest on benefit obligation 17,704 Expected return on plan assets (23,518) Amortised net loss 39 5,898 17,478 (20,771) 277 431 2,882 Net pension expense Pension expense of ($4,005,000) (2007: ($2,070,000)) has been charged in cost of sales, ($1,092,000) (2007: ($564,000)) in distribution costs and $5,528,000 (2007: $5,516,000) in administrative expenses. 33 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 13Retirement and Termination Benefit Asset/(Obligations) (continued) (b) P ost-Employment Benefits (Monthly Paid Staff) (continued) As at 31 December 2008 $’000 2007 $’000 2006 $’000 2005 $’000 2004 $’000 191,805 (209,032) 178,632 (234,041) 178,487 (208,030) 168,320 (217,094) 144,000 (211,676) (17,227) (55,409) (29,543) (48,774) (67,676) Experience adjustments on plan liabilities (2,753) (14,908) (2,200) 392 -- Experience adjustments on plan assets (45,223) 8,919 (24,824) (9,586) -- Present value of defined benefit obligation Fair value of plan assets Surplus Expected contributions to the monthly paid staff plan for the year ending 31 December 2009 are $1,434,000. 14Intangible Asset 15(a) Financial Instruments By Category 2008 $’000 Opening net book amount Additions -827 Closing net book amount 827 Cost Accumulated amortisation 827 -- Net book amount 827 This balance represents money paid to IBM Brazil and IBM New York, in respect of expenses related to the Business Transformation Outsourcing Project. This is a regional project spanning South and Central America and the Caribbean, aimed at leveraging IBM’s innovation, technology expertise and worldwide network of Supply Management Centres to enhance Unilever’s business processes through Strategic Sourcing, Supply Management Operations and Information Technology Management. It is expected that this project will yield significant savings for the Company, and will be amortised over the life of the expected savings (five years). The final cost of this project is expected to be approximately $5 million. Unilever Caribbean Limited Annual Report 2008 The accounting policies for financial instruments have been applied to the line items below: Loans and receivables 2008 2007 $’000 $’000 Assets as per balance sheet Trade and other receivables, excluding prepayments 82,457 65,342 Cash at bank and in hand 7,257 21,521 Due from related companies 3,357 3,303 93,071 90,166 Other financial liabilities 2008 2007 $’000 $’000 Liabilities as per balance sheet Trade and other payables Bankers’ acceptances Due to parent and related companies Bank overdraft 48,327 48,939 51,099 54,043 33,315 685 20,924 3,837 131,266 129,903 34 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 15(b) Credit Quality of Financial Assets Included in the other receivables balance for 2008 is an amount of $15,537,000 for value added tax recoverable (2007: $6,914,000). The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates: 2008 $’000 2007 $’000 464 22,658 24,991 106 21,783 24,102 48,113 45,991 Trade receivables Counterparties without external credit rating Group 1 Group 2 Group 3 Group 1 - new customers (less than 2 months) Group 2 - existing customers (less than 2 months) with no default in the past Group 3 - existing customers (less than 2 months) with some defaults in the past. All defaults were fully recovered. 16Inventories Finished goods Raw materials and supplies Goods in transit Engineering and general stores Work in progress 2008 $’000 2007 $’000 30,295 16,949 2,975 6,203 2,286 33,058 10,823 3,292 6,400 2,219 58,708 55,792 The cost of inventories recognised as expense and included in cost of sales amounted to $234,127,000 (2007: $197,476,000). 65,952 60,123 (727) 65,225 17,232 1,910 (2,361) 57,762 7,580 460 84,367 65,802 As at 31 December 2008, trade receivables of $48,113,000 (2007: $45,991,000) were fully performing. 