Policy for Pre-Approval of Audit and Permitted Non-Audit Services
The Audit Committee of the Board has adopted policies and procedures providing for the pre-approval of audit and non-audit services performed by the Company’s independent registered public accounting firm. Pre-approval may be given as part of the Audit Committee’s approval on the engagement of the independent auditor or on an individual case-by-case basis before the independent auditor is engaged to provide each service. The pre-approval of services may be delegated to the Audit Committee chairman up to $25,000, but the decision is subsequently reported to the Audit Committee.
Auditor Fees and Services
The following table shows fees for the audit and other services provided by Deloitte & Touche LLP for 2024 and 2023.
| | | | | | | | |
| Audit Fees(1) | | | $1,491,500 | | | $1,522,650 | |
| Audit-Related Fees | | | $— | | | $— | |
| Tax Fees | | | $— | | | $— | |
| Total | | | $1,491,500 | | | $1,522,650 | |
| | | | | | | | |
(1)
| Audit fees includes amounts related to professional services provided in connection with the audits of the Company’s annual financial statements, including the audit of the Company’s internal control over financial reporting, reviews of the Company’s quarterly financial statements and audit services provided in connection with other regulatory filings. |
Our management does not know of any other matters to come before the 2025 Annual Meeting. However, if any other matters come before the Annual Meeting, it is the intention of the persons designated as proxies to vote in accordance with their judgment on such matters.
SHAREHOLDER PROPOSALS FOR THE 2026 ANNUAL MEETING
Proposals for the Company’s Proxy Material
Any Company shareholder who wishes to submit a proposal to be included in the Proxy Material for the Company’s 2025 Annual Meeting of Shareholders must submit such proposal to the Company at its office at 495 Commerce Drive, Amherst, New York 14228, Attention: Secretary, no later than December 1, 2025, in order to be considered for inclusion, if appropriate, in the Company’s proxy statement and form of proxy relating to its 2026 Annual Meeting of Shareholders.
Proposals to be Introduced at the Annual Meeting but not Intended to be Included in the Company’s Proxy Material
For any shareholder proposal to be presented in connection with the 2026 Annual Meeting of Shareholders, including any proposal relating to the nomination of a director to be elected to the Board of Directors of the Company, a shareholder must give timely written notice thereof in writing to the Secretary of the Company in compliance with the advance notice and eligibility requirements contained in the Company’s Bylaws. To be timely, a shareholder’s notice must be delivered to the Secretary at the principal executive offices of the Company not less than 60 days and not more than 90 days prior to the first anniversary of the preceding year’s annual meeting; provided, however, that in the event the date of the annual meeting has been changed by more than 30 days from the date contemplated at the time of the previous year’s proxy statement, notice by the shareholder to be timely must be so received at a reasonable time before the solicitation is made. The notice must contain specified information about each nominee or the proposed business and the shareholder making the nomination or proposal.
Based upon a meeting date of May 7, 2025 for the 2025 Annual Meeting of Shareholders, a qualified shareholder intending to introduce a proposal or nominate a director at the 2026 Annual Meeting of Shareholders should give written notice to the Company’s Secretary not later than March 3, 2026 and not earlier than February 1, 2026.
The specific requirements of these advance notice and eligibility provisions are set forth in Article II of the Company’s Bylaws, a copy of which is available upon request.
Such requests and any shareholder proposals should be sent to the Secretary of the Company at Allient Inc., 495 Commerce Drive, Amherst, New York 14228.
