Reframing the AGM: Connection, Accountability, and the Modern Shareholder
World Law Group colleagues convened for a virtual discussion on how annual general meetings (AGMs) are evolving, with a focus on meeting formats, shareholder engagement, activism, and proxy voting dynamics. The session was led by Niels Kornerup and Emil Steenberg of Bech-Bruun. Niels drew on his long-standing experience chairing AGMs for listed companies, while Emil guided the discussion based on his capital markets and corporate advisory work for listed companies, including advising on the preparation and conduct of AGMs. Denmark served as the starting point for the discussion, with comparative perspectives shared across jurisdictions.
Participants discussed how AGMs are positioned today within a broader shareholder engagement framework. While AGMs remain essential governance events, much of the substantive dialogue with institutional investors now takes place outside the AGM through ongoing investor relations activities. As a result, the AGM increasingly serves a formal decision-making function, particularly for resolutions that require shareholder approval.
Retail shareholders continue to view the AGM as a key point of contact with the company, valuing transparency and the opportunity to participate directly. Across jurisdictions, advance voting and proxy arrangements are common, reinforcing the view that shareholder engagement has become more continuous rather than centered on a single annual meeting.
The discussion examined physical, virtual, and hybrid AGM formats. Practices vary significantly by jurisdiction, shaped by legal frameworks, governance expectations, and shareholder composition. While virtual meetings gained acceptance during COVID, participants emphasized that format alone does not determine engagement quality.
Hybrid meetings were widely viewed as difficult to execute effectively, as they require balancing in-person and virtual audiences, often limiting meaningful participation for remote attendees. Companies were encouraged to be deliberate in choosing a format and to recognize that each option presents different challenges and opportunities.
When discussing fully virtual AGMs, participants focused on how companies might move beyond simply broadcasting a traditional meeting online. Suggestions included more thoughtful use of visuals, pre-recorded segments, and alternative presentation styles, while acknowledging that many companies remain cautious about departing from established formats.
Different approaches to shareholder participation were also noted. In some markets, virtual participation is limited to written submissions, while in others shareholders may participate via video, allowing for more direct engagement with the chair and management. This distinction was seen as having a meaningful impact on how virtual AGMs are experienced by shareholders.
Shareholder activism featured prominently in the discussion. Drawing on his experience chairing AGMs, Niels described a range of activist interventions, including politically motivated statements that use the AGM as a public platform. Participants noted that activism can raise sensitive issues that extend beyond the company’s immediate business agenda.
The role of the chair was emphasized as critical in managing these situations, balancing openness to shareholder input with the need to keep the meeting focused and orderly.
The group also addressed the influence of proxy advisors on voting outcomes. Participants discussed the challenges companies face in engaging with proxy advisors and the importance of aligning AGM materials with prevailing guidance. At the same time, there were indications across jurisdictions that institutional investors are increasingly willing to exercise independent judgment rather than relying solely on proxy advisor recommendations.
The discussion highlighted that, while AGM practices continue to differ by jurisdiction, listed companies are navigating a common shift in how shareholder engagement is structured and delivered. As investor dialogue increasingly takes place throughout the year, AGMs are evolving from standalone events into one component of a broader engagement strategy. Choices around meeting format, participation mechanics, and the management of activism and proxy voting will continue to shape how companies approach the AGM in the seasons ahead, particularly as virtual formats become more established within existing governance frameworks.