History of Nestlé company

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The key factor which drove the early history of the enterprise that would become the Nestlé Company was Henri Nestlé's search for a healthy, economical alternative to breastfeeding for mothers who could not feed their infants at the breast.

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lign="justify">     The Nestlé Corporate Business Principles are at the basis of our company’s culture, which has developed over the span of 140 years.

     Since Henri Nestlé first developed his successful infant cereal “Farine Lactée”, we have built our business on the conviction that to have long-term success for our shareholders, we not only have to comply with all applicable legal requirements and ensure that all our activities are sustainable, but additionally we have to create significant value for society.

     At Nestlé we call this Creating Shared Value.

     The new version of our Corporate Business Principles, updated in June 2010, will be handed over to each of our 280’000 employees by the end of 2010 and accompanied by basic learning and training tools.

     As of 2011, a modular training programme will be rolled out on the various components of the Corporate Business Principles. The depth and focus of the trainings will be established in accordance with the materiality for the different functions within the company. For example, the training on the human rights components will focus on managers and employees in countries of higher human rights risks as a priority, with the aim to having completed the first training cycle by the end of the year.

     Our Corporate Business Principles will continue to evolve and adapt to a changing world, our basic foundation is unchanged from the time of the origins of our Company, and reflects the basic ideas of fairness, honesty, and a general concern for people.

     Nestlé  is committed to the following Business Principles in all countries, taking into account local legislation, cultural and religious practices:

     1. Nutrition, Health and Wellness Our core aim is to enhance the quality of consumers lives every day, everywhere by offering tastier and healthier food and beverage choices and encouraging a healthy lifestyle. We express this via our corporate proposition Good Food, Good Life.

       Nestlé Nutritional Profiling System

     2. Quality Assurance and product safety Everywhere in the world, the Nestlé name represents a promise to the consumer that the product is safe and of high standard.

     Nestlé  Quality Policy

     3. Consumer Communication We are committed to responsible, reliable consumer communication that empowers consumers to exercise their right to informed choice and promotes healthier diets. We respect consumer privacy.

     Nestlé  Consumer Communications Principles

     4. Human rights in our business activities We fully support the United Nations Global Compact’s (UNGC) guiding principles on human rights and labour and aim to provide an example of good human rights’ and labour practices throughout our business activities.

     International Labour Organisation

     5. Leadership and personal responsibility Our success is based on our people. We treat each other with respect and dignity and expect everyone to promote a sense of personal responsibility. We recruit competent and motivated people who respect our values, provide equal opportunities for their development and advancement, protect their privacy and do not tolerate any form of harassment or discrimination.

     Nestlé  Management and Leadership Principles

     Nestlé  Code of Business Conduct

     6. Safety and health at work We are committed to preventing accidents, injuries and illness related to work, and to protect employees, contractors and others involved along the value chain.

     Nestlé  Policy on Health and Safety at Work

     7. Supplier and customer relations We require our suppliers, agents, subcontractors and their employees to demonstrate honesty, integrity and fairness, and to adhere to our non-negotiable standards. In the same way, we are committed towards our own customers. Nestlé Supplier Code

     8. Agriculture and rural development We contribute to improvements in agricultural production, the social and economic status of farmers, rural communities and in production systems to make them more environmentally sustainable.

     Nestlé  Policy on Environmental Sustainability

     9. Environmental sustainability We commit ourselves to environmentally sustainable business practices. At all stages of the product life cycle we strive to use natural resources efficiently, favour the use of sustainably-managed renewable resources, and target zero waste.

     Nestlé  Policy on Environmental Sustainability

     10. Water We are committed to the sustainable use of water and continuous improvement in water management. We recognise that the world faces a growing water challenge and that responsible management of the world’s resources by all water users is an absolute necessity.

     Nestlé  Water report

     Nestlé  continues to maintain its commitment to follow and respect all applicable local laws in each of its markets. 
 
