
Resolutions 7 and 8: Appointment of auditors and determination of auditors’ remuneration
At each general meeting at which the accounts are laid before shareholders, the Company is required to appoint auditors to serve until the next such general meeting. KPMG LLP has indicated its willingness to continue to act as the Company’s auditors. Accordingly, Resolution 7 is an ordinary resolution to re-appoint KPMG LLP, an English registered limited liability partnership, as the Company’s statutory auditor in the UK to serve until the next AGM of the Company.
Resolution 8 is an ordinary resolution giving the Company’s Audit Committee authority to determine the auditors’ remuneration for the fiscal year ending 31 December 2024.
The Board of Directors recommend a vote for the approval of Resolutions 7 and 8.
Resolution 9: Receipt of the reports and accounts
The Companies Act 2006 (the “CA 2006”) requires the directors of a public company to lay, in respect of each financial year, copies of the directors’ reports, the independent auditors’ report and the audited financial statements of the Company before the Company’s shareholders. Each report and the audited financial statements of the Company are contained in the 2023 Annual Report. In accordance with best practice, the Company proposes an ordinary resolution to receive the 2023 Annual Report.
The 2023 Annual Report may be found in the “Investors & Media” section of the Company website at: https://ir.achillestx.com/AGM2024
The Board of Directors recommend a vote for the approval of Resolution 9.
Resolution 10: UK statutory directors’ annual report on remuneration
The CA 2006 requires that the annual report on directors’ remuneration, contained within the 2023 Annual Report, be subject to an annual advisory, non-binding vote so that shareholders may indicate, by voting on an ordinary resolution, their approval of the remuneration of the Company’s directors in the relevant financial year, as well as how the Company’s remuneration policy will be applied in the following financial year.
The full text of the Company’s remuneration report is set out at pages 13 to 33 of the 2023 Annual Report and sets out the Company’s policy towards, and gives details of, Directors’ remuneration and other relevant information.
This vote is advisory and non-binding. Although non-binding, our Board, and the Remuneration Committee of the Board, will review and consider the voting results when making future decisions regarding our director remuneration program and the application of our Directors’ Remuneration Policy. Following the upcoming AGM, and as required by the CA 2006, the directors’ annual report on remuneration will be delivered to the UK Registrar of Companies.
The Board of Directors recommend a vote for the approval, on a non-binding, advisory basis, of Resolution 10.
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