35 17,112 11,771 As of 31 December 2008, trade receivables of $727,000 (2007: $2,361,000) were impaired and fully provided for. The individually impaired receivables mainly relate to wholesalers, which are in unexpectedly difficult economic situations. It was assessed that a portion of the receivables is expected to be recovered. The ageing of these receivables is as follows: 3 to 6 months Over 6 months -- 727 58 2,303 727 2,361 The carrying amounts of trade and other receivables are denominated in the following currencies: Trinidad and Tobago dollars United States dollars 59,728 24,639 42,999 22,803 84,367 65,802 Movements on the Company’s provision for impairment of trade receivables are as follows: 17Trade And Other Receivables Trade receivables Less: Provision for impairment of trade receivables Trade receivables – net Other receivables Prepayments Trade receivables that are less than 1 month past due are not considered impaired. The creation and release of provision for impaired receivables have been included in ‘selling and distribution costs’ in the income statement. Trade receivables of $17,112,000 (2007:$11,771,000) were past due but not impaired. These relate to a number of independent customers for whom there is no recent history of default. The ageing analysis of trade receivables in arrears is as follows: 2008 2007 $’000 $’000 Up to 1 month 15,178 10,084 1 to 3 months 1,934 1,687 At 1 January 2,361 Provision for receivables impairment 98 Receivables written off during the year as uncollectible (1,595) Unused amounts reversed (137) 3,596 688 727 2,361 At 31 December (956) (967) The fair value of trade and other receivables amounts to $84,367,000 (2007: $65,802,000). The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable mentioned above. The Company does not hold any collateral as security. Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 18Related Party Transactions 20Deferred Taxation The Company is controlled by Unilever Overseas Holdings AG (Incorporated in Switzerland) which owns 50% of the Company’s shares, the remaining 50% are held widely. Deferred income taxes are calculated on all temporary differences under the liability method using a principal tax rate of 25%. T he following transactions were carried out with related parties: 2008 2007 $’000 $’000 Deferred tax assets and liabilities and the deferred tax charge in the income statement account are attributable to the following items: Charge/ (Credit) to Income 2007 Statement 2008 $’000 $’000 $’000 Deferred income tax liabilities Accelerated tax depreciation 6,649 819 7,468 Retirement benefit asset 13,883 1,076 14,959 Building revaluation surplus 735 -- 735 21,267 1,895 23,162 21,767 27,454 ii)Purchases from related companies 69,683 57,649 iii)Royalties and service fees charged to the company 22,418 18,735 3,580 4,744 i) Sales to related companies iv)Key management compensation: Salaries and other short-term employee benefits v) Year end balances arising from sales/purchases of goods/services: Due from related companies Due to related companies Due to parent company 3,357 3,303 33,315 -- 16,397 4,527 33,315 20,924 Deferred income tax asset Retirement benefit obligation (6,735) (63) (6,798) Net deferred income tax liability 14,532 1,832 16,364 R elated party transactions during the year were conducted in accordance with established Unilever group policy. 19Share Capital Authorised An unlimited number of ordinary shares of no par value Issued and fully paid 26,243,832 ordinary shares of no par value 26,244 Unilever Caribbean Limited Annual Report 2008 26,244 36 Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 20Deferred Taxation (continued) Charge to 2006 Equity $’000 $’000 Deferred income tax liabilities Accelerated tax depreciation 5,536 -- Retirement benefit asset 13,429 -- Building revaluation surplus -- 735 18,965 735 Deferred income tax asset Retirement benefit obligation (6,452) -- Net deferred income tax liability 12,513 2008 $’000 2007 $’000 Trade payables Other payables and accruals 29,594 18,733 27,691 23,408 48,327 51,099 Bankers’ acceptances 6,649 13,883 735 1,567 21,267 (283) (6,735) 1,284 14,532 T he Company has overdraft facilities with RBTT Bank Limited to a maximum of TT$12,020,000 (2007 - $12,020,000) on its TTD denominated accounts, with interest at the commercial prime rate of 13% (2007- 11.75%). 