Letter from the chair

Dear shareholders,

Today we have published bp’s 2025 Annual Report and the Notice of our 2026 Annual General Meeting (AGM), which will be held on 23 April. 

We have made strong progress in delivering our reset strategy. Over the past year, we have enhanced our upstream portfolio through significant exploration success, we are ahead of our divestment goals, and we have made progress reducing our cost structure and strengthening the balance sheet.  

That said, we need to move faster to accelerate our delivery, reduce complexity, and increase our financial resilience.

In advance of the AGM, I wanted to share updates that the board is recommending to our climate-related reporting, and changes to streamline our board – both aligned with our goal to simplify bp and drive shareholder value.  

Simplifying and modernizing our climate-related disclosure

Resolution 23 proposes the retirement of two existing resolutions – resolution 22 passed in 2019, and resolution 25 passed in 2015. These resolutions have now been largely superseded by significant developments in mandatory disclosure requirements. We have adopted rigorous, industry-standard frameworks, reporting in line with the recommendations and recommended disclosures of the Task Force on Climate-related Financial Disclosures (TCFD) since 2021, and have been fully complying with the Climate-related Financial Disclosure Regulations (CFDR) since 2023.  

At the time, these resolutions served an important purpose in outlining our commitment to meaningful climate-related disclosure to our shareholders. Since then, bp has made notable progress including the introduction of our net zero ambition and reporting on our net zero aims.

This net zero ambition remains unchanged. 

As investors and other stakeholders increasingly expect standardized disclosures that allow for meaningful comparisons across companies and sectors, the additional, often duplicative set of company-specific requirements of these resolutions, reduce the clarity and usefulness of our reporting. 

In this context, the board believes that continuing to produce the disclosures required under resolutions 22 and 25 is no longer appropriate. These outdated obligations are not part of any established disclosure framework, and have not been adopted elsewhere in our sector. 

We believe that removing redundant reporting by retiring these resolutions now is in the best interests of our investors and other stakeholders – and is aligned with our overarching drive to simplify and reduce complexity across the organization.

Importantly, we remain fully committed to climate-related reporting and will continue to provide disclosure in line with the TCFD recommendations and to comply with CFDR.

The Board recommends shareholders to vote FOR Resolution 23.

Relentless focus on simplification 

To drive simplified reporting, we believe it is also important to avoid introducing new duplicative disclosure requirements. 

If passed, the board believes that the resolution proposed by a shareholder group co-ordinated by Australasian Centre for Corporate Responsibility (ACCR) would require duplicative disclosure about bp’s disciplined approach to capital expenditure for each new material oil and/or gas project. This information is already provided through bp’s established reporting cycle and existing disclosures. 

The proposed resolution is also overly narrow in focusing only on returns, and it is out of date in failing to reflect the progress bp has made in project delivery, exploration success and capital discipline.  Moreover, it distracts from our goal to simplify our reporting, a goal that the board believes is in the best interests of shareholders.  

The Board recommends shareholders to vote AGAINST Resolution 24.

Leaner, more agile board

Reflecting our commitment to reducing complexity, we are streamlining the board. Today, we announced changes to its composition:

Melody Meyer has reached the end of her nine-year tenure on the board and I thank her for her work, especially as chair of the safety and sustainability committee where her impact on safety at bp has been transformational.

Karen Richardson leaves the board with our thanks and appreciation for her five years of valuable and consistent service, including her contributions to bp’s technology transformation over the period.

Simon Henry will not be seeking election by shareholders at this year’s AGM. I would like to take this opportunity to thank Simon for his contributions to the board over the past months.

Following these changes, our board will now consist of 10 directors the majority of whom have been appointed in the last five years. We believe that a leaner board is a more agile board, and that this is essential at this point in the execution of bp’s reset strategy. It will allow for faster decision-making and sharper oversight, both of which are critical to driving long-term shareholder value. 

We are committed to ongoing board refreshment, to ensure we have the right expertise and experience aligned with bp’s strategy over the next years.  

Delivering shareholder value 

We are executing a disciplined strategy to drive shareholder value by transforming into a simpler, stronger, and more valuable bp.

Simplifying and modernizing our reporting and streamlining our board, as described above, are important steps towards this goal.

Thank you for your trust and support. While we are pleased with the progress we have made against our strategy, we recognize the need to accelerate our execution to fully unlock bp’s value. We can and will do better for our shareholders.

Sincerely, 

Albert Manifold

Chair of the board, bp plc.