To shareholders the move to Rotterdam was Marmite: some loved it, others hated it. Some British fund managers fretted that a fully Dutch Unilever would be shut out of the FTSE 100 index of companies in which they may invest (see chart). Why vote for a proposal that would force them to sell their shares in a well-run company? Mr Polman acknowledged this was a problem but seemed to think the investors should vote against their own interests for the company’s greater good.
The main consequence of keeping the current convoluted structure seems to be that it will be trickier to issue new shares to make a large purchase, or to spin off a unit. Neither is imminent. And sceptics point out that the dual structure was no hurdle to Unilever reshaping itself after Kraft Heinz’s approach, notably by selling its margarine business to a private-equity fund for $8bn in late 2017.
Unilever’s next move is unclear. The Netherlands has gone out of its way to get it to go Dutch. Mark Rutte, a former Unilever man turned prime minister, had even agreed to change the tax code in its favour. Plenty think the Rotterdam caper was driven by the personal preferences of Mr Polman and Unilever’s chairman, Marijn Dekkers, who is also Dutch.
Choosing London instead would probably irritate Dutch shareholders, who would argue they would be forced to sell shares in much the same way as their British counterparts declined to do. A compromise will have to be found. Royal Dutch Shell, another Anglo-Dutch group, hedged itself in 2005 by sending its headquarters to The Hague but keeping its primary listing in London. Unilever is no stranger to fudge, not least in its Ben & Jerry’s ice creams. It will have to create a similar confection for its aggrieved investors.
