Our voting intentions for 2026

Our investment stewardship activities are focussed on supporting the creation of long-term sustainable value for our clients. We believe that exercising voting rights is an important part of this process, and of being a good steward of our clients’ assets more generally.

Sometimes, we may choose to declare our vote intention ahead of meetings, to clarify our views to the market, clients and other companies to a particular issue, resolution or outcome. The decision to do so can be undertaken where we deem the vote to be particularly contentious, or as part of an engagement programme. 

Over 2026, we will be updating this blog on a regular basis to highlight our vote intentions in advance of certain shareholder meetings. For information about our voting actions and rationales, please visit our dedicated website: VDS Dashboard   

More information about our Investment Stewardship activities, policies and engagement activities can be found on our website: Investment stewardship & governance | LGIM Institutional   

 

Meta Platforms Inc.

Meeting: AGM, 27-05-2026

Summary of resolutions:

Resolution 5 – Approve Recapitalization Plan for all Stock to Have One-vote per Share

Resolution 6 – Disclosure of Voting Results Based on Class of Shares

Resolution 9 – Report on Impact of Data Center Expansions on Climate Commitments 

L&G's vote intentions: FOR the above proposals (against management recommendation)  

Rationale:

Shareholder rights and the climate transition are factors that we believe are financially material for the long-term returns of our clients, and therefore are among the themes and expectations that our Investment Stewardship team highlights for voting and engagement activities. This forms the basis of our intention to clarify our principles-based voting positions on these complex areas ahead of the Meta’s AGM, and to demonstrate how our additional engagement with the company has factored into our decisions.

Resolution 5 – Approve Recapitalization Plan for all Stock to Have One-vote per Share

Resolution 6 – Disclosure of Voting Results Based on Class of Shares

As set out in our Global Corporate Governance Principles, we believe equal voting is an essential right for shareholders and are strong proponents of the ‘one share, one vote’ standard, based on the principle that control of a company should be commensurate with the economic interests of investors generally. Unequal share class structures, also called ‘dual class’ shares (i.e. two or more types of shares with different voting rights) inhibit the ability of shareholders to hold company directors to account. 

Accordingly, we will vote for Resolution 5.

Regarding Resolution 6, Meta maintains a dual class structure where its class B common stock has ten votes per share, which is held by the CEO. 

The outsized impact of Class B votes means that voting outcomes may not reflect the concerns of the broader shareholder base, and in our view further transparency is needed to highlight potential misalignment of views between Class A (i.e. the general investor base) and Class B (i.e. founder and CEO) shareholders. Transparency around voting results based on the share class is therefore even more important in our view.

We believe additional transparency would be of benefit to investors and therefore will vote in favour of Resolution 6.

Resolution 9 – Report on Impact of Data Center Expansions on Climate Commitments

The rise of generative AI, large language models (LLMs), and AI-as-a-Service (AIaaS) is driving demand for computational infrastructure and data centres[1], which are energy-intensive[2] and increasingly water-reliant[3]. While ‘hyperscalers’ such as Meta are increasingly focusing on powering their data centres through renewable energy and nuclear power, the energy demands of AI applications and training running through these centres are also increasing demand for fossil fuels, especially in the US and China.[4] Our concern is that increasing energy consumption due to the surge in AI data centre demand may potentially push back the timeline of utilities being able to phase down or out emission-intensive assets (e.g. coal, gas), thereby locking in future emissions.

Since 2025, we have been engaging with companies within AI data centre value chains, namely hyperscalers, semiconductor companies, utilities and real estate companies to better understand their practices and risk exposures.

Upon benchmarking Meta’s practice and disclosures against its peers, we believe  the company could improve its disclosures on how it balances the need for ‘speed to power’ against the need for clean and reliable power, and how Meta sees the role of gas as grid-connected power and on-site generation within its decarbonisation pathway. In addition, we would like to see more measures to decrease its scope 3 emissions from capital goods. We will therefore vote in favour of Resolution 9.

 

[1] L&G Blogs: Generative AI in data centres part 1: A primer

[2] The convergence of digital and clean power infrastructure

[3] Why is AI so thirsty?

