Any day now, barring a last-minute rush of common sense to their heads, the directors of Unilever will publish the details of their plans to take the company’s domicile to the Netherlands, eliminating the listed UK arm of this long-established Anglo-Dutch business.

The directors would like us to view this move as a mere technical tidying-up operation, but to win approval requires a 75 per cent majority of the plc shareholders who vote, which rather gives the game away.

Shares in the UK plc are to be swapped for new shares in the Dutch top company, which will have its primary listing in Rotterdam (Rotterdam!). As a result, Unilever will no longer qualify for inclusion in the FTSE100 index. It will be no more a British company than are the UK businesses of Nestle or Ford.

Viewed that way, this proposal is uncomfortably like Kraft’s takeover of Cadbury, or for those with longer memories, Nestle’s of Rowntree. Rather than a mere tidying-up operation, it is a power grab from a Dutch-dominated board, which can see the chance of eliminating the Anglo from the structure which has served shareholders well for so long.

At first sight, the decision to simplify the share structure looks inherently reasonable. A single class of capital allows new shares to be issued more easily for purchases, although the existing structure does not seem to have been a barrier to an aggressive share buy-back policy this year. There would also be a tiny gain in bureaucratic efficiency.

Doubtless the Unilever board can point to years of discussions on reform of the share structure, but to many this plan looks like a nervous response to last year’s unwanted takeover approach. For a company that considered itself too large and well-run to be the subject of a bid, this was a nasty surprise.

Were Unilever to be entirely Dutch the local rules, which make a contested takeover very difficult, would provide protection against future intruders.

The loss of a major component of Britain’s top index is a blow to the City. It will lead to forced selling from index funds and those with a UK mandate, while the lack of a long-term guarantee that UK holders of the Dutch shares will not be taxed more heavily on their dividends is a real cost to plc shareholders for which there is no compensation.

Although the politics may make it too sensitive to mention in the documentation, it would be naive to suppose that the B-word has not helped to push the board along. Given the indifference of trackers and the pusillaminity of most fund managers, it is likely that the 75 per cent threshold would be reached at the vote next month.

However, a substantial minority cast against would tarnish Paul Polman’s reputation as a successful CEO, although he may feel that hardly matters if on his retirement next year he can boast that he has brought the company home with him.

Sorry, Wonga number

When one gravy train hits the buffers, jump on the next one. Thus, as the money express that is PPI compensation claims finally nears its £40bn terminus, the claims management industry (please don’t call us ambulance chasers) is climbing aboard the dodgy loans business.

This is unlikely to be as lucrative, because the numbers are smaller and the big banks are mostly not involved, but claims for compensation have already driven payday lender Wonga over the brink. The door has been opened to the chasers by Wonga’s fine in 2014 for unfair debt-collection practices, and their telephone tactics are likely to follow the PPI model. Like Tom Lehrer’s Old Dope Pedlar, their claim to be doing well by doing good is not a pretty sight.

 

Here we go again

If you were wondering where us humans will find work when the robots take over, then stay in your seat at the end of Oli Parker’s fine follow-up to Mama Mia! and stop worrying. The cast of thousands you have just seen on screen is backed up by a similar number off-screen, as the credits roll interminably. Oh, and the few customers still in their seats when they finally finish are rewarded with quite a good joke.

 

 

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