JUNE 23, 2021 ANNUAL GENERAL MEETING

In the current health context and in accordance with the provisions of Ordinance n° 2020-1497 of December 2, 2020 extending and amending Ordinance n°2020-321 of March 25, 2020 adapting the rules for ùeetings and deliberations of the assemblies and governing bodies of legal persons and entities without legal personality under private law due to the covid-19 pandemic, Carbios shareholders are hereby notified of the holding of an Annual Ordinary and Extraordinary General Meeting on June 23, 2021 at 9:00am CET, at Hall 32, 32 rue du Clos Four, 63100 Clermont-Ferrand, France (Contrary to what was indicated in the notice of meeting published in the Bulletin des Annonces Légales Obligatoires n°60 of May, 19, 2021)

WARNING: COVID-19

Due to the exceptional situation of the coronavirus pandemic, the organizational arrangements for the Shareholders’ Meeting may change depending on health and/or legal requirements. Consequently, shareholders are invited to regularly consult the section dedicated to the Annual Ordinary and Extraordinary Shareholders’ Meeting 2021 on the Company’s website: https://www.carbios.com/en/participate-to-the-general-assembly/.

In all cases, as a precautionary measure, we invite you now to anticipate and favor participation in the Shareholders’ Meeting by the means of voting by mail or by proxy made available to you. The precise procedures for voting by mail or by proxy are described below.

The Shareholder’s Meeting is a time for listening and dialogue between the Company and its shareholders. It offers the opportunity to review the highlights and the strategy implemented during the past year. It also gives the opportunity to all shareholders to take part in the important decisions concerning CARBIOS by expressing themselves through the resolutions submitted to the shareholders’ vote.

Shareholders may take part in this Shareholders’ Meeting regardless of the number of shares they own, notwithstanding any provisions to the contrary in the Bylaws.

Shareholders may attend the Shareholders’ Meeting:

  • either by participating physically;
  • or by voting by post;
  • or by being represented by giving a proxy to the Chairman;
  • or by being represented by giving a proxy to any other person of their choice (Articles L.225-106 and L.22-10-39 of the French Commercial Code).

In accordance with Article R.22-10-28 of the French Commercial Code, shareholders may attend the Shareholders’ Meeting who can prove:

  • in the case of registered shares: registration of said shares in the Company’s registered securities accounts on Monday, June 21, 2021 at midnight, Paris time;
  • in the case of bearer shares: registration of said shares (where applicable in the name of the intermediary registered on behalf of the shareholder concerned under the legal and regulatory conditions) in the bearer share accounts held by their authorized intermediary on Monday, June 21, 2021 at midnight, Paris time. The authorized intermediaries will issue a shareholding certificate, attached to the admission card, to the postal voting or proxy form drawn up in the name of the shareholder or on behalf of the shareholder represented by the registered intermediary.

Only shareholders who prove that they are in this capacity on Monday, June 21, 2021 at midnight, Paris time, under the conditions set out above, may participate in this Shareholders’ Meeting.

Method of participation in the Meeting

If they do not attend this meeting in person, shareholders may choose to vote by correspondence or proxy with or without indication of proxy.

Voting by correspondence or by proxy by post or electronically

Any shareholder (registered or bearer) wishing to vote by correspondence or by proxy may request a postal or proxy voting form, by letter addressed to CARBIOS, at the following address: 11 rue Patrick Depailler, 63000 Clermont-Ferrand, or by email at the following address: AG@carbios.com at the latest six days before the Shareholders’ Meeting. The postal voting or proxy form will also be available on the Company’s website: https://www.carbios.com/assemblees-generales/.

Shareholders will return their postal or proxy voting forms so that the Company can receive them no later than three days before the date of the Shareholders’ Meeting, i.e. no later than midnight on Friday, June 18, 2021, Paris time:

  • if their shares are registered in registered form: return the form directly to CARBIOS-To the attention of Quentin RUELLE, at the following address: 11 rue Patrick Depaillier, 63000 Clermont-Ferrand, or by email to the following address: AG@carbios.com;
  • if their shares are registered in bearer form: return the form to the account holder who manages it, which will provide a shareholding certificate and send it to CARBIOS. Quentin RUELLE, at the following address: 11 rue Patrick Depaillier, 63000 Clermont-Ferrand, or by email at the following address: AG@carbios.com.

It is specified that no form received after this deadline will be taken into account.

Appointment/revocation of mandates with indication of proxy by electronic means

Shareholders may give a proxy or revoke a proxy, with indication of proxy electronically in accordance with the provisions of Article R. 225-79 of the French Commercial Code, as follows:

  • if their shares are registered in registered form: by sending an email to the following email address: AG@carbios.com. This email must include as an attachment a scanned copy of the proxy voting form specifying the full name, address and bank details of the shareholder as well as the surname, first name and address of the appointed or revoked proxy;
  • if their shares are registered in bearer form: by asking the financial intermediary who manages the securities account to send a written confirmation of this appointment or revocation of a proxy to the following address: CARBIOS – To the attention of Quentin RUELLE-11 rue Patrick Depailleur, 63000 Clermont-Ferrand, or by email at the following address: AG@carbios.com.

Pursuant to the provisions of article 6 of decree no. 2020-418 of April 10, 2020 adapting the rules of meetings and deliberation of meetings and management bodies of legal persons and private law entities without legal personality due to the Covid-19 epidemic, as extended by decree no. 2021-255 of March 9, 2021, proxy forms indicating proxy transmitted electronically must be sent at the latest on the fourth day preceding the date of the Shareholders’ Meeting, i.e. by Saturday, June 19, 2021.

In this respect, in accordance with article 6 of decree no. 2020-418 of April 10, 2020, as extended by decree no. 2021-255 of March 9, 2021, the proxy must send his/her instructions for the exercise of the mandates which he/she holds to the Company, by e-mail to the following address: AG@carbios.com in the form of the postal voting form (indicated in Article R. 225-76 of the French Commercial Code), no later than the fourth day preceding the date of the Shareholders’ Meeting, i.e. no later than Saturday, June 19, 2021.