Resolutions 7 and 8: Appointment of auditors and determination of auditors remuneration
At each general meeting at which the Companys statutory annual accounts and reports 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 Companys auditors. Accordingly, Resolution 7 is an ordinary resolution to
re-appoint KPMG LLP, an English registered limited liability partnership, as the Companys statutory auditor in the UK to serve until the next AGM of the Company.
Resolution 8 is an ordinary resolution giving the Companys Audit Committee authority to determine the auditors remuneration for the fiscal year
ending 31 December 2023.
The Board of Directors recommend a vote for the approval of Resolutions 7 and 8.
Resolution 9: Receipt of the reports and accounts
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 Companys shareholders. Each report and the audited financial statements of the Company are contained in the Companys 2022 Annual Report. In accordance with best practice, the Company proposes an
ordinary resolution to receive the 2022 Annual Report.
The 2022 Annual Report may be found in the Investor Relations section of the Company
website at: https://ir.achillestx.com/agm2023.
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 2022 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 Companys directors in the relevant financial year, as well as how the
Companys remuneration policy will be applied in the following financial year.
The full text of the Companys remuneration report is set out on
pages 13 to 14 of the 2022 Annual Report and sets out the Companys 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.