 
 
 
 
 
 
 
 
 
 
 
 

    3.MANAGING OF  NESTLÉ COMPANY 

     Nestlé  has a Board of Directors, led by our Chairman Peter Brabeck-Letmathe, who was the former Nestlé CEO. There are 15 members of the Board of Directors. Full details of each member and the committees that they operate within can be found in our Board of Directors section.

     Honorary Chairman

     Date of birth: 9th December, 1927

     Place of birth: Eisenharz (Allgäu), Germany

     Career. After graduating from high school, completed a commercial apprenticeship at the Nestlé factory in Eisenharz (Germany), and was then transferred to Nestlé in Frankfurt. Parallel to holding different positions within the Company, studied at Frankfurt University, where he graduated with a degree in business administration ("Diplom-Kaufmann").

     From 1964 until 1980, different management positions within the Nestlé Company in Germany and, from 1975 on, President and Chief Executive Officer of Nestlé-Gruppe Deutschland, Frankfurt. Finally, on 1st October, 1980, transfer to Nestlé in Switzerland as Executive Vice President of Nestlé S.A., Vevey, and Member of the Executive Committee.

     In November 1981, nomination as Chief Executive Officer of Nestlé  S.A. and from 1st June, 1990 to 5th June, 1997 both Chairman of the Board and CEO. As of 6th June, 1997, having relinquished the position of Chief Executive Officer, continued as Chairman of the Board of Nestlé S.A., Vevey Switzerland. On 25th May, 2000, relinquished the position of Chairman of the Board; named Honorary Chairman by the Board.

     Board memberships:

     Chairman of the Board of Trustees, "Stiftung Demoskopie Allensbach", Germany

     Chairman of the Board, “Universität Bayern e.V.”, Munich

     Member of the Board of Trustees, "Frankfurt Institute for Advanced Studies"

     Honors and awards:

     Fortune Magazine Gold Medal 1984

     Doctor honoris causa of the Autonomous University Guadalajara, Mexico June 1989

     Order "El Aguila Azteca" Mexico April 1993

     "Grosses Goldenes Ehrenzeichen mit dem Stern für Verdienste um die Republik Oesterreich" August 1993

      Leadership Award for Corporate Statesmanship, International Institute for Management Development (IMD) October 1993

     IMD Maucher Nestlé Chair November 1993

     Appeal of Conscience Foundation Award, New York October 1995

     INTERNORGA Prize, Hamburg March 1996

     Doctor honoris causa, European Business School, Oestrich-Winkel, Germany February 1997

     Manager Magazin Business Hall of Fame May 1997

     "Das Grosse Verdienstkreuz des Verdienstordens mit Stern der Bundesrepublik Deutschland" September 1997

     Doctor honoris causa, Technical University, Munich March 1998

     Scopus Award, Hebrew University, Jerusalem May 1999

     "Das Oesterreichische Ehrenkreuz für Wissenschaft und Kunst 1. Klasse" August 1999

     "Preis Soziale Marktwirtschaft 2004 “, Konrad-Adenauer Stiftung e.V.  November 2004

     The day to day management of the Nestlé business is taken care of by our Executive Board members. The 13 designated Board Members manage diverse parts of the global business and a full curriculum vitea of each member can be found in the Executive Board section. You can also download the Organisational Chart (Updated May 2011)

     The Nestlé Group is managed by geographies (Zones Europe, Americas and Asia/Oceania/Africa) for most of the food and beverage business, with the exceptions of Nestlé Waters, Nestlé Nutrition, Nestlé Purina Petcare, Nespresso, Nestlé Professional and Nestlé Health Science which are managed on a global basis - these we call the Globally Managed Businesses. We also have joint ventures such as Cereal Partners Worldwide and Beverage Partners Worldwide

     Financial Transactions

      Nestlé reports all transactions in Nestlé shares made by members of the Board of Directors and the Executive Board. It also includes transactions in financial instruments whose price is directly influenced by Nestlé shares. The data is as provided to the SIX Swiss Exchange for compliance purposes, updates are made upon occurrence. 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

    4. FINANCIAL TRANSACTIONS AND KEY FIGURES OF  NESTLÉ COMPANY 

     Nestlé  reports all transactions in Nestlé shares made by members of the Board of Directors and the Executive Board. It also includes transactions in financial instruments whose price is directly influenced by Nestlé shares. The data is as provided to the SIX Swiss Exchange for compliance purposes, updates are made upon occurrence. 

