Role and responsibilities of shareholder
The BSC sets the basis on which Elexon shareholders are expected to be involved in the governance of Elexon. There are two main principles, which are set out in Annex C-3 of the BSC, as follows:
- The rights of Elexon’s shareholders are completely constrained, other than as set out below
- Elexon shareholders may only exercise their rights so as to give effect to the BSC
This means there is very little need for Elexon’s shareholders to be actively involved. The types of scenario where shareholders would need to be involved are limited to the sorts of steps where private companies require shareholder consent. In practice, for Elexon, this would be very limited and would include:
- approving a change of statutory auditor
- approving changes to the company’s articles of association (which would have needed to be first approved through the BSC Modification process, including by Ofgem)
In those scenarios, we would most likely seek shareholder approval through a written resolution.
We do not hold an annual general meeting of shareholders and, other the BSC governance arrangements, most other steps are either taken by the Board or by BSC Parties.
Role of BSC Parties
The BSC governance arrangements are designed to give BSC Parties quasi-shareholder rights, and this is the mechanism through which Elexon’s board is accountable to Parties.
Elexon holds an Annual BSC Meeting every year to which all BSC Parties are invited to attend. Prior to the Annual BSC Meeting, Elexon publishes its financial statements and an annual report reflecting on the performance of Elexon and the BSC over the previous year. At each Annual BSC Meeting, BSC Parties vote on whether to elect/re-elect Elexon’s board.
BSC Parties have a right to call a meeting of BSC Parties at any time, at which meeting they have the power to pass either an advisory resolution (e.g. asking Elexon to take, or not take, particular actions) or a binding resolution to remove one or more of Elexon’s directors.
Relationship to BSC voting shares
The BSC has a voting mechanism that is not related to Elexon’s ownership structure. Under the voting share mechanism, all BSC Parties are entitled to a vote on various matters.
Current Shareholders as of 1 October 2024
- British Gas Trading Limited (company number 03078711)
- Drax Power Limited (company number 04883589)
- Drax Energy Solutions Limited (company number 05893966)
- EDF Energy Customers Limited (company number 02228297)
- E.ON UK Energy Markets Limited (company number 09884706)
- Ovo Electricity Limited (company number 06858121)
- Octopus Energy Limited(company number 09263424)
- Orsted Power (UK) Limited (company number 04984787)
- RWE Generation UK Plc (company number 03892782)
- ScottishPower Renewables (UK) Limited (company number NI028425)
- SSE Energy Supply Limited (company number 03757502)
- TotalEnergies Gas and Power Limited (company number 02172239)
- Uniper UK Limited (company number 02796628)
Contact information
Elexon’s company secretariat
020 7380 4100
[email protected]