Nestle S A : Corporate Governance Report 2020 (pdf, 2Mb)
February 18, 2021 at 01:24 am EST
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Corporate Governance Report 2020
Compensation Report 2020
Articles of Association of Nestlé S.A.
Amended by the
Annual General Meeting of April 23, 2020
Corporate Governance Report 2020
Situation at December 31, 2020
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1. Group structure and shareholders
1.1 Group structure
1.2 Significant shareholders
1.3 Cross-shareholdings
2. Capital structure
2.1 Capital
2.2 Conditional capital
2.3 Changes in capital
2.4 Shares and participation certificates
2.5 Dividend-right certificates
2.6 Limitations on transferability and nominee registrations
2.7 Convertible bonds and options
3. Board of Directors (1)
3.1 Members of the Board of Directors
3.2 Professional background and other activities and functions
3.3 Mandates outside Nestlé
3.4 Elections and terms of office
3.5 Internal organizational structure
3.6 Definition of areas of responsibility
3.7 Information and control instruments vis-à-vis the Executive Board (2)
4. Executive Board (2)
4.1 Members of the Executive Board
4.2 Professional background and other activities and functions
4.3 Mandates outside Nestlé
4.4 Management contracts
(1) The full Board of Directors Regulations and Committee Charters are published onwww.nestle.com/investors/ corporate-governance/boardcommittees.
(2) The term Executive Committee, as used in the SIX Directive, is replaced by Executive Board throughout this document.
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5. Compensation, shareholdings and loans
6. Shareholders' participation rights
6.1 Voting rights restrictions and representation
6.2 Quorums required by the Articles of Association
6.3 Convocation of the General Meeting of shareholders
6.4 Inclusion of items on the agenda
6.5 Entries in the share register
7. Change of control and defence measures
7.1 Duty to make an offer
7.2 Clauses on change of control
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8.1 Duration of the mandate and term of office of the lead auditor
8.2 Auditing fees
8.3 Additional fees
8.4 Information instruments pertaining to the external audit
8.5 Auditor rotation
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9. Information policy
General Organization of Nestlé S.A.
Compensation Report 2020
Articles of Association of Nestlé S.A.
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Corporate Governance Report 2020
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Nestlé SA published this content on 18 February 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 February 2021 06:24:07 UTC.
Nestlé S.A. is the world's leading agri-food group. Net sales break down by category of products as follows:
- powdered and liquid beverages (26.7%): soluble coffees (Nescafé and Starbucks brands), coffee in capsules (Nespresso), chocolate drinks (Nesquik, Milo, etc.), tea drinks (Nestea), etc.;
- pet food (20.3%): brands such as Purina, Friskies, Felix, etc.;
- pharmaceutical, nutrition and well-being products (16.4%): nutritional supplements (Resource, Boost, Nutren, Optifast, Peptamen brands, etc.), infant and maternal nutrition products (NAN, illuma, Cerelac, Nido, Gerber), ketogenic beverages (BrainXpert), (Nesquick, Fitness, Cheerios, Lion, etc.), etc.;
- ready meals and seasoning products (12.5%): frozen and chilled dishes (Lean Cuisine, Hot Pockets and Stouffer's brands), soups (Maggi), etc.;
- dairy products and ice cream (11.8%): powdered milk, sweetened condensed milk, yoghurt and cream desserts, ice cream (Nido, Nesvita, Carnation, La Laitière, Coffee Mate, Nestlé Ice Cream, Dreyers, Häagen-Dazs, Extrême brands, etc.);
- chocolates, sweets and biscuits (8.7%): Kit Kat, Smarties, Cailler, Terrafertil, etc. brands;
- bottled waters (3.6%): Nestlé Pure Life, Vittel, Perrier, S. Pellegrino, etc. brands.
Net sales are distributed geographically as follows: Switzerland (1.2%), France (3.8%), the United Kingdom (3.8%), Germany (2.4%), Europe (12.8%), the United States and Canada (35%), China (5.9%), Asia and Oceania (21.4%) and Latin America (13.7%).
NESTLÉ S.A. 