24Contingent Liabilities 2008 $’000 2007 $’000 48,939 54,043 4,703 25Capital and Lease Commitments Capital Commitments The bankers’ acceptances held at 31 December 2008 were for terms ranging between 59 and 60 days and at interest rates varying between 5% and 9% (2007: 6.09% and 9%). Authorised and contracted for and not provided for in the financial statements The carrying amounts of the Company’s bankers’ acceptances are denominated in the following currencies: At 31 December 2008, the Company had capital commitments of $4,171,000 related to the Business Transformation Outsourcing (BTO) project. TT dollar US dollar 22,500 26,439 31,500 22,543 48,939 54,043 The Company has the following undrawn facilities: Floating rate: - Expiring beyond one year 24,750 76,776 37 1,113 454 -- Custom bonds and other guarantees 4,760 22Bankers’ Acceptances 735 2007 $’000 23Bank Overdraft 21Trade and Other Payables Charge/ (Credit) to Income Statement $’000 4,944 667 Lease Commitments The Company’s commitment as at 31 December 2008 under the terms of non-cancellable operating leases is $30,903,000 (2007: $16,333,000). Not later than one year Later than one year and not later than five years 12,296 7,123 18,607 9,210 30,903 16,333 Annual Report 2008 Unilever Caribbean Limited Notes to the Financial Statements (continued) 31 December 2008 (Expressed in Trinidad and Tobago Dollars) 26Financial Information by Segment 26.1 Business Turnover Home and Personal Care 2008 2007 $’000 $’000 Foods Total 2008 $’000 2007 $’000 2008 $’000 2007 $’000 276,982 268,771 184,952 147,619 461,934 416,390 Profit before taxation 29,629 34,296 20,452 17,225 50,081 51,521 Inventories 42,604 36,378 16,104 19,414 58,708 55,792 Unallocated assets 236,272 226,627 Total assets 294,980 282,419 Depreciation (3,893) (3,465) (1,697) (1,557) (5,590) (5,022) Current assets 102,628 97,858 54,214 50,627 156,842 148,485 Current liabilities (92,083) (94,400) (48,674) (48,765) (140,757) (143,165) Property, plant and equipment 50,364 50,961 27,110 27,441 77,474 78,402 Additions to property, plant and equipment 3,257 2,845 1,420 1,289 4,677 4,134 The Company is organised into two main business segments: • Home and personal care – manufacture and sale of a range of laundry detergents, other household products and a range of skin care, oral care and personal hygiene products. • Foods – manufacture and sale of a wide range of general food items. There are no sales or other transactions between the business segments. Segment assets consist of inventories. Turnover Total Assets 2008 2007 2008 2007 $’000 $’000 $’000 $’000 Capital Expenditure 2008 2007 $’000 $’000 26.2 Geographical Trinidad and Tobago 255,352 222,922 266,300 252,463 4,677 4,134 Other 206,582 193,468 28,680 29,956 -- -- 461,934 416,390 294,980 282,419 4,677 4,134 Other This segment includes revenue and receivables from sales to other Caribbean countries including CARICOM, Aruba and the Netherlands Antilles. Unilever Caribbean Limited Annual Report 2008 38 Notice of Annual Meeting To all Shareholders Notice is hereby given that the Eightieth Annual General Meeting of Shareholders of Unilever Caribbean Limited will be held in the Ballroom of the Crowne Plaza Hotel, Wrightson Road, Port of Spain on Thursday 21 May 2009 at 2:00 p.m. for the following purposes: Ordinary Business 1. To receive and consider the Report of the Directors and Auditors, and the Financial Statements for the year ended 31 December 2008. 2. To sanction the final dividend for the year ended 31 December 2008. 3. To elect Directors. 4. To appoint Auditors, PricewaterhouseCoopers and authorise the Directors to fix their remuneration for the ensuing year. By order of the Board Ian Lewis Secretary Notes 1. No service contracts were entered into between the company and any of its Directors. 2. The Transfer Book and Register of Members will be closed on 11 and 12 June 2009, for payment of dividend due on 29 June 2009 to all shareholders whose names appear on the Register of Members as at the close of business on 6 June 2009. 3. A member of the company entitled to attend and vote is entitled to appoint one or more proxies to attend and, on a poll, to vote instead of him. A proxy need not also be a member of the company. 