Market Standards Trend Report
AGM season 2025
Introduction and executive summary
In this report, Lexis+® UK Practical Guidance and Market Standards reflect on the voting patterns displayed at the annual general meetings (AGMs) of FTSE 350 companies at the close of the 2025 AGM season. We have provided comparison with last year’s AGM statistics by reference to data gathered within our Market Standards AGM Season 2024 Trend Report. We also look ahead to the likely issues for companies in the 2026 season.
During the 2025 AGM season, we observed:
- Failed resolutions: ten companies had at least one resolution fail in 2025, a very slight increase from nine companies in 2024
- Resolutions receiving significant no votes: 61 companies faced significant opposition (a significant increase of 64.9% compared to 2024), mainly on directors’ remuneration reports, re-election / elections, and pay policies
- Withdrawn resolutions: seven companies withdrew resolutions (up from five from last season); withdrawn resolution types included director re-elections, article amendments and dividend policy changes
- Physical only AGMs: physical only meetings were up from 191 in 2024 (representing 72.1% of all AGMs) to 207 this season (representing 77.8% of all AGMs) and when physical only meetings are combined with physical meetings with a live webcast, the figure is even higher (representing 88.3% of all meetings held this season, up from 82.2% last season)
- In-person attendance options: 98.1% of FTSE 350 companies reviewed offered an in-person attendance option at their AGM (either by way or physical-only, hybrid or physical plus webcast option), although it is notable that some companies are encouraging virtual attendance (compared to 2024: 98.5%)
- Hybrid AGM formats: hybrid formats declined sharply (from 43 in 2024 (representing 16.2% of AGMs) to 26 this season (representing 9.8%)), and virtual-only remained rare (five this season compared to four in 2024), reinforcing a broad preference for in-person AGMs only eight companies (3%) proposed climate resolutions, though most include climate strategies in annual reports
- Meeting volume trends: as in previous years, there was a strong concentration of meetings in May (106 )
Research methodology
For the purposes of this report, Lexis+® UK Practical Guidance and Market Standards have carried out research to examine shareholder voting trends from the 2025 annual general meeting (AGM) season. The AGM season has been defined as the period between 1 October 2024 and 30 September 2025 in which AGMs were held by FTSE 350 companies.
During the 2025 AGM season, 266 Notices of AGM were disclosed for the FTSE 350 (96 FTSE 100; 170 FTSE 250).
To be included in this report, a company must have been listed on the FTSE 350 on its financial year end date. The index segment of each individual company at their financial year-end determines their index category for our research, whether or not there has been any subsequent movement into, out of or between indices. Our research also excludes closed-ended investment companies. As a result, the total number of companies, included as FTSE 100 and FTSE 250 in this report, does not add up to 350 in total.
Data for this report has been sourced from the Market Standards transaction data analysis tool, which allows users to access, analyse and compare the specific features of corporate transactions.
The percentages included in this report have been rounded up or down to one decimal place, as appropriate.
Highlights of the 2025 AGM season
Closing words and looking ahead to 2026
"For 2026, we're watching with interest how the trend on virtual AGMs develops, particularly as we await the Government clarifying the law in this area, but we are not expecting significant changes given the institutional investor guidance remains unchanged and many listed companies' articles only permit hybrid (and not virtual) meetings."
“Overall, the 2025 AGM season has been relatively quiet when it comes to voting and shareholder dissent and protests.
When it comes to AGM arrangements, the overwhelming majority of companies also seem to have settled into using physical meeting formats as their first choice, with hybrid meetings in decline, and virtual only meetings still very rarely used in the UK.
However, not everyone is happy with the status quo and the new GC100 guidance on virtual meetings shows that some of the largest listed companies are keen to move to more modern systems of shareholder engagement in the future. This is in line with the government’s commitment to making the UK capital markets more competitive and next year we may finally also see legislation to confirm that companies are permitted to hold virtual only meetings under the Companies Act 2006.
Companies planning to stick to a physical format for 2026, but considering variants on that theme, may wish to note that the most recent ISS proxy voting guidance emphasises that ISS believe that in-person meetings should include both shareholders and directors being present at the same physical location at the same time to facilitate face to face interaction.