     Table 4.1

     Transaction year 2011 

 
Name
Type Date Price (CHF) Quantity Total amount (CHF)
BULCKE Paul Purchase* Mar 29, 2011 52.19 89’672 4’679’981.50
BAUER Werner Purchase* Mar 29, 2011 52.19 11’448 597’471.00
DUVOISIN Jean-Marc Purchase* Mar 29, 2011 52.19 12’822 669’180.00
FRICK David Purchase* Mar 29, 2011 52.19 1’631 85’122.00
HEYNIKE Petraea Purchase* Mar 29, 2011 52.19 18’317 955’964.00
NANDKISHORE Nandu Purchase* Mar 29, 2011 52.19 3’430 179’011.70
SINGH Jim Purchase* Mar 29, 2011 52.19 5’131 267’787.00
 
 
 

    All transactions are in Swiss Francs (CHF)

    All transactions are of Nestlé shares (NESN)

    All transactions taken place in Zurich, unless otherwise indicated

    *Attribution of shares under remuneration plan. 
     

     Table 4.2

     Transaction year 2010 

Name Type       Date Price (CHF) Quantity       Total amount (CHF)
BRABECK-LETMATHE Peter Sale Dec 17, 2010 32.91**** 118 879 2 744 916.11
BAUER Werner Sale Dec 17, 2010 30.92***** 15 000 374 897.75
SINGH James Sale Dec 6, 2010 32.91**** 10 000 222 400
HEYNIKE Petraea Purchase Dec 1, 2010 54.50 17 400 948 300
BRABECK-LETMATHE Peter Sale Nov 25, 2010 32.91**** 118 879 2 744 916.11
CANTARELL Luis Sale Nov 19, 2010 37.95****** 10 000 178 000
HEYNIKE Petraea Sale Nov 8, 2010 32.91**** 22 000 505 780
VAN DIJK Frits Sale Nov 8, 2010 30.92***** 35 000 870 800
BRABECK-LETMATHE Peter Sale Nov 5, 2010 32.91**** 119 198 2 731 315.01
DUVOISIN Jean-Marc Sale Nov 5, 2010 32.91**** 19 000 434 910
HEYNIKE Petraea Sale Nov 4, 2010 32.91**** 22 330 486 570.70
BULCKE Paul Sale Nov 4, 2010 32.91**** 35 000 790 650
BAUER Werner Sale Nov 2, 2010 32.91**** 10 000 212 900
BRABECK-LETMATHE Peter Sale Nov 1, 2010 32.91**** 123 285 2 600 080.65
BAUER Werner Sale Nov 1, 2010 32.91**** 10 000 210 400
BULCKE Paul Sale Oct 28, 2010 32.91**** 30 000 625 200
BAUER Werner Sale Oct 28, 2010 32.91**** 10 000 206 400
BOREL Daniel Purchase Oct 1, 2010 52.35 10 000 523 500
BOREL Daniel Purchase Sep 29, 2010 52.60 10 000 526 000
BRABECK-LETMATHE Peter Sale Sep 28, 2010 32.91**** 62 807 1 261 792
BRABECK-LETMATHE Peter Sale Sep 6, 2010 32.91**** 100 000 2 109 000
BAUER Werner Sale Sep 6, 2010 32.91**** 10 000 211 400
MÜLLER-MÖHL Carolina Purchase Aug 12, 2010 52.33 97 000 5 076 398
BOREL Daniel Purchase Jul 30, 2010 51.28 10 000 512 825
HOCH Steven G. Sale Jul 28, 2010 52.54 19 000 996 552.45
BOREL Daniel Purchase Jul 5, 2010 50.45 16 240 819 308
MÜLLER-MÖHL Carolina Purchase Jun 16, 2010 53.30 19 000 1 012 700
BAUER Werner Sale Jun 09, 2010 32.91**** 20 000 424 800
BULCKE Paul Sale Jun 02, 2010 32.91**** 30 000 617 700
