EXHIBIT INDEX
Exhibit No. Description
---------- -----------
2.1 Control and Profit and Loss Transfer Agreement, dated November 21,
2001, between Coca-Cola GmbH and Coca-Cola Erfrischungsgetraenke AG --
incorporated herein by reference to Exhibit 2 of the Company's Form
10-Q Quarterly Report for the quarter ended March 31, 2002. (With
regard to applicable cross references in this report, the Company's
Current, Quarterly and Annual Reports are filed with the Securities
and Exchange Commission under File No. 1-2217.)
3.1 Certificate of Incorporation of the Company, including Amendment of
Certificate of Incorporation, effective May 1, 1996 -- incorporated
herein by reference to Exhibit 3 of the Company's Form 10-Q Quarterly
Report for the quarter ended March 31, 1996.
3.2 By-Laws of the Company, as amended and restated through January 30,
2003.
4.1 The Company agrees to furnish to the Securities and Exchange
Commission, upon request, a copy of any instrument defining the rights
of holders of long-term debt of the Company and all of its
consolidated subsidiaries and unconsolidated subsidiaries for which
financial statements are required to be filed with the Securities and
Exchange Commission.
10.1.1 The Key Executive Retirement Plan of the Company, as amended --
incorporated herein by reference to Exhibit 10.2 of the Company's Form
10-K Annual Report for the year ended December 31, 1995.*
10.1.2 Third Amendment to the Key Executive Retirement Plan of the Company,
dated as of July 9, 1998 -- incorporated herein by reference to
Exhibit 10.1.2 of the Company's Form 10-K Annual Report for the year
ended December 31, 1999.*
10.1.3 Fourth Amendment to the Key Executive Retirement Plan of the Company,
dated as of February 16, 1999 -- incorporated herein by reference to
Exhibit 10.1.3 of the Company's Form 10-K Annual Report for the year
ended December 31, 1999.*
10.1.4 Fifth Amendment to the Key Executive Retirement Plan of the Company,
dated as of January 25, 2000 -- incorporated herein by reference to
Exhibit 10.1.4 of the Company's Form 10-K Annual Report for the year
ended December 31, 1999.*
10.2 Supplemental Disability Plan of the Company, as amended and restated
effective January 1, 2003.*
10.3 The Performance Incentive Plan of the Company, as amended --
incorporated herein by reference to Exhibit 10.4 of the Company's Form
10-K Annual Report for the year ended December 31, 1995.*
10.4 1991 Stock Option Plan of the Company, as amended and restated through
April 20, 1999 -- incorporated herein by reference to Exhibit 10.2 of
the Company's Form 10-Q Quarterly Report for the quarter ended March
31, 1999.*
10.5 1999 Stock Option Plan of the Company, as amended and restated through
February 20, 2002 -- incorporated herein by reference to Exhibit 10.1
of the Company's Form 10-Q Quarterly Report for the quarter ended
March 31, 2002.*
i
Exhibit No. Description
---------- -----------
10.6 2002 Stock Option Plan of the Company, adopted as of April 17, 2002 --
incorporated herein by reference to Exhibit 10.4 of the Company's Form
10-Q Quarterly Report for the quarter ended March 31, 2002.*
10.7 1983 Restricted Stock Award Plan of the Company, as amended through
February 17, 2000 -- incorporated herein by reference to Exhibit 10.7
of the Company's Form 10-K Annual Report for the year ended December
31, 1999.*
10.8 1989 Restricted Stock Award Plan of the Company, as amended and
restated through March 1, 2002 -- incorporated herein by reference to
Exhibit 10 of the Company's Form 10-Q Quarterly Report for the quarter
ended September 30, 2002.*
10.9.1 Compensation Deferral & Investment Program of the Company, as amended,
including Amendment Number Four dated November 28, 1995 --
incorporated herein by reference to Exhibit 10.13 of the Company's
Form 10-K Annual Report for the year ended December 31, 1995.*
10.9.2 Amendment Number 5 to the Compensation Deferral & Investment Program
of the Company, effective as of January 1, 1998 -- incorporated herein
by reference to Exhibit 10.8.2 of the Company's Form 10-K Annual
Report for the year ended December 31, 1997.*
10.10 Executive Medical Plan of The Coca-Cola Company, as amended and
restated effective January 1, 2001.*
10.11 Supplemental Benefit Plan of the Company, as amended and restated
effective January 1, 2002.*
10.12 Retirement Plan for the Board of Directors of the Company, as amended
-- incorporated herein by reference to Exhibit 10.22 of the Company's
Form 10-K Annual Report for the year ended December 31, 1991.*
10.13 Deferred Compensation Plan for Non-Employee Directors of the Company,
adopted as of October 16, 1997 -- incorporated herein by reference to
Exhibit 10.12 of the Company's Form 10-K Annual Report for the year
ended December 31, 1997.*
10.14 Long Term Performance Incentive Plan of the Company, as amended and
restated effective April 21, 1999 -- incorporated herein by reference
to Exhibit 10.4 of the Company's Form 10-Q Quarterly Report for the
quarter ended March 31, 1999.*
10.15 Executive Performance Incentive Plan of the Company, as amended and
restated effective April 21, 1999 -- incorporated herein by reference
to Exhibit 10.5 of the Company's Form 10-Q Quarterly Report for the
quarter ended March 31, 1999.*
10.16.1 Letter Agreement, dated December 6, 1999, between the Registrant and
M. Xxxxxxx Xxxxxxx -- incorporated herein by reference to Exhibit
10.17.1 of the Company's Form 10-K Annual Report for the year ended
December 31, 1999.*
10.16.2 Letter Agreement, dated December 15, 1999, between the Registrant and
M. Xxxxxxx Xxxxxxx -- incorporated herein by reference to Exhibit
10.17.2 of the Company's Form 10-K Annual Report for the year ended
December 31, 1999.*
ii
Exhibit No. Description
---------- -----------
10.16.3 Letter Agreement, dated February 17, 2000, between the Registrant and
M. Xxxxxxx Xxxxxxx -- incorporated herein by reference to Exhibit
10.17.3 of the Company's Form 10-K Annual Report for the year ended
December 31, 1999.*
10.17 Group Long-Term Performance Incentive Plan of the Company, as amended
and restated effective February 17, 2000 -- incorporated herein by
reference to Exhibit 10.18 of the Company's Form 10-K Annual Report
for the year ended December 31, 1999.*
10.18 Executive Incentive Plan of the Company, adopted as of February 14,
2001 -- incorporated herein by reference to Exhibit 10.19 of the
Company's Form 10-K Annual Report for the year ended December 31,
2000.*
10.19 Form of United States Master Bottle Contract, as amended, between the
Company and Coca-Cola Enterprises Inc. ("Coca-Cola Enterprises") or
its subsidiaries -- incorporated herein by reference to Exhibit 10.24
of Coca-Cola Enterprises' Annual Report on Form 10-K for the fiscal
year ended December 30, 1988 (File No. 01-09300).
