Investor relations

Investor Rights

The rights and protections available to our investors under applicable U.S. laws and corporate governance principles.

Effective date: March 22, 2025

At SCOPT Inc., we are committed to maintaining transparency and ensuring fair treatment of our investors. This Investor Rights Statement outlines the rights and protections available to our investors in accordance with applicable U.S. laws and corporate governance principles.

1. Shareholder Rights & Ownership Transparency

  • Investors who hold shares in SCOPT Inc. have the right to receive clear and accurate information regarding their ownership and voting rights.
  • Shareholders have the right to participate in annual meetings, vote on corporate matters, and receive financial reports.

2. Right to Information

  • Investors have the right to access quarterly and annual financial performance reports detailing the company's performance.
  • Investors will be notified of major corporate decisions, including mergers, acquisitions, or changes in corporate governance.

3. Voting Rights

  • Shareholders with voting rights can participate in decisions regarding board appointments, major transactions, and changes to company bylaws.
  • The extent of voting rights depends on the class of shares held by the investor.

4. Dividend & Profit Distribution

  • If SCOPT Inc. declares dividends, investors with dividend-entitled shares will receive distributions based on their proportional ownership.
  • The company retains the right to reinvest profits for growth, subject to approval by the board of directors.

5. Exit & Liquidity Rights

  • If SCOPT Inc. becomes publicly traded or offers an exit strategy (such as acquisition or buyback), investors will be informed about their options to sell their shares.
  • Investors in privately held shares may have rights to transfer or sell shares under company-approved conditions.

6. Protection Against Dilution

  • If SCOPT Inc. issues new shares, existing investors may have the right to purchase additional shares to maintain their ownership percentage (subject to shareholder agreements).

7. Dispute Resolution

  • Any disputes between investors and SCOPT Inc. will be governed by the laws of the Commonwealth of Massachusetts.
  • Disputes will be resolved through negotiation, mediation, or legal proceedings in Massachusetts courts.

8. Compliance with U.S. Securities Laws

  • SCOPT Inc. complies with applicable Securities and Exchange Commission (SEC) regulations and other U.S. corporate laws.
  • We do not offer unregistered securities to the public and follow SEC reporting requirements where applicable.

9. Amendment of Investor Rights

  • SCOPT Inc. reserves the right to update these Investor Rights in accordance with changes in corporate governance, SEC regulations, or Massachusetts law.

10. Contact Information

For investor inquiries, please contact:

SCOPT Inc. — Investor Relations

One Boston Place, Suite 2600, Boston, MA, US 02108

info@scoptinc.com

+1 (774) 806-8300