Draxis Health (DRAX)

Dissenting Shareholders' Rights

        Registered Shareholders are entitled to exercise Dissent Rights in respect of the Arrangement Resolution by providing written notice to DRAXIS before the Meeting in the manner described under "Dissenting Shareholders' Rights".

        If a Registered Shareholder dissents to the Arrangement Resolution and the Arrangement is completed, the Dissenting Shareholder is entitled to be paid the "fair value" of his or her Common Shares as of the close of business on the day before the day the Arrangement Resolution is adopted. These amounts may be the same as, more than or less than the $6.00 in cash per Common Share offered under the Arrangement.

        Shareholders should carefully read the section in this Circular entitled "Dissenting Shareholders' Rights" if they wish to exercise Dissent Rights. Failure to comply strictly with the dissent procedures described in this Circular may result in the loss of any Dissent Rights. Beneficial owners of Common Shares registered in the name of an Intermediary who wish to dissent should be aware that only Registered Shareholders are entitled to dissent. If the number of Common Shares held by Registered Shareholders that duly exercise Dissent Rights exceeds 10% of the aggregate number of Common Shares outstanding immediately prior to the Effective Date, the Purchaser is entitled, in its discretion, to not complete the Arrangement. See "Dissenting Shareholders' Rights" and "The Arrangement Agreement — Conditions — Additional Conditions Precedent to the Obligations of the Purchaser".