The British fossil fuel company has refused to include a shareholder resolution submitted by a coalition of investors, including the Ethos Foundation and several of its members, on the agenda of its 2026 Annual General Meeting. This decision comes at a time when shareholder rights are already being undermined in several markets, particularly in the United States, and when the major oil companies are backtracking on their climate commitments.
Published on March 6, BP's invitation to its 2026 general meeting contained an unpleasant surprise for its shareholders. The British fossil fuel company decided, contrary to principles of good governance, not to include on the agenda a resolution submitted by a coalition of shareholders, including the Ethos Foundation. On 26 January, the company had confirmed to the proposers that the threshold required to table a resolution, namely 100 shareholders, had been reached.
BP has not yet provided a clear explanation for its refusal to include this resolution on the agenda, which raises the fundamental question: how does the company intend to continue creating value in the context of expected decline in demand for gas and oil in the medium and long term?
Serious damage to a pillar of shareholder democracy
‘BP's decision to refuse to submit this validly tabled resolution constitutes a serious violation of the fundamental rights of shareholders,’ says Vincent Kaufmann, CEO of the Ethos Foundation. ‘The right to place an item on the agenda of the general meeting and to submit a resolution to a shareholder vote is a pillar of shareholder democracy. It allows investors to raise sensitive issues, force debate and hold boards of directors accountable. All investors, regardless of their position on the underlying issue, should be concerned when a company sets such a precedent.’
BP's refusal comes amid repeated violations of fundamental shareholder rights. In the United States in particular, the SEC announced in November 2025 that, for the 2025-2026 season, it would no longer respond to most ‘no-action’ requests to exclude shareholder resolutions, with some exceptions. This development increases uncertainty for investors and, in practice, complicates the exercise of their filing rights. However, the right to add items to the agenda of a general meeting is a central mechanism of shareholder control.
Follow This, the Dutch NGO behind this resolution, has tabled no fewer than 16 shareholder resolutions at Shell and BP general meetings since 2016. This is the first time it has faced such a refusal. ‘To our knowledge, there is no recent case of a FTSE 100 company refusing to register a shareholder resolution that is eligible under the UK Companies Act 2006,’ said Mark van Baal, founder of Follow This. ‘This case raises important questions for shareholder democracy and corporate governance practices in the UK.’
Shareholder pressure in the face of BP's retreat from the energy transition
On 14 January 2026, a coalition of international shareholders led by Follow This and representing more than 1 trillion euros in assets, including the Ethos Foundation and several of its members (e.g. Zurich City Pension Fund (PKZH), Bernese Pension Fund (BPK)), announced the filing of a shareholder resolution at BP's Annual General Meeting. This resolution, which was also submitted to Shell, called on the company to detail its strategy for continuing to create value in a context of expected decline in demand for gas and oil in the medium and long term. It had a twofold objective: to increase shareholder pressure and to reignite the debate on the economic profitability of fossil fuels in the medium and long term.
‘We remain convinced that companies currently active in fossil fuels must play a role in the transition to a more sustainable economy, which is more necessary than ever,’ Vincent Kaufmann emphasised at the time. ‘They have not only the capital but also the expertise to do so. Conversely, if they do not quickly redirect investment towards low-carbon energies, their shareholders risk facing significant losses in value.’
Last year, however, BP decided to refocus its strategy on oil and gas at the expense of renewable energies. The invitation to its 2026 AGM, to be held on 23 April, also proposes that shareholders revoke two resolutions they approved in 2015 and 2019, which called on the company to publish additional climate-related information.
Support for the resolution tabled by ACCR
Against this backdrop, the Ethos Foundation calls on all shareholders to support another shareholder resolution put to the vote at this annual meeting (resolution 24). Submitted by the NGO ACCR and a coalition of investors, it calls on BP to provide more information about its capital allocation strategy and its investments in oil and gas exploration and production projects.
