Fagron N.V. — Proxy Solicitation & Information Statement 2012

May 18, 2012

ARSEUS Company limited by shares Textielstraat 24, 8790 Waregem, Belgium RLE 0890.535.026 Commercial Court of Kortrijk

BACKGROUND INFORMATION ON THE RIGHTS OF THE SHAREHOLDERS IN ACCORDANCE WITH ARTICLE 540 OF THE BELGIAN COMPANIES CODE

The shareholders are entitled to ask the directors of the Company questions in writing before the extraordinary general meeting on 5 June 2012.

Exercising this right is subject to the following conditions:

• (1) being a shareholder on the registration date (22 May 2012 at midnight); and
• (2) having reported the intention to attend the extraordinary general meeting in accordance with the provisions of the convocation.

The questions in writing may be submitted by email to constantijn.van.rietschoten@arseus.com prior to the extraordinary general meeting. Such questions are to be submitted to the Company at the latest by 30 May 2012.

During the extraordinary general meeting, the directors shall answer the questions submitted in writing (or asked verbally during the meeting) by the shareholders, regarding their report, or regarding the agenda items, such insofar sharing information or facts is not potentially detrimental to the Company's business interests or to the confidentiality that the Company or its directors have committed to.