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Translation for information purpose only INVENTIVA French soci t Anonyme with a Board of Directors with a share capital of EUR 421,341.69 Registered Office: 50, Rue de Dijon, 21121 Daix 537 530 255 Trade and Companies Re

Key Takeaway: INVENTIVA has scheduled its Ordinary and Extraordinary General Meeting for May 25, 2023, at the Hôtel Oceania Le Jura in Dijon, France. The agenda includes the approval of financial statements for the fiscal year ending December 31, 2022, along with various compensation policies for board members. Shareholders are required to justify their status by May 23, 2023, to participate, either in person or via remote voting. Additional procedural details for involvement and voting options are provided.

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Translation for information purpose only
French soci t Anonyme with
a Board of Directors
with a share capital of EUR 421,341.69
Registered Office: 50, Rue de Dijon, 21121 Daix
537 530 255 Trade and Companies Register of Dijon
The shareholders of INVENTIVA are informed that
the Ordinary and Extraordinary General Meeting will be held on May 25, 2023 at 2 p.m., at: H tel Oceania Le Jura - 14
avenue Foch - 21000 Dijon, France.
As a reminder, the agenda of the General Meeting,
unchanged from that published in the notice of the General Meeting published in the Bulletin des Annonces L gales Obligatoires
on April 17th, 2023 (bulletin n 46), is as follows:
Reading of the reports of the Board of Directors
and the Statutory Auditors ;
On an Ordinary basis
1. Approval of the statutory financial statements for the financial year ended December 31 st , 2022;
2. Approval of the consolidated financial statements for the financial year ended December 31 st , 2022;
3. Appropriation of profit/loss for the financial year ended December 31 st , 2022;
4. Approval of the expenses and charges referred to in Article 39(4) of the French General Tax Code;
5. Related-party agreements;
6. Final approval of the fixed and variable compensation paid or awarded to Mr. Fr d ric Cren in his capacity as Chairman of the Board of Directors and Chief Executive Officer for the financial year ended December 31 st , 2022;
7. Final approval of the fixed and variable compensation paid or awarded to Mr. Pierre Broqua in his capacity as Deputy Chief Executive Officer for the financial year ended December 31 st , 2022;
8. Approval of the information on corporate officers' compensation included in the corporate governance report and referred to in Article L.22-10-9 I. of the French Commercial Code;
9. Approval of the compensation policy for Mr. Fr d ric Cren in his capacity as Chairman of the Board of Directors and Chief Executive Officer;
10. Approval of the compensation policy for Mr. Pierre Broqua in his capacity as Deputy Chief Executive Officer;
11. Approval of the compensation policy of the Company's directors;
12. Authorization granted to the Board of Directors to buyback the Company's shares;
On an Extraordinary basis
On an Ordinary basis
The draft resolutions to be submitted to the vote
of the General Meeting were published in the meeting notice of the Bulletin des Annonces L gales Obligatoires on April 17th,
2023 (bulletin n 46) and remain unchanged.
Translation for information purpose only
Pursuant to Article R. 22-10-28 of the French
Commercial Code, will be able to participate in the General Meeting, the shareholders who will justify:
Only those shareholders who can prove their status
by or before Tuesday, May 23rd , 2023, zero hour, Paris time, under the conditions set out above, will be able to participate
in this General Meeting.
Method of participation in the Shareholders'
Shareholders have several options for participating
in the General Meeting. They can (1) vote while physically attending the General Meeting or (2) vote remotely or by proxy (a) by
mail or (b) via Internet.
Pursuant to the provisions of Article R.
22-10-28, III, of the French Commercial Code, once a shareholder votes remotely, sends a proxy or asks for an admission card or a
certificate to participate in the General Meeting, he or she will not be able to choose another method of participation.
The shareholders wishing to personally attend
the General Meeting must request an admission card as soon as possible to receive the card in a timely manner:
On the day of the General Meeting, each shareholder
will have to prove her quality during the registration process.
Translation for information purpose only
The shareholders not physically attending the
General Meeting will be able to vote remotely or to give proxy to the President of the General Meeting, to their spouse, to their partner
with whom a pacte civil de solidarit has been made, to another shareholder or to any other individual or legal entity of
their choosing, subject to the conditions set forth in Articles L. 225-106 and L. 22-10-30 of the French Commercial Code.
Pursuant to the provisions of Article R.
225-79 of the French Commercial Code, the proxy given by a shareholder to be represented must be signed by the shareholder. The proxy
will specify his/her last name, first name and address, and will designate a proxy, including his/her last name, first name and address
or for a legal entity, its corporate name and registered office. The proxy does not have the right delegate its duties to another individual