[4] Energy supply for AI – Energy and AI – Analysis - IEA

 

Exxon Mobil 

Meeting:

AGM, 27-05-2026 

Summary of resolution:  

Resolution 4 -- Texas Redomiciliation 

Resolution 6 -- Modify Voluntary Retail Voting Program 

Vote intention:  Against resolution 4 (e.g., against management recommendation) and against resolution 6 (e.g., with management recommendation)   

Rationale: 

As long-term investors, L&G’s independent investment stewardship team engages with companies on a range of issues which have the potential to be financially material to the future success of a company. We believe robust governance frameworks and the protection of shareholder rights are fundamental to the efficient functioning of capital markets and value creation for shareholders. As an asset manager, we have a duty to act in clients’ best financial interests with due care and diligence. Considering financially material risks—including those that could weaken accountability or limit effective shareholder oversight—is a core part of responsible investment management and helps us to protect and create long-term value. 

Two items at Exxon’s AGM present potential implications for shareholder rights. In examining these, we have taken a nuanced and thorough approach considering both intended and unintended consequences. Utilising our principles-based voting approach, we intend to vote against management’s recommendation on resolution 4 and with management’s recommendation on resolution 6. 

Resolution 4 

Reincorporation and redomiciliation proposals are an increasing focus in the U.S. market, given the material influence that state corporate law can have on governance standards and shareholder rights. In evaluating such proposals, our assessment focuses on the company’s stated rationale for the change, and the extent to which shareholder rights and protections would be maintained under the new legal framework. 

Exxon’s rationale for redomiciliation to Texas reflects the long‑standing centrality of the state to its business operations and employee base. Following the publication of the preliminary proxy, we engaged the company to better understand the implications of the proposed move for shareholder rights. Of particular concern are optional provisions under the Texas Business Organizations Code (TBOC) that permit companies to adopt bylaw changes which could significantly weaken shareholder protections. 

While Exxon has stated that it does not currently intend to adopt such provisions, we remain concerned that this position is not binding and could change over time. We sought confirmation that any future adoption of such provisions would be subject to a shareholder vote; however, the company was unable to make this commitment. 

While we recognize the long-standing relevance of Texas to Exxon’s operations and employee base, the timing of this proposal raises additional governance concerns: it only came to light after the recent TBOC amendments that expand the range of elective provisions available to companies. Our concerns are further amplified by Exxon’s recent introduction of its Retail Voting Program (see Resolution 6), which aims to increase management‑aligned voting outcomes. Together, these factors weaken our confidence that shareholder rights would be adequately protected, should Resolution 4 pass. Accordingly, we intend to vote AGAINST Item 4. 

Resolution 6  

We believe the structure of Exxon's Retail Voting Program risks embedding a bias toward management‑aligned outcomes, potentially limiting the scope for constructive challenge from its investors—both of which are fundamental to effective shareholder democracy. We believe this raises concerns about independence and balance. 

While the proposal calls for the inclusion of alternative voting policies in the Retail Voting Program, the selection and framing of those options would remain at the company’s discretion. As such, the resolution does not, in our view, sufficiently address the underlying governance concerns associated with company‑controlled voting frameworks. For these reasons, we intend to vote AGAINST item 6. 

BP Plc 

Meeting:

AGM, 23 April 2026 

Summary of resolutions:  

Resolution 4: To elect Albert Manifold as a director 

Resolution 22: New Articles of Association 

Resolution 23: Revocation of resolution 25 (2015) and resolution 22 (2019) 

Resolution 24: Shareholder requisitioned resolution  

Voting intention: Against Resolutions 4, 22 & 23; and For Resolution 24 (i.e. against management recommendations)   

As long-term investors, L&G’s independent investment stewardship team engage with companies on a range of issues which have the potential to be financially material to the future success of a company over a range of time horizons. This is part of our fiduciary duty to protect and create long-term shareholder value for our clients. The availability of decision-useful data and information to investors, and the opportunity to constructively engage, is crucial to these processes. 

As with other oil and gas companies, BP is exposed to the dynamics of the energy transition, as well as nearer-term market volatility linked to energy supply. Appropriate disclosures and insights into financially material topics such as business strategy, climate transition plans, and capital allocation are particularly critical for shareholders to understand how the company is mitigating potential risks and addressing long-term value-creation opportunities associated with the energy transition.  

We acknowledge BP’s engagement with us over recent weeks across the Resolutions tabled at their upcoming AGM. Our voting intentions reflect our ongoing concerns that management recommendations, together with other recent actions including, notably, the non-admittance of the Follow This shareholder resolution, represent a reduction in transparency and constrain the ability of shareholders to understand and price risks associated with energy transition, by limiting both disclosures and opportunities for shareholders to engage directly with the Board. 

