So another “AGM season” passes us by with nothing achieved other than a mountain of regulatory work wasting valuable corporate resources. In an ever changing world the conformity of the AGM format over the years is in many ways astonishing. Time has stood still in AGM land, and yet in every other aspect of business life, progress has been immense. How has such a potentially important route to engaging with retail (and indeed all) shareholders been allowed to dwindle into such a useless format that adds little value to anybody and yet still seems to be a ridiculous burden of regulation and work for companies (Investor Relations and Company Secretary) to coordinate.

How can we be at a place where the biggest discussion around the Board ahead of the AGM may be a competition as to who on the Board gets the most votes against them and a sweepstake on the length of the AGM – with no one going above 5 minutes? It’s not just the ludicrous waste of time, money and energy in going ahead with a futile event, but the vast missed opportunity AGM’s have become.

What should be the purpose? The AGM should allow investors to have a vote on important issues and to provide a proper engagement opportunity for all investors to quiz the Board on strategy and progress. And what do we have in reality – a convoluted voting process that gives retail shareholders no effective say and is largely controlled by a handful of proxy agencies adopting, out of necessity, a tick box approach. And no effective route for questions or holding boards to account other than (following covid) an ability in some cases for individual investors to email in a question which may or may not get answered. And in any case with questions often requested well ahead of the event, let’s be honest it’s probably not the Chair or the CEO writing the answer.

What’s the regulators approach to change? After a flurry of interest during Covid, the FRC seem to have lost interest with no recent updates. The IA have limited follow through on voting against resolutions and the current format allows companies to give often largely inconsequential explanations. The “Digitisation Taskforce” has after considerable time released its final report at this year’s Mansion House Speech with the government confirming plans to end the issuance of papers shares but not until 2027 – and the voting process remains way behind even this – how can it be in the digital world we live in now that individual investors cannot register their own vote themselves?? Is in fact the pointlessness of AGM’s indicative of a legislative/regulatory regime in the UK which unnecessarily hinders companies and consumes resource?

What does the data tell us? The average cost of an AGM now for a UK listed company is estimated to range from £40k to £250k depending on the company size and if physical or hybrid and this almost definitely underestimates the internal cost of hours of work spent fulfilling all the regulatory requirements around the AGM, engaging with proxies and governance teams, managing Board expectations as well as script writing and Q&A preparation. Georgeson estimates the total annual AGM attendance in 2024* in the UK at an astonishingly low 4539 people with a diminishing proportion of this being actual shareholders falling from 33.2% in 2022 to 20.9% in 2024 – so last year just over 900 individuals. And with 100 of these reported to have been at the M&S AGM, the dismal reality is that most AGM’s attract a small handful of actual external shareholders at best. Thus far, although shareholders have indicated a major obstacle is the distance and cost in getting to an AGM, the reality is that the proportion engaging online where a hybrid option is available does not reflect a substantially increased level of interest.

So is the AGM format just redundant?  The principle of holding the Board accountable and of shareholders casting their votes on important resolutions remains undeniable, but is the process of doing that now ripe for change? With digital and technological advances in recent years allowing listed companies to engage with all their shareholders (including individuals) more regularly and efficiently in terms of both cost and time resource, has one of the central rationale points behind the AGM become superfluous? And given all the voting takes place well ahead of the AGM and remotely, is the actual meeting really required for a “show of hands” that carries no weight on the resolution? Or conversely, does the absence of any physical meeting potentially allow a Board to remain invisible and not face the reality of the issues their shareholders are focused on?

It’s time for a change. It’s time for a proper and through discussion amongst all parties on how to improve the current AGM format so that the goals of holding the Board to account and providing transparent shareholder voting rights can more adequately match the current environment. Are there overseas models which work more effectively? Are there already ideas out there that are proving more effective? Are current providers and regulators already working on models for change? Companies and shareholders are a part of this important process and should be pushing for action. It will take a lot more than a simple shift to a hybrid option to fully grasp the opportunity to make the AGM a properly inclusive, constructive and cost effective event for all parties.

*for meetings where Computershare acts as registrar – see Georgesons 2024 AGM Intelligence Report.

Article published in City AM, Wednesday 15 October 2025.