AGMs Update 2025
A guide for UK-listed companies
Our latest AGMs Update summarises and comments on major developments relevant to UK-listed companies preparing for their AGMs in 2025.
Key points for this year include the following. For more discussion and analysis, see the full guide.
AGM business
- 2025 will be the third AGM season since the Pre Emption Group updated its guidance on disapplying pre-emption rights. Market reviews indicate that companies are increasingly seeking, and obtaining, the higher levels of authority for non-pre-emptive issues which are now allowed.
- Director election resolutions were, in 2024, the most likely to attract shareholder dissent. However, this remains very low overall.
- The number of “Say on Climate” resolutions has stabilised but remains low.
- The Investment Association’s fully revised Principles of Remuneration signal a more flexible approach across the market on executive pay.
Running the meeting
- In 2024, even more companies chose to hold their AGM primarily as a physical meeting, with or without some form of electronic engagement, such as a webcast. Hybrid meetings, with a choice of attending in person or online, were markedly less popular.
- Fully virtual meetings remained rare and continue to be opposed by certain investor groups. However, an alternative “digital first” approach at some meetings has encouraged online, rather than physical, access. The UK government is to consider clarifying that virtual meetings are permitted by law.
- Best practice for AGMs in the 2024 Corporate Governance Code, and its accompanying Guidance, is largely unchanged but there is a new emphasis on committee chairs taking an active part in the meeting.