39 Annual Report 2008 Unilever Caribbean Limited Management Proxy Circular For the year ended 31 December 2008 REPUBLIC OF TRINIDAD & TOBAGO THE COMPANIES ACT, 1995 (Section 144) 1. Name of Company: UNILEVER CARIBBEAN LIMITED 2. Company No. U 464 ( C ) 3. Particulars of Meeting: Eightieth Annual General Meeting of Shareholders of Unilever Caribbean Limited to be held on Thursday 21 May 2009 in the Ballroom of the Crowne Plaza Hotel, Wrightson Road, Port of Spain at 2.00 pm 2. Solicitation: It is intended to vote the Proxy hereby solicited by the Management of the Company (unless the Shareholder directs otherwise) in favour of all resolutions specified in the Proxy Form sent to the shareholders with this circular, and, in the absence of a specific direction, in the discretion of the Proxy holder in respect of any other resolution. 3. Any Director’s statement submitted pursuant to Section 76 (2): No statement has been received from any Director pursuant to Section 76 (2) of the Companies Act, 1995. 4. Any Auditor’s statement submitted pursuant to Section 171 (1): No proposal has been received from the Auditors of the Company pursuant to Section 171 (1) of the Companies Act, 1995. 5. Any Shareholder’s proposal and/or statement submitted pursuant to Section 116 and 117 (2): No proposal has been received from any shareholder pursuant to Section 116 (a) and 117 (2) of the Companies Act, 1995. Date Name and Title 13 March 2009 Secretary Unilever Caribbean Limited Annual Report 2008 Signature 40 Proxy Form Name of Company: UNILEVER CARIBBEAN LIMITED Company No. U 464 (C) I/We (Block Capitals, please) being a member/members of the above Company, hereby appoint Mr. Gary Voss, or failing him, Mrs. Roxane de Freitas, Directors of the Company, or Mr./ to be my/our proxy to Ms. vote for me/us on my/our behalf as indicated below on the Resolutions to be proposed at the Annual General Meeting of the Company to be held on Thursday 21 May 2009. As witness my day of 2009. hand this Signature of Shareholder/s Please indicate with an ‘X’ in the spaces below how you wish your proxy to vote on the Resolutions referred to. If no such indication is given, the proxy will exercise his discretion as to how he votes or whether he abstains from voting. Resolution 1: FOR To receive and consider the Audited Financial Statements of the Company for the year ended 31 December 2008, together with the Reports of the Directors and the Auditors thereon. Resolution 2: To sanction the final dividend for the year ended 31st December 2008. Resolution 3: To re-elect Directors according to the following schedule:- In accordance with Section 4.3.2. of the Company Bye-Laws whereby directors so appointed shall hold office only until the next following general meeting, Mrs. Andrea Pirie being eligible, offers herself for re-election until the close of the next third Annual Meeting. In accordance with Section 4.3.2 of Bye Laws No. 1, Mr. Seamus Clarke, being eligible, offers himself for re-election until the close of the next third Annual Meeting. Resolution 4: To appoint Auditors, PricewaterhouseCoopers and authorise the Directors to fix their remuneration. 41 AGAINST Annual Report 2008 Unilever Caribbean Limited Proxy Form (continued) NOTES: 1. If it is desired to appoint a proxy other than the named Directors, the necessary deletions must be made and initialled and the name inserted in the space provided. 2. If the appointor is a corporation, this form must be under the hand of some officer or attorney duly authorised in that behalf. 3. In the case of joint holders, the signatures of all holders are required. 4. To be valid, the form must be completed and deposited at the office of the Secretary of the Company not less than 48 hours before the time fixed for holding the meeting or adjourned meeting. Mail to: The Secretary Unilever Caribbean Limited Box 295 Port of Spain Or deposit to: The Secretary Unilever Caribbean Limited Eastern Main Road CHAMPS FLEURS Unilever Caribbean Limited Annual Report 2008 42