Resolution 4: To elect Albert Manifold as a director  

We are concerned that, in combination, management’s recommendations on Resolutions 22, 23 and 24 will have a negative impact on shareholders’ insight into how the company is addressing financially material long-term risks, and seizing long-term value creation opportunities, associated with the energy transition. We are also concerned by the precedent set by the company’s decision not to admit the Follow This shareholder resolution.

Taken together, we believe these actions reduce transparency and Board accountability and, in the case of the non admittance of a shareholder resolution, compromise established shareholder rights. Given the Chair’s ultimate responsibility for these areas, we accordingly intend to vote against the Chair’s election. 

Resolution 22: New Articles of Association 

We view Annual General Meetings as providing an important mechanism by which a board is held publicly accountable to all its shareholders, both institutional and retail. The attendance of the Board at such meetings is a demonstration of its commitment to hear and understand the views of shareholders, and as such an important mechanism for accountability. 

While we recognise BP’s objective to ‘simplify and modernise’ the Articles and to provide flexibility on meeting format, we will be voting against this resolution on the basis that the current wording implies that the Board has indefinite authority over whether and when to enable virtual-only shareholder meetings.  

We understand that the UK government is expected to consult on the facilitation of virtual meetings and see it as prudent for the Board to wait for the consultation detail before it provides this discretion. We will therefore be voting against this resolution. 

Resolution 23: Revocation of resolution 25 (2015) and resolution 22 (2019) 

Whilst we agree with the company on the importance of comparable, mandatory reporting, we are voting against this resolution. This is because we believe that the company has not provided sufficient evidence to assure investors that these revocations would not result in the loss of financially material disclosures, that we consider essential to understanding the business strategy. More specifically, if this revocation were to proceed, we would be concerned about the potential omission of the following key disclosures: 

• A description of a strategy which the Board considers, in good faith, to be consistent with the goals of the Paris Agreement.  
• Disclosure of how the company evaluates the consistency of each new material capex investment with the Paris Goals and a range of other outcomes relevant to BP’s strategy.
• Public policy positions related to climate change.  

Given the long-term challenges facing all oil and gas companies such as BP, including the financially material impact of potential stranded assets and the impact of rising volatility in energy markets, we consider disclosures such as these as essential for investors to accurately assess climate‑related risks and opportunities, the resilience of the business across a range of energy transition scenarios, and the credibility and delivery of the company’s climate commitments in the context of its overall strategy.  

Resolution 24: Shareholder requisitioned resolution   

Whilst we acknowledge that BP has disclosed elements of the information sought, we will be supporting this shareholder resolution. Given the increased focus of investments into the upstream business, we believe that the proposed disclosures will allow shareholders to better assess whether and how the company’s investment decision-making promotes a disciplined approach to capital allocation. We would welcome the opportunity to engage with BP on the form of disclosure that would appropriately meet the resolution’s requirements. 

 

Articles of Incorporation resolutions: Korean Corporate Governance reform 

Meeting:  

LG Energy Solution, Meeting: AGM, 20-03-2026 

LG Electronics, Inc, Meeting: AGM 23-03-2026 

SK Hynix Inc, Meeting: AGM, 26-03-2026 

Hyundai Motor Co, Ltd, Meeting: AGM, 26-03-2026 

Summary of resolution:  

During the upcoming March 2026 AGMs, Korean companies are expected to table a range of governance-related resolutions, including: 

•             Amendments to Articles of Incorporation, particularly in relation to cumulative voting, electronic shareholder meetings and director title change 

•             Director elections, including independent directors and audit committee members 

L&G’s Vote Intention:  FOR the above proposals (In line with management recommendations) 

1) Amendments to Articles of Incorporation 

We support amendments to the Articles of Incorporation that strengthen shareholder rights, including mandatory cumulative voting and hybrid AGMs, while assessing whether structural features materially dilute shareholder influence or engagement. Where effectiveness is undermined in practice, this may be reflected in our director votes. 

2) Director elections 

Director independence will be assessed in substance rather than by title alone, with concerns where tenure, skills, expertise, or relationships limit effective challenge. The amendments to the Korean Commercial Code implemented changes regarding the levels of independence on a board and the selection of audit committee members but allowed companies a grace period of one year, starting 23rd July 2026.  Therefore, for the upcoming voting season, votes will be assessed in line with the intent of the Articles amendments rather than treated as standalone compliance failures. We also expect audit committee reforms to deliver genuine oversight; where this is lacking, we may vote against relevant elections. 

