| 1. | Presentation of the adopted financial statements and the approved consolidated financial statements as of December 31, 2012, the management reports including the report of the Supervisory Board for the financial year 2012 and the explanatory report of the Management Board regarding the disclosures pursuant to §§ 289 para. 4, 315 para. 4 German Commercial Code (HGB) |
| 2. | Resolution on the use of the accumulated profit of MorphoSys AG for the financial year 2012 |
| 3 | Resolution on the formal approval of the activities of the members of the Management Board in respect of the financial year 2012 |
| 4. | Resolution on the formal approval of the activities of the members of the Supervisory Board in respect of the financial year 2012 |
| 5. | Resolution on the appointment of the auditor for the financial year 2013 |
| 6. | Resolution on the amendment of the authorization to issue convertible bonds based on the resolution of the Annual General Meeting on May 14, 2008 and the corresponding provision of the Articles of Association to avoid shares with a deviating entitlement to dividend |
| 7. | Resolution on the creation of a new Authorized Capital 2013-I with the possibility to exclude pre-emptive rights of the shareholders; amendment of the Articles of Association |
