Johannesburg – Shareholder opposition intensified across JSE Top 40 companies last year, according to Georgeson.

The global corporate governance advisory firm’s 2025 South Africa AGM Season Review reveals that:

  1. 110 company-proposed resolutions attracted more than 10% shareholder opposition: up 19 (18.9%) from 91 in 2024.
  2. 36 JSE Top 40 companies faced at least one contested proposal (more than 10% opposition).
  3. However, shareholders rejected just four board proposed resolutions in 2025: down from five in 2024 and down from 10 in 2023.

Bennie van der Westhuizen, CEO, Computershare South Africa, said: “South Africa’s governance regulations and governance frameworks — including upcoming binding votes on executive pay, which have the potential for significant industry change, and JSE listing updates — are changing.

“Shareholder expectations on remuneration outcomes and governance transparency are also on the rise, with boards in particular potentially facing closer scrutiny and enhanced disclosure.

"Our priority is to guide companies through these changes and support stronger, well informed shareholder engagement.”

Nearly half (48.5%) of the 16 resolutions on remuneration policy and the 18 (47.4%) on remuneration reports attracted more than 10% contested resolutions.

Two remuneration-related resolutions failed (down from seven in 2023), suggesting companies had more successfully addressed core investor concerns ahead of voting.

Director elections

Director elections accounted for the largest number of contested resolutions by volume, with 22 elections receiving more than 10% opposition.
However, the report said that overall shareholder support for directors remained high (99.3%).

Key influences

The report also highlighted the following factors in shaping voting outcomes:

  1. The influence of proxy advisor recommendations.
  2. South Africa’s evolving corporate governance framework, including the Companies

Amendment Act 16 of 2024.

  1. Pay gap disclosure requirements.
  2. Regulatory changes including the introduction of King V corporate governance code and updates to the JSE listings requirements.

ENDS

For any media inquiries

Sarah Chidgey
+44 (07) 855517094
media@computershare.com

Notes
  1. For high-resolution images of spokespeople, visit www.computershare.com/corporate/spokespeople.
  2. The 2025 South Africa AGM Season Review reflects the key developments, voting trends, and shareholder dynamics that shaped the South Africa AGM season, focusing on JSE Top 40 companies.
  3. The 2025 South African AGM season started on 1 March 2025 and ended on 28 February 2026.

The 2024 season ran from 1 March 2024 to 28 February 2025.

About Georgeson

Georgeson is one of the world's foremost providers of strategic shareholder services to corporations and shareholder groups working to influence corporate strategy. We offer unsurpassed advice and representation for annual meetings, mergers and acquisitions, proxy contests and other extraordinary transactions.

Our core proxy expertise is enhanced with and complemented by our strategic consulting services, including solicitation strategy, corporate governance analysis, vote projections and insight into investor ownership and voting profiles.

Our local presence and global footprint allow us to analyse and mitigate operational risk associated with various corporate actions worldwide.