As the 2024 AGM season concludes, a look back shows a period marked by adaptability, resilience, and innovation. Across Denmark, Norway, and Italy, Euronext Securities coordinated and supported over 550 AGMs, expanding beyond traditional in-person gatherings into virtual and hybrid formats. This AGM season has tested and highlighted new directions for shareholder engagement and corporate governance amidst changing global dynamics and shareholder expectations. Reflecting on the season, our experts identify key trends shaping the future of AGMs, focusing on the integration of technology, transparency, and stakeholder participation. The adoption of virtual platforms and the blend of physical and digital elements in hybrid meetings have broadened the scope of accessibility and inclusivity.

The season in figures:

• AGMs held: 550+ (2023: 425+)
• Highest online attendance at a hybrid AGM: 700+ (2023: 580+)
• Highest attendance at a physical AGM: 4,900+ (2023: 1,600+)

In Denmark, we facilitated over 229 annual general meetings, ranging from virtual to hybrid and large physical events. The physical general meeting in Denmark remains a highly valued occasion. Numerous companies continue to utilise the AGM as a marketing and branding platform. In Denmark, it serves as a means of nurturing a robust local investor culture, allowing smaller investors to demonstrate their dedication and involvement with the companies they have invested in.

In Italy, the team supported 190 general meetings. The preferred option remains having a designated representative act on behalf of all investors. However, we are also witnessing the return of physical meetings after a period during which nearly all meetings were held virtually due to Covid.

In Norway, 115 companies use the Euronext Securities system. Euronext Securities Oslo supported 14 AGMs directly, with the rest supported via our account operators.

Across Denmark, Italy, and Norway, we facilitated over 550 annual general meetings in 2024, demonstrating our commitment to supporting diverse formats from virtual to hybrid and large physical events. In Denmark, AGMs continue to be a cornerstone for fostering local investor engagement. Italy has seen a resurgence of physical meetings, highlighting a return to tradition after the pandemic. Meanwhile, in Norway, our collaboration with account operators has enabled seamless support for numerous companies. These efforts reflect our dedication to enhancing shareholder participation and corporate governance.

Nicholas A. Schulz, Head of Issuer & Tax Services, Euronext Securities

Navigating corporate communication and shareholder empowerment

As the AGM season of 2024 concludes, the lessons learned and trends observed provide a compass for navigating the evolving landscape of corporate discourse and shareholder empowerment.

Proactive ESG focus in Danish AGMs

During the current Danish AGM season, many companies are prioritising Environmental, Social, and Governance (ESG) issues on their agendas. This trend highlights a commitment to sustainability and responsible governance, driven by increasing investor demand for transparency and accountability. Stakeholders, including customers and employees, are also pushing for stronger ESG practices. By addressing ESG proactively, companies are managing risks, anticipating future regulations, and gaining a competitive edge.

Adding to this proactive focus, the Danish Parliament passed Bill L 107 on 2 May 2024, implementing the Corporate Sustainability Reporting Directive (CSRD) into Danish law. The law, effective from 1 June 2024, will be phased in gradually based on company size. The largest companies must integrate a sustainability report into their annual reports for fiscal years starting on or after 1 January 2024. Specifically, large companies, including publicly listed companies and state-owned enterprises with more than 500 full-time employees, will be required to submit their first sustainability report in 2025.

This new legislation mandates that Danish companies produce a sustainability report as an integral part of their annual report, specifically as a separate section in the management commentary. By aligning with these regulations early, Danish companies demonstrate their commitment to transparency and sustainable business practices, setting a benchmark for responsible corporate behaviour and positioning themselves as leaders in ESG performance.

Focus on SRD II regulation and GM notifications in Norway

In Norway, the recent AGM season has been significantly influenced by the implementation of the Shareholder Rights Directive II (SRD II) regulation and the associated General Meeting (GM) notifications. SRD II aims to enhance long-term shareholder engagement and improve transparency between companies and their investors. This regulation mandates greater disclosure of information, particularly concerning remuneration policies and related party transactions. Furthermore, regulatory changes have been made regarding how Norwegian companies are required to provide notifications ahead of their GMs, ensuring that shareholders are well-informed and able to exercise their rights effectively. This shift not only strengthens corporate governance but also promotes a more transparent and accountable business environment in Norway.

