Although over last 5 years, Shell shareholders have almost always unanimously backed Shell’s Board, previous shareholder turnouts at Shell’s AGMs have been relatively low (54-63% turn outs).  

A lower turnout makes shareholder approval obviously much trickier if Shell’s largest shareholder Capital Group (who have been switching from BG into Shell and understood to be getting close to 10% voting stake in Shell) would be opposing the deal. With already a divided shareholder base in a crude price collapsing world, ISS recommendation is becoming increasingly important.

– CONDITION LANGUAGE: The Combination is conditional on, among other things, the Shell Resolution being passed by the requisite majority of Shell Shareholders at the Shell General Meeting, being more than 50 per cent. of the votes cast on the Shell Resolution.

– PREVIOUS (AGM) TURNOUTS: Relatively low turnouts at previous AGMs

2015: Around 53.7% of outstanding votes voted with all resolutions passed (approvals between 96% and 100%)

2014: Around 54.6% of outstanding votes voted with all resolutions passed (approvals between 93% and 99%)

2013: Around 52.8% of outstanding votes voted with all resolutions passed (approvals between 92% and 99%)

2012: Around 62.5% of outstanding votes voted with all resolutions passed (approvals between 91% and 100%)

2011: Around 54% of outstanding votes voted with all resolutions passed (approvals between 97% and 100%)

– PUBLIC SHAREHOLDER STANCE:

Understood to be in favour: Allianz Global Investors, Old Mutual, Qatar Investment Authority, Henderson, Aberdeen Asset Management, AXA Investment Managers, Artemis Global Energy Fund, Rathbones, Brewin Dolphin

Understood to be against: Standard Life Investments, Jupiter Fund Management, Smith & Williamson

Largely unknown: Capital Group (although public switch from BG into Shell is extremely discomforting, Shell’s CFO was quoted earlier that week that Capital’s selling in BG did not mean they were against the deal)