10.20.1 Employment Agreement, dated as of February 21, 2001, between the
Company and Xxxxx X. Xxxxxxx -- incorporated herein by reference to
Exhibit 10.21.1 of the Company's Form 10-K Annual Report for the year
ended December 31, 2001.*
10.20.2 Letter, dated January 4, 2002, from the Company to Xxxxx X. Xxxxxxx --
incorporated herein by reference to Exhibit 10.21.2 of the Company's
Form 10-K Annual Report for the year ended December 31, 2001.*
10.21.1 Employment Agreement, dated March 2, 2001, between the Company and
Xxxxxx X. Xxxxx -- incorporated herein by reference to Exhibit 10.22.1
of the Company's Form 10-K Annual Report for the year ended December
31, 2001.*
10.21.2 Letter, dated January 4, 2002, from the Company to Xxxxxx X. Xxxxx --
incorporated herein by reference to Exhibit 10.22.2 of the Company's
Form 10-K Annual Report for the year ended December 31, 2001.*
10.22 Letter Agreement, dated March 31, 2001, between the Company and Xxxx
X. Xxxxx -- incorporated herein by reference to Exhibit 10.4 of the
Company's Form 10-K Annual Report for the year ended March 31, 2001.*
10.23 Letter Agreement, dated June 12, 2001, between the Company and Xxxxxx
X. Xxxxxxx, Xx. -- incorporated herein by reference to Exhibit 10.24
of the Company's Form 10-K Annual Report for the year ended December
31, 2001.*
10.24 Letter Agreement, dated August 22, 2001, between the Company and
Xxxxxxx X. Xxxxxxxx -- incorporated herein by reference to Exhibit
10.25 of the Company's Form 10-K Annual Report for the year ended
December 31, 2001.*
10.25 Letter Agreement, dated August 22, 2001, between The Coca-Cola Export
Corporation and Xxxxxxx X. Xxxxxxxx -- incorporated herein by
reference to Exhibit 10.26 of the Company's Form 10-K Annual Report
for the year ended December 31, 2001.*
10.26 Letter Agreement, dated September 17, 2001, between the Company and
Xxxxx X. Xxxxx -- incorporated herein by reference to Exhibit 10.27 of
the Company's Form 10-K Annual Report for the year ended December 31,
2001.*
iii
Exhibit No. Description
---------- -----------
10.27 Letter, dated October 17, 2001, from the Company to Xxxxx X. Xxxxxxxx
-- incorporated herein by reference to Exhibit 10.28 of the Company's
Form 10-K Annual Report for the year ended December 31, 2001.*
10.28 Resolutions of the Compensation Committee of the Company's Board of
Directors, dated October 17, 2001, pertaining to A.R.C. (Xxxxx) Xxxxx
-- incorporated herein by reference to Exhibit 10.29 of the Company's
Form 10-K Annual Report for the year ended December 31, 2001.*
10.29 Deferred Compensation Plan of the Company, adopted December 20, 2001
effective as of June 1, 2002 -- incorporated herein by reference to
Exhibit 10.30 of the Company's Form 10-K Annual Report for the year
ended December 31, 2001.*
10.30 Letter Agreement, dated October 24, 2002, between the Company and Xxxx
Xxxx.*
10.31 The Coca-Cola Export Corporation Employee Share Plan, effective as of
March 13, 2002.*
10.32 Employees' Savings and Share Ownership Plan of Coca-Cola Ltd.,
effective as of January 1, 1990.*
10.33 Share Purchase Plan - Denmark, effective as of 1991.*
12.1 Computation of Ratios of Earnings to Fixed Charges for the years ended
December 31, 2002, 2001, 2000, 1999 and 1998.
13.1 Portions of the Company's 2002 Annual Report to Share Owners expressly
incorporated by reference herein: Pages 45 through 106, 108 through
111, 114 and the inside back cover (definitions of "Dividend Payout
Ratio," "Economic Profit," "Net Capital," "Net Debt," "Return on
Capital," "Return on Common Equity," "Total Capital" and "Total Market
Value of Common Stock").
21.1 List of subsidiaries of the Company as of December 31, 2002.
23.1 Consent of Independent Auditors.
24.1 Powers of Attorney of Officers and Directors signing this report.
99.1 Cautionary Statement Relative to Forward-Looking Statements.
--------------
* Management contracts and compensatory plans and arrangements required
to be filed as exhibits pursuant to Item 15(c) of this report.
iv