BOTANIX PHARMACEUTICALS LTD — Proxy Solicitation & Information Statement 2020

May 21, 2020

==> picture [166 x 74] intentionally omitted <==

21 May 2020

Dear Shareholder

General Meeting – Notice and Proxy Form

Notice is hereby given that a General Meeting ( Meeting ) of Shareholders of Botanix Pharmaceuticals Limited (ABN 70 009 109 755) ( Company ) will be held at the Duxton Hotel, 1 St Georges Terrace, Perth, Western Australia 6000 on Wednesday, 24 June 2020 at 9.00 am (AWST).

The Board has made the decision that it will hold a physical Meeting with the appropriate social gathering and physical distancing measures in place to comply with the Federal Government’s and State Government’s current restrictions for physical gatherings.

In accordance with subsection 5(f) of the Corporations (Coronavirus Economic Response) Determination (No. 1) 2020, the Company will not be dispatching physical copies of the Notice of Meeting ( NoM ). Instead, a copy of the NoM is available under ASX ANNOUNCEMENTS at https://www.botanixpharma.com/investors/.

As you have not elected to receive notices by email, a copy of your personalised proxy form is enclosed for your convenience. Please complete and return the attached proxy form to the Company’s share registry, Automic Group Pty Ltd by:

post to: Automic GPO Box 5193 Sydney NSW 2001 or email to: meetings@automicgroup.com.au

Proxy votes may also be lodged online using the following link https://investor.automic.com.au/#/loginsah.

Your proxy voting instruction must be received by 9.00 am (AWST) on Monday, 22 June 2020, being not less than 48 hours before the commencement of the Meeting. Any proxy voting instructions received after that time will not be valid for the Meeting.

Circumstances relating to COVID-19 are changing rapidly. The Company will update shareholders if changing circumstances will impact planning or the arrangements for the Meeting by way of announcement on ASX and the details will also be made available on our website at www.botanixpharma.com.

The NoM is important and should be read in its entirety. If you are in doubt as to the course of action you should follow, you should consult your financial adviser, lawyer, accountant or other professional adviser. If you have any difficulties obtaining a copy of the Notice of Meeting please contact the Company’s share registry, Automic Group Pty Ltd on, 1300 288 664 (within Australia) or +61 2 9698 5414 (overseas).

Yours sincerely

==> picture [101 x 33] intentionally omitted <==

Simon Robertson Company Secretary

Botanix Pharmaceuticals Limited ACN 009 109 755 Level 1, 50 Angove Street, North Perth, WA 6006

==> picture [511 x 203] intentionally omitted <==

----- Start of picture text ----- [ReplaceNoImages]----- End of picture text -----

