THERAPIX

THERAPIX BIOSCIENCES LTD.

MEETING OF SHAREHOLDERS

Notice is hereby given that the Special

General Meeting of the shareholders (the "Meeting") of Therapix Biosciences Ltd. (the "Company")

will be held at the offices of Meitar Law Offices, 16 Abba Hillel Silver Rd. Ramat Gan 5250608, Israel, on Wednesday, January 6,

2021 at 8:00 a.m. (Eastern Time) / 3:00 p.m. (Israel time) or depending

on developments with respect to the coronavirus (COVID-19) pandemic, we might hold the Meeting virtually on the above date and

time instead of in person.

The Meeting is being called for the following purposes:

The Board of Directors of the Company

(the "Board") recommends that you vote FOR each of the foregoing Proposals, which are described in the attached Proxy

The Company currently is unaware of any

other matters that may be raised at the Meeting. Should any other matters be properly raised at the Meeting, the persons designated

as proxies shall vote according to their own judgment on those matters.

Shareholders of record at the close of

trading on Monday, December 7, 2020 (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).

The approval of each Proposal 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 presented

by proxy at the Meeting.

The approval of Proposal No. 2 is subject

to the fulfillment of one of the following additional voting requirements:

A "controlling shareholder"

is defined as any shareholder that has the ability to direct the company's activities (other than by means of being a director

or office holder (as defined in the Israeli Companies Law, 5799-1999) of the company). A person is presumed to be a controlling

shareholder if it holds or controls, by himself or together with others, one half or more of any one of the "means of control"

of the company. "Means of control" is defined as any one of the following: (i) the right to vote at a general

meeting of the company, or (ii) the right to appoint directors of the company or its chief executive officer.

A "personal interest"

of a shareholder in an action or transaction of a company includes (i) a personal interest of any of the shareholder's relative

(i.e. spouse, brother or sister, parent, grandparent, child as well as child, brother, sister or parent of such shareholder's

spouse or the spouse of any of the above) or an interest of a company with respect to which the shareholder or the shareholder's

relative (as detailed above) holds 5% or more of such company's issued shares or voting rights, in which any such person

has the right to appoint a director or the chief executive officer or in which any such person serves as a director or the chief

executive officer, including the personal interest of a person voting pursuant to a proxy whether or not the proxy grantor has

a personal interest; and (ii) excludes an interest arising solely from the ownership of ordinary shares of the company.

If you do not state whether or not you

are a controlling shareholder or do not confirm whether or not you have personal interest, as applicable, your shares will not

be voted for Proposal No. 2. We are not aware of controlling shareholders under the Companies Law in the Company.

A 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. Holders of Ordinary Shares must submit their proxies

to the Company's offices, 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 resolution

to be presented at the Meeting for which the Board 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.

Shareholders 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 Mr. Oz Adler,

Chief Financial Officer, at oz@therapixbio.com, not less than 48 hours prior to the Meeting. In addition, shareholders of record

(other than the Bank of New York Mellon) can surrender their shares with the Bank of New York Mellon in order to convert such shares

to ADSs and vote as a holder of ADSs with the Bank of New York Mellon, provided such shareholders of record complete such conversion

and registration of said shares to ADSs with the Bank of New York Mellon prior to the Record Date.

ADS holders should return their proxies by the date set forth

on their form of proxy.

The Company's management will ensure that

the guidelines and instructions of the Israeli government, the Ministry of Health and local authorities are strictly implemented

during the Meeting, including with regard to gatherings and social spacing. Shareholders who wish to participate in person or through

a designated representative on their behalf are asked to follow the instructions of the Israeli authorities regarding the Covid-19

THERAPIX BIOSCIENCES LTD.

SPECIAL GENERAL MEETING OF SHAREHOLDERS

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

"Company") for use at the Company's Special General Meeting of shareholders of the Company (the "Meeting")

to be held on Wednesday, January 6, 2021, at 8:00 a.m. (Eastern Time) / 3:00 p.m. (Israel time), or at any adjournment thereof,

at the offices of Meitar Law Offices, 16 Abba Hillel Silver Rd., Ramat Gan 5250608 or

depending on developments with respect to the coronavirus (COVID-19) pandemic, we might hold the Meeting virtually on the above

date and time instead of in person. 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 NIS 2.00 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 statement

The record date for determining which of

the Company's shareholders is entitled to notice of, and to vote at, the Meeting is established as of the close of trading

on Monday, December 7, 2020 (the "Record Date").

INFORMATION CONCERNING VOTING

At least two shareholders who attend the

Meeting in person or by proxy who hold or represent together at least 15% of the voting rights of the Company's 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 following day on, Thursday, January 7, 2021 at 8:00 a.m. (Eastern Time) / 3:00

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.

You 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

Expenses and Solicitation

Board is soliciting proxies for use at the Meeting. The Company expects to mail this Proxy Statement and the accompanying proxies

to ADS holders on or about December 15, 2020. In addition to solicitation of proxies to ADS holders by mail, certain officers,

directors, employees and agents of the Company, none of whom shall receive additional compensation therefor, may solicit proxies