It is specified that, for any proxy without indication
of an agent, the President of the General Meeting will vote in favor of adopting the draft resolutions presented or approved to by the
Board of Directors and vote against adopting all other draft resolutions. To vote otherwise, the shareholders will have to designate an
agent who will accept to vote as provided by the principal.
For registered shareholders: a postal voting
form or proxy form will be sent directly to them. This form should be returned in the prepaid T envelope enclosed with the notice of meeting.
For holders of bearer shares: from this
day, the postal voting form or proxy form can be requested from the intermediaries managing their shares. Each demand must be addressed
by the financial intermediary to the Services des Assembl es of Soci t G n rale, 32, rue du
Champs de Tir, CS 30812, 44308 Nantes Cedex 3 at the latest six days before the date of the General Meeting (Article R. 225-75 of
the French Commercial Code). The single postal voting form or proxy form must be submitted with a certificate of securities ownership
drawn up by the financial intermediary who will have to forward these documents to the Services des Assembl es of Soci t
G n rale, 32, rue du Champs de Tir, CS 30812, 44308 Nantes Cedex 3.
In any case, the postal voting form or proxy voting
form duly filled and signed (and accompanied by the certificate of securities ownership for the bearer shares) must be returned in such
a way that the Services des Assembl es of Soci t G n rale or the Company can receive it at
least 3 days before the date of the General Meeting (that is Monday, May 22th, 2023).
Shareholders also have the option of transmitting
their voting instructions and giving or revoking a proxy via Internet before the General Meeting, on the website Votaccess, under the
following conditions:
they also may give or revoke a proxy
by sending an e-mail with an electronic signature, obtained by them from a third party certifier duly authorized pursuant to legal and
regulatory provisions in force, to the electronic address Agiva25052023@inventivapharma.com specifying, as for pure registered shareholders,
their name, first name, address and their Soci t G n rale access code (information available at the top left
of their account statement), or, as for administered registered shareholders, their access code with their authorized intermediary, as
well as the name, first name and address of the appointed or revoked agent;
For any request, SGSS is available to
shareholders from 9:30 a.m. to 6:00 p.m. on the following telephone number: + 33 (0)2 51 85 67 89;
Translation for information purpose only
Beware, only those shareholders whose
account holder has subscribed to Votaccess will be able to vote, give or revoke a proxy via Internet.
If the account holder of the shareholder
has not subscribed to Votaccess, the notice of appointment and revocation of a proxy can nevertheless be effectuated by electronic means
in accordance with the provisions of Articles R. 22-10-24 and R. 225-79 of the French Commercial Code according to the following procedures:
by sending an e-mail with an electronic signature, obtained by them from a third party certifier duly authorized pursuant to legal and
regulatory provisions in force, to the electronic address Agiva25052023@inventivapharma.com specifying their last name, first name, address,
and their share-account's full bank references, as well as the last name, first name and address of the appointed or revoked agent, and
then by asking imperatively to the authorized intermediary managing their share-accounts to send a written confirmation to the Services
des Assembl es of Soci t G n rale.
In order for the duly signed and completed appointments
or revocations of proxy to be validly taken into account, they must reach the Company no later than Monday, May 22th,
The revocation of a proxy is carried out under
the same conditions of form as those used for its appointment.
The secured platform Votaccess will be open as
of Friday, May 5th, 2023, 9 a.m., Paris time. The ability to vote, give or revoke a proxy via Internet prior to the General
Meeting will end on Wednesday, May 24th, 2023, 3 p.m., Paris time. Shareholders are advised not to wait until the last
days before the General Meeting to enter their instructions.
You are reminded that, in accordance with the
provisions of Article R. 22-10-28 of the French Commercial Code:
Submission of written questions
In accordance with the provisions of Article R.
225-84 of the French Commercial Code, each shareholder will have the right to submit written questions to the Board of Directors no later
than the fourth (4th) business day preceding the date of the Shareholders' Meeting, i.e. Friday, May 19th,

Frequently Asked Questions

When is the General Meeting scheduled?

The General Meeting will be held on May 25, 2023, at 2 p.m.

How can shareholders participate in the meeting?

Shareholders can attend in person, vote remotely, or by proxy.

What must shareholders do to attend the meeting?

Shareholders must prove their status by May 23, 2023, to participate.

What documents are needed for proxy voting?

Proxy forms must be signed and include the agent's details and shareholder's info.

When is the last date to submit voting materials?

Voting materials must be received by May 22, 2023.

Last updated: May 5, 2023