BOT

==> picture [190 x 11] intentionally omitted <==

==> picture [37 x 11] intentionally omitted <==

==> picture [25 x 11] intentionally omitted <==

==> picture [17 x 11] intentionally omitted <==

==> picture [28 x 11] intentionally omitted <==

==> picture [99 x 11] intentionally omitted <==

==> picture [48 x 11] intentionally omitted <==

==> picture [497 x 12] intentionally omitted <==

✓ ✓ ✓

==> picture [20 x 12] intentionally omitted <==

==> picture [135 x 11] intentionally omitted <==

└

==> picture [26 x 58] intentionally omitted <==

==> picture [19 x 35] intentionally omitted <==

==> picture [19 x 40] intentionally omitted <==

==> picture [26 x 68] intentionally omitted <==

==> picture [135 x 13] intentionally omitted <==

==> picture [113 x 13] intentionally omitted <==

==> picture [13 x 13] intentionally omitted <==

==> picture [45 x 11] intentionally omitted <==

==> picture [94 x 57] intentionally omitted <==

==> picture [133 x 57] intentionally omitted <==

==> picture [17 x 17] intentionally omitted <==

==> picture [56 x 11] intentionally omitted <==

==> picture [34 x 11] intentionally omitted <==

==> picture [15 x 15] intentionally omitted <==

==> picture [33 x 11] intentionally omitted <==

==> picture [93 x 10] intentionally omitted <==

==> picture [5 x 10] intentionally omitted <==

==> picture [100 x 11] intentionally omitted <==

==> picture [402 x 15] intentionally omitted <==

==> picture [141 x 11] intentionally omitted <==

==> picture [120 x 11] intentionally omitted <==

==> picture [96 x 11] intentionally omitted <==

==> picture [58 x 11] intentionally omitted <==

==> picture [34 x 11] intentionally omitted <==

==> picture [7 x 11] intentionally omitted <==

==> picture [37 x 12] intentionally omitted <==

==> picture [46 x 12] intentionally omitted <==

==> picture [262 x 12] intentionally omitted <==

==> picture [182 x 11] intentionally omitted <==

==> picture [310 x 11] intentionally omitted <==

==> picture [22 x 11] intentionally omitted <==

==> picture [102 x 11] intentionally omitted <==

==> picture [104 x 11] intentionally omitted <==

==> picture [190 x 11] intentionally omitted <==

==> picture [80 x 11] intentionally omitted <==

==> picture [463 x 11] intentionally omitted <==

==> picture [196 x 12] intentionally omitted <==

==> picture [234 x 12] intentionally omitted <==

==> picture [312 x 11] intentionally omitted <==

==> picture [110 x 11] intentionally omitted <==

==> picture [161 x 11] intentionally omitted <==

==> picture [331 x 11] intentionally omitted <==

==> picture [121 x 12] intentionally omitted <==

==> picture [408 x 11] intentionally omitted <==

==> picture [164 x 11] intentionally omitted <==

==> picture [328 x 11] intentionally omitted <==

==> picture [233 x 12] intentionally omitted <==

==> picture [45 x 12] intentionally omitted <==

==> picture [207 x 12] intentionally omitted <==

==> picture [154 x 11] intentionally omitted <==

==> picture [32 x 11] intentionally omitted <==

==> picture [278 x 11] intentionally omitted <==

==> picture [32 x 201] intentionally omitted <==

==> picture [206 x 11] intentionally omitted <==

==> picture [20 x 113] intentionally omitted <==

==> picture [26 x 72] intentionally omitted <==

==> picture [20 x 36] intentionally omitted <==

==> picture [20 x 54] intentionally omitted <==

==> picture [26 x 72] intentionally omitted <==

==> picture [53 x 12] intentionally omitted <==

==> picture [19 x 12] intentionally omitted <==

==> picture [35 x 12] intentionally omitted <==

==> picture [30 x 12] intentionally omitted <==

==> picture [9 x 13] intentionally omitted <==

==> picture [25 x 12] intentionally omitted <==

==> picture [199 x 12] intentionally omitted <==

==> picture [100 x 133] intentionally omitted <==

==> picture [112 x 11] intentionally omitted <==

==> picture [58 x 11] intentionally omitted <==

==> picture [63 x 11] intentionally omitted <==

==> picture [13 x 13] intentionally omitted <==

==> picture [13 x 13] intentionally omitted <==

==> picture [207 x 11] intentionally omitted <==

==> picture [13 x 13] intentionally omitted <==

==> picture [142 x 12] intentionally omitted <==

==> picture [91 x 12] intentionally omitted <==

==> picture [13 x 13] intentionally omitted <==

==> picture [105 x 11] intentionally omitted <==

==> picture [48 x 10] intentionally omitted <==

==> picture [399 x 10] intentionally omitted <==

==> picture [42 x 10] intentionally omitted <==

==> picture [119 x 10] intentionally omitted <==

==> picture [186 x 10] intentionally omitted <==

==> picture [103 x 15] intentionally omitted <==

==> picture [65 x 15] intentionally omitted <==

==> picture [160 x 15] intentionally omitted <==

==> picture [38 x 11] intentionally omitted <==

==> picture [106 x 11] intentionally omitted <==

==> picture [69 x 11] intentionally omitted <==

==> picture [65 x 11] intentionally omitted <==

==> picture [105 x 11] intentionally omitted <==

==> picture [61 x 11] intentionally omitted <==

==> picture [153 x 28] intentionally omitted <==

==> picture [154 x 28] intentionally omitted <==

==> picture [153 x 28] intentionally omitted <==

==> picture [157 x 11] intentionally omitted <==

==> picture [71 x 11] intentionally omitted <==

==> picture [32 x 11] intentionally omitted <==

==> picture [98 x 11] intentionally omitted <==

==> picture [95 x 11] intentionally omitted <==

==> picture [55 x 11] intentionally omitted <==

==> picture [55 x 11] intentionally omitted <==

==> picture [105 x 11] intentionally omitted <==

==> picture [47 x 11] intentionally omitted <==

/ /

==> picture [437 x 10] intentionally omitted <==

==> picture [48 x 10] intentionally omitted <==

==> picture [49 x 230] intentionally omitted <==