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MorphoSys - AGM 22 May 2019

General: MorphoSys is one of the world’s leading biotechnology companies focusing on fully human antibodies. It's Partnered Discovery segment business applies the Company's proprietary technologies to the research, development and optimisation of therapeutic antibody drug candidates in partnerschips with pharmaceutical and biotechnology companies. In the second segment, Proprietary Development, MorphoSys develops innovative proprietary antibody products. MorphoSys's scientists concentrate on indications such as inflammatory and autoimmune diseases, as well as cancer and infectious diseases.

As of 26 April 2019, FMR held between 5% and 10% of the Company's shares.

In financial year 2018, Group revenues increased by 14.4% to EUR 76.4m and EBIT increased by 12.6% to EUR -59.1m. For the financial year 2019, MorphoSys expects Group revenues in the range of EUR 43 to 50m. R&D expenses for proprietary drug development are expected to rise to EUR 95 to 105m. The Company expects earnings before interest and taxes (EBIT) in a range of between EUR -127 to -137m.

Item 4: PricewaterhouseCoopers, Munich, is proposed as auditor for the current financial year. Ratio of non-audit/audit fees was 171.79% during the year under review and 105.89% over a three-year aggregate period which exceeds our guidelines. We therefore recommend opposing the proposal.

Item 8: The Company proposes amendments to the remuneration of the Supervisory Board. Based on the figures for financial year 2018, the amendments would have resulted in an increase in the fixed remuneration by 15% which we consider being excessive. We recommend opposing this proposal.

MorphoSys AG

MorphoSys is engaged in development and commercialization of antibodies for therapeutic applications. Co. operates in two segments: Partnered Discovery, which operates therapeutic development programs for drug candidates in cooperation with biotechnology and pharmaceutical companies; and Proprietary Development, which is engaged in the development of therapeutic antibodies in the area of inflammatory disease and oncology on a proprietary basis. As of Dec 31 2013, Co.'s proprietary antibody compounds in clinical trials included MOR103 in the areas of rheumatoid arthritis and multiple sclerosis; MOR202 in the field of multiple myeloma; and MOR208 in the field of malignant B-cell diseases.


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