Good morning, and welcome to the annual meeting of shareholders of enGene Therapeutics Inc. My name is Ronald Cooper, and I'm the Chief Executive Officer, President, and the Director of the company. As this meeting is being held virtually via webcast, we would like to set a few operational rules for the orderly conduct of the meeting. One, for the purposes of the meeting, voting on all matters will be conducted by electronic ballot through the Broadridge virtual meeting platform. Only registered shareholders and duly appointed proxy holders who have properly logged in with their control number will be able to vote on each business item. Beneficial shareholders would have needed to register in advance to receive a control number. Once the voting is confirmed, click the vote here button on the right-hand side.
To vote, simply select your voting direction from the options shown on the screen and click submit. A confirmation message will appear to show your vote has been received. If you have additional control numbers to vote, you will need to log into the platform using each control number and follow the procedures I've just outlined. You may vote on the items and change your vote at any time until the polls are closed. The votes you have submitted on each polling item at the time the poll closes will be recorded. Totals in favor or against or withheld, as the case may be, for each resolution will be tallied by the scrutineer once the voting is completed. We remind you that registered shareholders that have already voted by proxy do not need to vote again unless they wish to change their vote.
Any votes cast by poll during the meeting will supersede any votes previously submitted by proxy. Therefore, we recommend that shareholders who have already voted by proxy do not vote on polls taken during the meeting. Two, I will report preliminary voting results on all motions at the end of the meeting, and final voting results will be filed on SEDAR+ and EDGAR following the meeting. Three, questions or objections in respect of a motion can be submitted by any registered shareholder or duly appointed proxy holder using the ask a question field and clicking submit. Throughout the meeting, we will pause and provide you with the time to ask questions using the ask a question field. Although questions can be submitted throughout the meeting, they will be addressed at the appropriate time during the meeting. We ask that you keep questions short and to the point.
For each question we answer, we will read the question and provide an oral response. Any questions which were already answered or that, in my discretion, are deemed redundant, repetitive, or inappropriate will not be answered. It's now shortly after 8:30 A.M. Eastern Standard Time on June 9th, 2026. At this time, I call the meeting to order. In accordance with the articles of the company, I will preside as Chair of the meeting. I will ask Lee Giguere, Chief Legal Officer and Corporate Secretary of the company, to act as secretary for this meeting. The company's transfer agent is Continental Stock Transfer & Trust Company, and this meeting is being hosted by Broadridge Financial Solutions, Inc. I will ask Alicia Mohammed of Broadridge to act as scrutineer of this meeting. I would now like to introduce the other company representatives in attendance.
In addition to myself, all board members are in attendance. The representative, our independent auditor, KPMG LLP, in attendance is Marc Plamondon. The representatives will have an opportunity to make a statement if they wish to do so and will also be available to respond to appropriate questions. Also in attendance are Anthony Cheung and Ryan Daws, which are members of management. Would the secretary please assure us that the annual general meeting has been properly called and that the notice of the meeting has been sent to all shareholders of the company entitled to vote at the meeting?
I have before me a copy of the notice calling the meeting and an affidavit of mailing from Broadridge as evidence of the sending of the notice to all of the company shareholders on May 19th, 2026, in accordance with the Business Corporations Act of British Columbia and the articles of the company. A copy of the notice of meeting and affidavit of mailing will be filed with the minutes of the meeting. Mr. Chair, this annual general meeting has been properly called.
With consent of the meeting, the reading of the notice of the meeting will be dispensed with. I will pause for 10 seconds to allow for an objection or questions to be submitted via the ask a question field. The quorum for the transaction of business at a meeting of shareholders is at least two persons who are or who represent by proxy shareholders who, in the aggregate, hold at least 33 1/3% of the issued shares entitled to be voted at the meeting. I am advised that according to the preliminary report of the scrutineer, a quorum is present. The final scrutineer's report will be included with the minutes of the meeting. As proper notice has been given and a quorum is present, I now declare this meeting is regularly called and properly constituted for the transaction of business.