Looking at the figures from January to May we see that the number of SRD II registrations in Norway is 195 out of 280 general meetings, which equals a 70% usage rate. While the use of the SRDII infrastructure currently is lower than anticipated and hoped for, we are confident that more issuers will soon recognise the significant benefits of including the new SRD II infrastructure into their general meeting processes, and we expect this number to grow in the future.

In Norway, issuers have the option to use our GM Notice service to ensure SRD II compliance. Euronext Securities strongly encourages all relevant issuers to adopt the new SRDII infrastructure into their general meeting process. Euronext Securities Oslo can provide comprehensive support to issuers throughout this process. Our experienced teams will help you stay compliant and take full advantage of the new regulatory framework.

Focus on regulatory changes in the Italian market

In the Italian market, recent regulatory changes have garnered significant attention. On the general meeting front, Italy has introduced the possibility of conducting virtual general meetings through a single Shareholders' Representative. This modern approach aims to enhance accessibility and streamline the decision-making process. Concurrently, Italy is aligning its Increased Voting Rights (IVR) option with other jurisdictions, such as the Netherlands, allowing voting rights to be empowered up to 10x from a previous maximum of 2x. This adjustment is designed to strengthen shareholder influence and engagement. Many Italian companies are actively considering these new options and planning to adopt these changes before next year through dedicated extraordinary meetings that we expect to happen in autumn/winter 2024. These regulatory updates are poised to improve corporate governance and shareholder participation across Italy.

The ESG-friendly AGM

For the 2025 AGM season, issuers will have access to a new innovative Shareholder Register and Annual General Meeting (AGM) platform from Euronext Securities. This marks a significant leap towards modernising our services for issuers.

This project is set to redefine the way issuers and shareholders interact, with a special focus on streamlining General Meeting and Shareholder Register processes across Denmark, Norway and Italy.

The Shareholder Register and AGM platform is designed with sustainability and responsibility in mind. Euronext Securities recognises the growing importance of Environmental, Social, and Governance (ESG) considerations in corporate governance. The platform empowers issuers and shareholders to engage in AGMs with a focus on ESG principles, fostering dialogue and decision-making that aligns with sustainable business practices.

For more information about the new Shareholder Register and AGM platform, please visit the Euronext Securities website. We also invite you to download our recent eBook: “An ESG-Friendly AGM”.

Visit your local CSD to find out how we can support your AGM:

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Evolution in the Operation, Governance, and business Models of Exchanges: Regulatory Implications and Good Practices

As an operator of a group of exchanges, we call on IOSCO to recognise the diverse way in which regional capital markets are developed and exchanges are operated.

We ask that IOSCO acknowledges in its Good Practices the reality of exchanges operating within group constructs in Europe, maximizing efficiencies under applicable regulatory frameworks that ensure good governance, the management of risks and conflicts. 

Euronext’s contribution to consolidation

We have led the way in reducing fragmentation by making important strides in EU capital markets integration. Our deep single liquidity pool now spans seven European countries, with a diverse investor base trading via a single trading technology on the basis of harmonised rules. It is clear that market-driven initiatives such as these contribute to capital markets integration. 

As a true pan-European financial markets infrastructure provider across trading, clearing and settlement, Euronext helps overcome issues of fragmentation, providing benefits to investors and issuers alike.

Euronext suggestions with respect to the Governance of exchanges 

When exchanges choose to consolidate, supervisory practices should not prevent them from introducing group efficiencies that support their clients’ needs, delivering shareholder value. At the very least, there is a need to allow for further streamlining of group efficiencies: the concept of group application should be considered in this case too, and duplication of roles and divergence of requirements should be eliminated.

More information

Our full position on this report can be downloaded below. 
Also relevant is our view on the progress of the Capital Markets Union.

Download Euronext Reponse to the IOSCO Consultation Governance July 2024