GENERAL MEETING OF SHAREHOLDERS

GENERAL MEETING OF SHAREHOLDERS

is hereby given that the Annual General Meeting of the shareholders (the "Meeting") of Therapix Biosciences

Ltd. (the "Company") will be held at the offices of the Company at 4 Ariel Sharon Street, HaShahar Tower, 16th

Floor, Givatayim 5320047, Israel, on March 7, 2019 at 9:00 a.m. (EST) / 4:00 p.m. (Israel time).

Meeting is being called for the following purposes:

Board of Directors recommends that you vote in favor of the proposals, which are described in the attached Proxy Statement.

of record at the close of trading on February 5, 2019 (the "Record Date"), are entitled to notice of and to

vote at the Meeting, either in person or by appointing a proxy to vote in their stead at the Meeting (as detailed below).

of proposals 1 and 2 to be presented at the Meeting requires the affirmative vote of holders of at least a majority of the Ordinary

Shares voted in person or by proxy at the Meeting. Proposal 3 does not require a shareholder vote.

form of proxy for use at the Meeting is attached to the Proxy Statement, and a voting instruction form, together with a return

envelope, will be sent to holders of American Depositary Shares representing the Company's Ordinary Shares ("ADS").

By appointing "proxies," shareholders and ADS holders may vote at the Meeting whether or not they attend. If a properly

executed proxy in the attached form is received by the Company at least four hours prior to the Meeting, all of the Ordinary Shares

represented by the proxy shall be voted as indicated on the form. ADS holders should return their voting instruction form by the

date set forth therein. Subject to applicable law, in the absence of instructions, the Ordinary Shares represented by properly

executed and received proxies will be voted "FOR" the proposed resolutions to be presented at the Meeting for which

the Board of Directors recommends a vote "FOR." Shareholders and ADS holders may revoke their proxies or voting instruction

form (as applicable) at any time before the deadline for receipt of proxies or voting instruction form (as applicable) by filing

with the Company (in the case of holders of Ordinary Shares) or with the Bank of New York Mellon (in the case of holders of ADSs)

a written notice of revocation or duly executed proxy or voting instruction form (as applicable) bearing a later date.

registered in the Company's shareholders' register in Israel, and beneficial owners who hold their shares through

members of the Tel Aviv Stock Exchange ("TASE") may also (i) vote their shares in person at the Meeting by

presenting a certificate of ownership signed by a member of the TASE which complies with the Israel Companies Regulations (Proof

of Ownership of Shares for Voting at General Meeting), 5760-2000 as proof of ownership of the shares on the Record Date, or (ii)

send such certificate along with a duly executed proxy and including a copy of their identity card, passport or certification

of incorporation, as the case may be, to the Company's Registered Address, Attention: Oz Adler, not less than 48 hours prior

holders should return their proxies by the date set forth on their form of proxy.

Regarding Compensation

under the Israeli Companies Law require that the Company provides its shareholders with certain information about the compensation

granted to the Company's five most highly compensated officers during or with respect to the year ended December 31, 2017.

Such information can be found under Item 6.B. of the Company's Annual Report on Form 20-F for the year ended December 31,

2017 filed with the Securities and Exchange Commission on April 30, 2018.

of the Board of Directors

GENERAL MEETING OF SHAREHOLDERS

enclosed proxy is being solicited by the board of directors (the "Board of Directors") of Therapix Biosciences

Ltd. (the "Company") for use at our Annual General Meeting of shareholders (the "Meeting")

to be held on March 7, 2019 at 9:00 a.m. (EST) / 4:00 p.m. (Israel time), or at any adjournment thereof, at the offices of the

Company at 4 Ariel Sharon Street, HaShahar Tower, 16th Floor, Givatayim 5320047, Israel. Upon the receipt of a properly executed

proxy in the form enclosed, the persons named as proxies therein will vote the ordinary shares, par value New Israeli Shekels

("NIS") 0.10 each, of the Company (the "Ordinary Shares") covered thereby in accordance

with the directions of the shareholders executing the proxy. In the absence of such directions, and except as otherwise mentioned

in this proxy statement, the Ordinary Shares represented thereby will be voted in favor of the proposal described in this proxy

record date for determining which of our shareholders is entitled to notice of, and to vote at, the Meeting is established as

of the close of trading on February 5, 2019 (the "Record Date").

