NOTICE CONVENING THE EXTRAORDINARY GENERAL MEETING OF COSMO PHARMACEUTICALS N.V. ("COSMO")

Dear Shareholder,

On behalf of the board of directors of COSMO (the "Board of Directors"), we kindly invite you to the extraordinary general meeting of COSMO (the "EGM"), to be held on Friday 5 July 2024, at 12:00 CEST, at Strawinskyhuis, Prinses Amaliaplein 3, 1077 XS Amsterdam, the Netherlands. The EGM shall be held in English. The EGM is convened to discuss and decide on the following agenda items:

AGENDA

  1. Opening of the meeting.
  2. Report of the Board of Directors on the course of business of COSMO and the conduct of its affairs during the financial year ended 31 December 2023 ("FY 2023") (discussion item).
  3. Proposal to adopt the annual accounts of FY 2023 (voting item).
  4. Appropriation of the result of FY 2023 (voting item).
  5. Proposal to adopt the proposed resolution of the Board of Directors to declare a distribution out of COSMO's freely distributable reserves (voting item).
  6. Proposal to adopt the Company's remuneration policy (voting item).
  7. Proposal to grant ordinary shares and/or the right to subscribe for ordinary shares to the members of the Board of Directors (voting item).
  8. Proposal to grant discharge to the (former) members of the Board of Directors (voting item).
  9. Closing of the meeting.

The procedures for attendance, registration, representation and voting at the EGM on 5 July 2024 are described below and should be read in conjunction with the convening notice.

1. EGM DOCUMENTATION

The following EGM documentation is available on the website of COSMO, (www.cosmopharma.com):

  • this convening notice of the EGM, including the agenda;
  • the explanatory notes to the agenda of the EGM;
  • COSMO's Annual Report 2023 (including the FY 2023 annual accounts and the independent auditor's report);
  • the propose updated remuneration policy; and
  • the proxy form.

This documentation is also available (free of charge) at the offices of COSMO at Riverside II,

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Sir John Rogerson's Quay, Dublin 2, Ireland.

2. QUESTIONS RELATING TO EGM AGENDA ITEMS

We are pleased to receive any questions you may have related to any of the agenda items prior to the EGM. You are therefore invited to submit such questions in the English language by e-mail to generalmeeting@cosmopharma.com. Questions must be delivered to COSMO by email to, in any case received no later than 1 July 2024, 11:59 AM CEST. The Board of Directors shall try to answer these questions during the EGM. Further questions can be asked during the EGM in the physical meeting. The chairperson of the EGM may determine that, in the interest of the order of business of the meeting, it cannot reasonably be required to answer one or more specific further questions in light of the circumstances at the time of the EGM. The answers to the questions shall be included in the minutes of the EGM, which will be published on the website of COSMO (www.cosmopharma.com) as soon as possible after the EGM.

3. RECORD DATE

The Board of Directors has determined that for this EGM, the persons entitled to attend, speak and, if applicable vote, either in person or by written proxy, are those persons who, on 7 June 2024, after close of trading on the SIX Swiss Exchange (the "Record Date"), are registered in the register of COSMO held by Euroclear Netherlands or the relevant intermediary on the Record Date.

4. ATTENDANCE EGM

Only persons who are registered with their bank as holder of ordinary shares of COSMO or entitled to vote on ordinary shares of COSMO as of the Record Date, which can be evidenced by each person by requesting their bank to provide them with a duly filled out and signed copy of a bank holding certificate (a "Bank Holding Certificate"), are entitled to attend, speak and, if applicable, vote at the EGM either in person or by written proxy. Such persons should request their bank to provide them with a duly filled out and signed copy of a Bank Holding Certificate showing their entitlement as of the Record Date. Such persons must prior to 11:59 AM (CEST) 1 July 2024 give notice to COSMO of their intention to attend the EGM, together with proof of their entitlement as of the Record Date. This notice (together with the Bank Holding Certificate) must be executed and delivered to COSMO by mail and in any case received no later than 1 July 2024, 11:59 AM CEST.

5. REGISTRATION AND IDENTIFICATION

Registration for admission to the EGM will take place at the registration desk at the meeting venue between 11:00 AM CEST and the commencement of the EGM on Friday 5 July 2024. It is not possible to register after this time. Attendees will be asked to produce proof of identity (together with the Bank Holding Certificate and, if applicable, a written proxy and, in case of a legal persons/entity, evidence of the authority of the person) and may be declined access in case such proof is not produced.

6. REPRESENTATION BY PROXY

If you are a shareholder or person with meeting rights on the Record Date and you do not wish or are unable to attend the EGM in person, you have the right to grant a proxy to a third person. In that case, the proxy holder will be entitled to attend and, if applicable, vote at the EGM on your behalf. The proxy form is available at the offices of COSMO at Riverside II, Sir John Rogerson's Quay, Dublin 2, Ireland, and also on the website of COSMO (www.cosmopharma.com). The duly completed and signed written proxy (together with the

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Bank Holding Certificate and, in case of a legal persons/entity, evidence of the authority of the person) must be executed and delivered to COSMO by mail or email and in any case received no later than 1 July 2024 11:59 AM CEST.1

On the date of this notice 17,543,522 ordinary shares in the capital of the Company are issued, out of which 1,444,552 are held by the Company. No preference shares are issued in the Company's capital.

6 June 2024

COSMO Pharmaceuticals N.V.

Board of Directors

1 Standard mail to COSMO Pharmaceuticals N.V., Riverside II, Sir John Rogerson's Quay, Dublin 2, Ireland, attention Mr. Niall Donnelly or email (generalmeeting@cosmopharma.com).

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Cosmo Pharmaceuticals NV published this content on 06 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 June 2024 05:41:01 UTC.