For efficiency, we will open all polls on the matters to be voted on at the beginning of the meeting, and we'll close these polls after the last matter has been dealt with. Again, we recommend that shareholders who have already voted by proxy do not vote on the polls taken during the meeting. We'll now turn to the business of today's meeting. I declare the polls now open. The first item of business is the presentation of the audited financial statements of the company for the fiscal year ended October 31st, 2025, together with the auditor's report thereon. Electronic copies of the annual financial statements and auditor’s report thereon are available on SEDAR+ and EDGAR, and from the company upon request. Unless there’s an objection, I will dispense with the reading of the auditor’s report to the meeting.
The next item of business is Proposal 1: the election of four directors to serve as directors until the 2029 annual meeting of shareholders in accordance with the company’s staggered board provisions. I note that the board’s recommendation is to vote for each management nominee. The names of the proposed nominees for election to the board of directors are set out in the proxy statement dated May 8th, 2026. Each such nominee has previously consented to act as a director of the company. The company secretary has informed me that no further nomination of directors were made in accordance with the company’s advance notice policy contained in the articles. Accordingly, I declare the nominations be closed.
I now ask for a motion that the following management nominees, Philip Astley-Sparke, Ronald H.W. Cooper, Dr. William Grossman, and Michael Heffernan, each be elected as directors of the company to hold office until the 2029 annual meeting of the company, or until their successors are elected or appointed, subject to the provisions of the company’s articles and the Business Corporations Act of British Columbia.
Moved.
At this time, we’ll pause for questions. I would ask the secretary to please advise if any questions have been received.
Mr. Chair, I can confirm that we have not received any questions specifically on this item of business.
Thank you. Please proceed by way of online poll on this motion. The next item of business is Proposal 2: the appointment of auditors of the company. It is proposed that the company appoint KPMG LLP as auditors of the company. I note the board has recommended that you vote for the motion to appoint KPMG LLP as auditors of the company. Accordingly, I ask for a motion that KPMG LLP be appointed as auditors until the next annual meeting of the shareholders, and that the remuneration of the auditors be determined by the company’s board of directors.
So moved.
At this time, we’ll pause for any questions. I would ask the secretary to please advise of any questions received on this item of business.
Mr. Chair, I can confirm that we have not received any questions specifically on this item of business.
Thank you. Please proceed by way of online poll on this motion. We’ll now proceed to the process of completing the voting on the items of business of the meeting. For those of you who have not voted on all the items of business or who wish to change their previously submitted vote, please do so now. If you have previously submitted a completed proxy by mail, telephone, or internet, you will have voted in respect of the formal business of this meeting and it is not necessary to vote again by online ballot. We will now take a short break to allow shareholders to complete the voting on all items of business. Now that all shareholders have had the opportunity to vote, I declare the polls for this meeting closed as of 8:39 A.M. Eastern Time.
I will pause for a moment while the preliminary voting results are being tabulated by the scrutineer. Thank you. That concludes voting at today’s meeting. The scrutineer has now reported that all matters put to a ballot of this meeting have been passed with the requisite shareholder support. I declare that each of the four directors nominated is hereby elected to serve as a director of the company to hold office until the 2029 annual general meeting of shareholders, or until his or her successor is fully elected and qualified, subject to earlier resignation or removal. I declare the motion on the appointment of the company’s auditor and the authorization of directors to approve the remuneration be paid to the auditor to be passed. A report disclosing the voting results in respect of each applicable item of business will be filed on SEDAR+ and EDGAR promptly following the meeting.
That concludes the formal business brought before the meeting. Is there any further business that may be properly brought before the meeting? There are no further business, and unless there is any objection from those in attendance at the meeting, I shall now declare the meeting terminated.
This concludes today’s meeting. We thank you for joining. You may now disconnect.