least three shareholders who attend the Meeting in person, by proxy or by means of voting via the electronic voting system of

the Israel Securities Authority who hold or represent together at least 30% of the voting rights of our issued share capital shall

constitute a quorum for the Meeting. If within half an hour from the time the Meeting is convened a quorum is not present, the

adjourned meeting shall be held on the same day, March 7, 2019 at 10:00 a.m. (EST) / 5:00 p.m. (Israel time). If a quorum is not

present at the adjourned meeting within half an hour from the time appointed for such meeting, any number of shareholders present

personally or by proxy shall be deemed a quorum, and shall be entitled to deliberate and to resolve in respect of the matter for

which the Meeting was convened. Abstentions and broker non-votes are counted as Ordinary Shares present for the purpose of determining

are entitled to vote at the Meeting if you were a shareholder at the close of trading on the Record Date. Subject to the terms

described herein, you are also entitled to vote at the Meeting if you held Ordinary Shares through a bank, broker or other nominee

which was a shareholder of record of the Company at the close of trading on the Record Date or which appeared in the participant

listing of a securities depository on that date.

to the Israeli Companies Law, 5799-1999 (the "Israeli Companies Law"), each of Proposals 1 and

2 described hereinafter requires the affirmative vote of shareholders present at the Meeting, in person or by proxy, and

holding Ordinary Shares of the Company amounting in the aggregate to at least a majority of the votes actually cast by shareholders

with respect to such proposals.

Board of Directors has nominated the current directors named below for re-appointment as directors to serve for an additional

term commencing on the date of the Meeting until the next annual general meeting of our shareholders. In the absence of instructions

to the contrary, the persons named in the enclosed proxy will vote the Ordinary Shares represented thereby "FOR" the

election of each of the directors listed below. If any of such directors is unable to serve, the persons named in the proxy shall

vote the Ordinary Shares for the election/re-election of such other nominee/director as the Board of Directors may propose.

required by the Israeli Companies Law and the regulations promulgated thereunder, each director candidate has attested to the

Board of Directors and the Company that he or she meets all the requirements in connection with the appointment of directors of

publicly traded companies. As required by the Israeli Companies Law, all director candidates have declared in writing that they

possess the requisite skills and expertise, as well as sufficient time, to perform their duties as a director of the Company.

Articles of Association provide that the number of directors shall be set by the general meeting of the shareholders provided

that it will consist of not less than three and not more than 12 directors. The current Board of Directors consists of six members.

re-elected pursuant to this proposal, each director will continue to be party to an indemnification agreement and exculpation

agreement with the Company in the form of indemnification letter and exculpation letter which were entered into in connection

with the consummation of our U.S. initial public offering and listing on the Nasdaq Stock Market, to be entered into by the Company

with directors serving from time to time in such capacity. Each director will continue to be insured under the Company's

directors' and officers' insurance coverage policy in effect from time to time, which provides coverage for all directors

and other officers of the Company.

addition, each director will continue to receive cash participation compensation and annual compensation in accordance with the

Israeli Companies Law Regulations (Reliefs to Public Companies which Shares are Traded on an Exchange Outside of Israel), 5760-2000,

with reference to the Israeli Companies Law Regulations (Rules concerning Compensation and Expenses of an External Director),

5760-2000, and in accordance with our Compensation Policy. The amount to be paid to each acting director is NIS 120,000 (approximately

$32,600 as of January 17, 2019), and is the same for all directors in the Company, both independent and non-independent. Those

amounts have been approved to each of our current serving directors.

following provides certain relevant information concerning the directors, including their principal occupations during at least

the past five years.

shareholders of the Company are requested to adopt the following resolution:

to re-elect Dr. Ascher Shmulewitz, Amit Berger, Dr. Yafit Stark, Zohar Heiblum, Stephen M. Simes, and Eric So as directors of

the Company until the next annual general meeting of Shareholders or until their respective successors are duly elected and

qualified, or until any of their earlier resignation or removal."

appointment of each director candidate, as mention above, requires the affirmative vote of holders of at least a majority of the

Ordinary Shares voted in person or by proxy at the Meeting.

election of each director shall be voted separately.

Board of Directors recommends a vote FOR the re-election of each of the directors.

OF INDEPENDENT PUBLIC AUDITOR

Forer Gabbay & Kasierer, Certified Public Accountants (Isr.), a member firm of EY Global ("EY"), have audited

the Company's financial statements during the last 14 years and will be auditing the Company's financial statements

for the year ended December 31, 2018. Except as the Company's auditors, there is no other affiliation between such firm