Rationale:  

The upcoming March 2026 AGM season in Korea is the first concentrated proxy season following the latest reforms to the Commercial Act. These changes aim to strengthen shareholder participation and board oversight through measures such as cumulative voting, expanded fiduciary duties, and enhanced independence requirements.  

We are generally supportive of the reforms. As set out previously in What our voting record in South Korea says about gaps, we will continue to closely monitor how the changes are applied as a meaningful catalyst for strengthening board effectiveness, capital allocation discipline, or accountability to minority shareholders in the market.  

Deere & Company 

Meeting: AGM, 25-02-2026

Summary of resolution:

Resolution 4 – Report on Expected Return on Investment of Company's Emissions Reduction Goals

L&G's vote intention:  Against resolution 4 (i.e., in line with management recommendation)  

Rationale:

We aim to support long-term value creation by encouraging companies to realise the opportunities arising from the energy transition and demonstrate business resilience. We believe transparent climate reporting aligns with this objective and would therefore welcome Deere providing more company‑specific disclosure on how its climate commitments support long‑term financial performance.

However, in our view, the resolution is not drafted in a way that would meaningfully support improved disclosure. We recognise the proponent’s stated intent to link emissions goals to financial returns, but the resolution would be unlikely to enhance investor understanding and could potentially reframe decarbonisation as a narrow ROI accounting exercise rather than a strategic value driver. This risks undermining the progress Deere is already making.

We have been engaging Deere on clearer, value ‑linked sustainability reporting  – particularly around Scope 3 and how Deere’s technologies improve resource efficiency and climate performance for customers.  This should provide investors with more robust insight than the prescriptive report requested in this proposal. Deere has been receptive to our recommendations and has indicated willingness to enhance disclosure on specific key topics in their upcoming reporting. Given this progress, and the importance of recognising and using climate disclosures to strategically drive long-term value, we will vote against Resolution 4.

 

Edinburgh Worldwide Investment Trust plc

Meeting: EGM, 20 January 2026

Summary of resolutions: 

Resolutions 1-6 – remove six incumbent directors (the full board)

Resolutions 7-9 – appoint three nominees to the board

L&G’s vote intention:  Against all resolutions (i.e., in line with management recommendation)  

Rationale:

Saba Capital’s ask to appoint three nominees to replace the full existing board of Edinburgh Worldwide Investment Trust plc (‘EWIT’) lacks sufficient detail regarding its future strategy for the trust, vital and financially material information for investors which would be expected, given the substantial restructure of the trust’s board and handover of power to the nominees being proposed under resolutions 7-9. 

The dissident (Saba Capital) appears to have taken on board shareholder concerns raised during its previous campaign and has provided some information on the nominees’ skills and rationale for their appointment and or nomination process, considering each candidate independent. 

However, the incumbent EWIT board equally appears to have been responsive to the contention of underperformance and has effectively managed to reduce its discount to Net Asset Value (‘NAV’). Given the potential conflict of interests between Saba, its nominees, and long-term investors, we are therefore again voting against all proposals at the forthcoming meeting, opting to keep the running of EWIT in the hands of the incumbent board at this time.

Saba Capital is a US hedge fund that started campaigning for change in 2024 at a number of UK investment trusts that were deemed by the activist to underperform, with high discounts to NAV amongst the concerns cited. These activist campaigns resulted in requisitioned shareholder meetings at seven investment trusts[1] in early 2025, with Saba buying into each with varying substantial holdings. 

Upon review of the recent proposals at EWIT’s requisitioned meeting on 20 January 2026, Saba’s strategy appears broadly unchanged from its previous attempt at the shareholder meetings in February 2025. For more background, including our vote decisions at the time, please see page 19 of our Q1 2025 Quarterly engagement report.

Given the importance of the vote to the future of EWIT, as well as the likely tight vote with much of the outcome heavily relying on retail investors placing their votes during what is a quiet time of the year, we have chosen to pre-declare our vote intentions and have also recalled any shares out on loan to be able to vote on behalf of our clients with the full voting power attached to our holdings.

More information on our investment stewardship activities can be found on our website: Investment stewardship & governance | LGIM Institutional     

 
[1] Baillie Gifford US Growth Trust (USA), CQS Natural Resources Growth & Income (CYN), Edinburgh Worldwide Investment Trust (EWI), European Smaller Companies Trust (ESCT), Henderson Opportunities Trust (HOT), Herald Investment Trust (HRI) and Keystone Positive Change Investment Trust (KPC).