Shell plc - Outcome of audit tender process

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Rhea-AI Summary

Shell plc (SHEL) announced that, after a competitive audit tender led by its Audit and Risk Committee, the Board has approved the proposed appointment of PricewaterhouseCoopers LLP (PwC) as external auditor effective for the financial year ending 31 December 2027, subject to shareholder approval at the 2027 Annual General Meeting.

Ernst & Young (EY) will remain external auditor for the financial year ending 31 December 2026, subject to shareholder approval at the 2026 Annual General Meeting. The tender outcome was communicated to participants on 5 February 2026. Further details will appear in the 2025 Annual Report and Form 20-F.

Positive

Board approved proposed appointment of PwC effective FY2027
Audit tender led by Audit and Risk Committee following competitive process
EY issued unqualified reports on consolidated financial statements for two years

Negative

PwC appointment is subject to shareholder approval at 2027 AGM
Auditor transition may introduce short-term audit continuity and implementation risk

Argus Feb 6 session

+0.88% close to close Open Argus

Details

News Market Reaction – SHEL

On Feb 6, the day this news came out, SHEL closed 0.88% above the previous close.

Data tracked by StockTitan Argus for the Feb 6 session.

Key Figures

New auditor effective year: Financial year ending December 31, 2027 Current auditor final year: Financial year ending 31 December 2026 Tender start: Beginning of Q4 2025 +4 more

New auditor effective year: Financial year ending December 31, 2027; PwC to become external auditor from this financial year, subject to approval
Current auditor final year: Financial year ending 31 December 2026; EY to remain external auditor through this financial year, subject to approval
Tender start: Beginning of Q4 2025; Competitive audit tender process initiated at this time
Auditor decision date: February 5, 2026; Audit tender participants informed of outcome on this date
Look-back period: Past two years; Period over which only unqualified reports were issued by EY
2027 AGM: 2027 Annual General Meeting; Shareholder vote on PwC appointment scheduled for this meeting
2026 AGM: 2026 Annual General Meeting; Shareholder vote on EY’s 2026 appointment scheduled for this meeting

Historical Context

5 past events · Latest: Jan 30

5 events

Jan 30
Share buy-back update

24h Move

-0.6%

Disclosed repurchase and cancellation of 1,361,056 shares under buy-back programme.
Jan 30
Capital structure update

24h Move

-0.6%

Updated total voting rights with 5,687,196,643 ordinary shares outstanding.
Jan 29
Share buy-back update

24h Move

+2.2%

Reported purchase and cancellation of 1,351,003 shares across LSE and XAMS.
Jan 28
Share buy-back update

24h Move

+0.5%

Announced 1,080,959 shares purchased and cancelled as part of programme.
Jan 26
Share buy-back update

24h Move

-0.7%

Detailed 1,313,901 shares bought for cancellation on LSE and XAMS.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

audit tender, external auditor, unqualified reports, internal control over financial reporting

4 terms

audit tender financial

"announces that, following the conclusion of a competitive audit tender process initiated"

An audit tender is the formal process where a company asks accounting firms to submit proposals to serve as its external auditor, specifying the scope, timing and price of the audit work. Investors pay attention because selecting or changing an auditor can affect the thoroughness and independence of financial checks, influence audit costs and continuity, and signal how seriously management treats financial oversight—much like a homeowner comparing contractors to ensure trustworthy work at a fair price.

external auditor financial

"PwC as its external auditor to take effect from, and including, the financial year"

An external auditor is an independent, third-party professional who reviews a company’s financial records and reports to confirm they are accurate and follow the rules. Like a home inspector checking a house before you buy, an external auditor gives investors assurance that the numbers reflect reality, which affects trust, the perceived risk of the company, and therefore investment decisions and value.

unqualified reports financial

"During the past two years, only unqualified reports on the Company’s consolidated financial"

Unqualified reports are formal assessments—most often audit opinions—stating that a company’s financial statements are accurate and free of major errors or omissions. For investors, an unqualified report is like a trusted inspector saying the numbers are reliable, which reduces uncertainty about the company’s financial health and lowers the risk that hidden problems will erode value or trigger regulatory trouble.

internal control over financial reporting financial

"or effectiveness of internal control over financial reporting were issued by EY and there"

Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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02/06/2026 - 05:01 AM EST

Shell plc

Outcome of audit tender process

February 6, 2026

Shell plc (the Company) announces that, following the conclusion of a competitive audit tender process initiated at the beginning of Q4 2025 and led by the Audit and Risk Committee, the Board has approved the proposed appointment of Pricewaterhouse Coopers LLP ("PwC") as its external auditor to take effect from, and including, the financial year ending December 31, 2027. The appointment is subject to shareholder approval at the Company’s 2027 Annual General Meeting.

EY will continue in its role as external auditor for the financial year ending 31 December 2026, subject to shareholder approval at the Company’s 2026 Annual General Meeting.

Notes to editors

During the past two years, only unqualified reports on the Company’s consolidated financial statements or effectiveness of internal control over financial reporting were issued by EY and there were no disagreements with EY related to accounting matters, financial statement disclosure, or their audit.
The audit tender participants were informed of the tender outcome on February 5, 2026. Further details of the audit tender process will be provided in the Company's 2025 Annual Report and Accounts and Form 20-F.

Enquiries

Shell Media Relations

International, UK, European Press: +44 (0)20 7934 5550

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Who will be Shell plc's external auditor for the financial year ending 31 December 2027 (SHEL)?

PwC has been approved by the Board as the proposed external auditor for FY2027. According to the company, the appointment is subject to shareholder approval at the 2027 Annual General Meeting and follows a competitive tender process led by the Audit and Risk Committee.

Will EY remain Shell plc's auditor for the financial year ending 31 December 2026 (SHEL)?

Yes, EY will continue as external auditor for FY2026 pending shareholder approval. According to the company, EY remains in place subject to approval at the 2026 Annual General Meeting and has issued unqualified reports in the past two years.

When was the audit tender outcome communicated to participants in the Shell plc (SHEL) process?

The audit tender participants were informed on 5 February 2026. According to the company, that communication followed a competitive tender initiated at the start of Q4 2025 and led by the Audit and Risk Committee.

Where will Shell plc disclose further details of the 2025 audit tender and appointment (SHEL)?

Further details will be included in Shell's 2025 Annual Report and Form 20-F. According to the company, the full tender process and relevant information will be published in those regulatory filings.

Does the Shell plc (SHEL) announcement indicate any disagreements with EY during recent audits?

No disagreements with EY were reported in the announcement. According to the company, EY issued only unqualified reports on consolidated financial statements and on internal control effectiveness during the past two years.

Shell plc - Outcome of audit tender process