CANTARELL Luis Sale Jun 02, 2010 30.92***** 27 000 609 660
MÜLLER-MÖHL Carolina Purchase May 18, 2010 53.25 19 000 1 011 750
HARRIS John Purchase May 07, 2010 49.345 1 000 49 345
BAUER Werner Sale Feb 26, 2010 32.91**** 37 508 760 831
BULCKE Paul Purchase* Feb 24, 2010 50.26 82 371 4 139 966.50
BAUER Werner Purchase* Feb 24, 2010 50.26 11 092 557 484
CANTARELL Luis Purchase* Feb 24, 2010 50.26 5 000 251 300
FREIXE Laurent Purchase* Feb 24, 2010 50.26 7 475 375 693.50
FRICK David Purchase* Feb 24, 2010 50.26 1 951 98 057
HEYNIKE Petraea Purchase* Feb 24, 2010 50.26 15 254 766 667
LAUBE Richard Purchase* Feb 24, 2010 50.26 13 798 693 487.50
SINGH James Purchase* Feb 24, 2010 50.26 5 894 296 232.50
VAN DIJK Frits Purchase* Feb 24, 2010 50.26 12 584 632 471.80
CAIRA Marc Sale Feb 23, 2010 44.50 30 000 247 500
CAIRA Marc Sale Feb 23, 2010 37.95 18 750 277 500
CANTARELL Luis Sale Feb 22, 2010 32.91**** 30 000 602 700
BOREL Daniel Sale Jan 21, 2010 50.50 11 500 580 750
BOREL Daniel Sale Jan 20, 2010 50.10 10 000 501 000
BRABECK-LETMATHE Peter Sale Jan 08, 2010 27.855*** 175 000 3 715 748.60
 

All transactions are in Swiss Francs (CHF)

All transactions are of Nestlé shares (NESN)

All transactions taken place in Zurich, unless otherwise indicated

* Attribution of shares under remuneration plan

** Exercise of Management Stock Options; Strike Price CHF 36.735

*** Exercise of Management Stock Options; Strike Price CHF 27.855

**** Exercise of Management Stock Options; Strike Price CHF 32.91

***** Exercise of Management Stock Options; Strike Price CHF 30.92

****** Exercise of Management Stock Options; Strike Price CHF 37.95 

Table 4.3. 

2010 consolidated (In millions of CHF)  
Sales 109 722
EBIT (a) Group 16 194
as % of sales 14.8%
Net profit (b) 34 233
as % of sales 31.2%
Capital expenditure 4 576
as % of sales 4.2%
Equity attributable to shareholders of the parent 61 867
Market capitalisation, end December 178 316
Operating cash flow 13 608
Free cash flow (c) 7 761
Net debt 3 854
Ratio of the debt to equity (gearing) 6.2%
 

(a) Earnings Before Interest, Taxes, Restructuring and Impairments

(b) Impacted by the disposal of 52% of Alcon outstanding capital

(c) Operating cash flow less capital expenditure, disposal of tangible assest, purchase and disposal of intangible assets, movement with assiciates as well as with non-controlling interests. 

Table 4.4 

Per share data (CHF)  
Total earning per share (a) 10.16
Underlying (b) 3.32
Equity attributable to shareholders of the parent 18.35
Dividend as proposed by the Board of Directors of Nestlé 1.85

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