The other significant issue for companies to start to grapple with next year will be the move towards digitising the UK shareholding framework. Although we are at least a couple of years away from a fully intermediated system, a new dematerialisation market action taskforce (demat) has now been set up and is working on plans to deliver the changes that the market will need to make. These will include making sure new systems allow shareholders to exercise their rights, such as rights to receive information and to attend AGMs.”
Companies included in this report
Further reading
Our LexisNexis Market Standards news focuses on updates and analysis related to public company transactions and corporate governance, tailored for Corporate and In-house lawyers. The following news items are relevant to the topics covered in this report. To read more analyses on the latest developments in the market reported by Lexis+® Market Standards, subscribe to the Market Standard news analysis alert (subscription required).
For updates on market activity and issues relevant to public company transactions, see our Market Standards weekly highlights.
For analysis of the latest deals in the market and the underlying transaction documents, use our Market Standards deal analysis database.
To access our trend reports and other analyses, see our Trend Reports subtopic.
Previous trend reports
Sustainability disclosures in corporate reporting
In this report, Lexis+® UK Practical Guidance and Market Standards reflect on the sustainability disclosures and climate transition plans of FTSE 100 companies during 2024. We also look to the issues for companies during the 2025 season.
Market Standards Trend Report – AGM Season 2024
In this report, Lexis+® UK Practical Guidance and Market Standards reflect on the voting patterns displayed at the annual general meetings (AGMs) of FTSE 350 companies at the close of the 2024 AGM season, using data extracted from our extensive database of over 10,000 transactions.
Trends in UK Public M&A deals in H1 2025
This Market Standards Trend Report provides an in-depth analysis of the 36 firm offers, 42 possible offers and six announcements of formal sale processes and/or strategic reviews, announced by Main Market and AIM companies subject to the Takeover Code (the Code) in H1 2025.
Trends in UK Equity Capital Markets in 2024
This Market Standards Trend Report provides an in-depth analysis of equity capital markets activity on the London Stock Exchange in 2024, looking at IPOs, introductions, transfers between markets, secondary offers and legal and regulatory developments in the year as well as the outlook for 2025.
Trends in UK public M&A in 2024
This Market Standards trend report provides in-depth analysis of the 55 firm offers, 51 possible offers and 15 announcements of formal sale processes, private sale processes and/or strategic reviews, which were announced by Main Market and AIM companies subject to the Code in 2024. It includes insight into public M&A trends and what we and our contributors expect to see in 2025 and beyond.
Restructuring Plans Trend Report
This report provides detailed insights into restructuring plans (RPs) under Part 26A of the Companies Act 2006 considered by the courts for sanction in 2024, drawing comparisons with 2023 trends to identify key developments. Our analysis is based on detailed case judgments, supplemented by insights from leading legal advisors and industry experts.
Report written and produced by Lexis+® Market Insights
With thanks to our valued contributors
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Aisling Arthur, Senior Counsel, Travers Smith LLP |
Aisling is a senior counsel in the Corporate Department and works within the dedicated Listed Company Advisory Team, whose primary focus is advising listed companies on day-to-day corporate and other matters. In addition to general corporate advisory work, Aisling advises on a range of compliance and risk management issues, including corporate governance, directors' duties, board composition and succession planning, market abuse, annual general meetings and shareholder activism. |
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Will Chalk, Partner, Ashurst LLP |
For 20 years Will has provided corporate governance and compliance advice to UK listed, AIM quoted and larger private companies. This includes advice on directors’ duties, FCA Handbook and AIM Rules requirements, MAR and market disclosure, narrative reporting obligations and governance code recommendations. He also advises on cyber incident preparedness and response. Will spends a lot of his time providing induction and update training to individual directors, boards, and senior management teams as well as general counsel and company secretaries. |
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Wilma Rix, Counsel, Linklaters |
Wilma specialises in legal, regulatory and market practice advisory issues relevant to UK-listed companies and private UK-registered companies and LLPs. Topics she covers include corporate governance systems and procedures, annual reports and other disclosure requirements, general meetings and shareholder decision-making, shareholder activism and requisitions, directors’ duties and responsibilities, investor stewardship, company formation and constitutions, corporate communications and restrictions on political donations and expenditure. |
