CoinShares International : 2024 AGM Results

CoinShares International Limited

Company No.:102185

(the "Company")

Minutes of the annual general meeting of the Company

Held at 2nd Floor, 2 Hill Street, St Helier, Jersey, JE2 4UA and via conference line

On Friday, 31st day of May 2024 at 14:00 BST (the "Meeting")

1. OPENING OF THE MEETING AND ELECTION OF THE CHAIR:
   Daniel Masters, chairman of the board of directors, welcomed everyone on behalf of the board of directors and thereafter declared the Meeting open.
   Daniel Masters was appointed chairman of the general meeting (the "Chair") and the Chair informed the meeting that he had asked Jeri-Lea Brown to keep the minutes.
   It was noted that in addition to the Chair, Jean-Marie Mognetti and Carsten Køppen were present in Jersey from the board of directors, whereby a quorate board was present. It was further noted that Johan Lundberg and Viktor Fritzen also joined the general meeting.
2. PREPARATION AND APPROVAL OF VOTING LIST:
   51,939,239 shares and votes had been registered for the general meeting, which represented approximately 76.77% of the Company's total shares in issue.
   The below list of present shareholder and proxies was recorded:

Shareholder	Proxy		Number of	Number of
			shares	votes
Daniel Masters	N/A		13,484,669	13,484,669
Mognetti Partners Limited	Jean-Marie Mognetti	11,876,609	11,876,609
Russell Newton	N/A		8,096,078	8,280,185
Vitruvius Limited	Russell Newton		2,566,213	2,566,213
Canaccord Genuity Wealth	Lorraine Boucher	7,913,540	7,913,540
Sweden
Paul Davidson	Daniel Masters		3,140,000	3,140,000
Discovery Global Opportunity	Skandinaviska	Enskilda	2,649,220	2,649,220
Master Fund, Ltd	Banken AB (publ)
Horseferry Trading Pte Ltd	Check Ket		1,400,000	1,400,000
Handelsbanken Sverige Index	Skandinaviska	Enskilda	407,166	407,166
Criteria	Banken AB (publ)
Dwayne Drexler	N/A		180,000	180,000
Handelsbanken Norden Index	Skandinaviska Enskilda	178,060	178,060
Criteria	Banken AB (publ)
Charles Butler	N/A		25,189	25,189
DNB FUND - NORDIC SMALL	Skandinaviska	Enskilda	17,489	17,489
CAP	Banken AB (publ)
Regina Dundelova	N/A		1,065	1,065
Total			51,939,239	51,939,239

The Meeting approved the above to be the voting list.

3. CERTIFYING THE MINUTES:

It was resolved to appoint one person to certify the minutes. The Meeting appointed the

Page 1 of 6

Doc ID: dab766d17557bcdc0a6b42e41d5f48aa8b52b041

shareholder, Regina Dundelova, to certify the minutes together with the Chair.

1. DETERMINATION OF WHETHER THE GENERAL MEETING HAD BEEN DULY CONVENED AND APPROVAL OF AGENDA:
   The Chair stated that notice of the Meeting had, in accordance with the Articles of Association, been published on the Company's website on 30 April 2024. It was therefore declared that the Meeting had been duly convened.
   The Meeting approved the proposed agenda as presented in the notice to the general meeting.
2. ANNUAL REPORT AND AUDIT REPORT:
   It was noted that the annual report for 2023 had been published on the Company's website since 30 April 2024, had also been available at the Company's office and was presented at the Meeting. The annual report had consequently been available for the shareholders and presented in brief for the participants at the Meeting.
   The shareholders were invited to ask questions, in connection with the annual report and audit report for 2023, where none were raised.
   The annual report and the audit report for the financial year ended 31 December 2023 were thereby presented.
   The income statement and balance sheet, as well as the group income statement and group balance sheet, were adopted.
   The board did not propose to distribute any of the amount at the disposal of the Meeting.
3. REMUNERATION TO THE BOARD OF DIRECTORS AND CEO:
   It was proposed that the remuneration paid to the board of directors shall be no more than GBP325,000intotal, includingremunerationforcommitteework,andbepaidtotheboard of directors in the amount of GBP 50,000 for each of the directors who are not employed by the Company, which includes all committee membership and committee chair positions, and GBP 125,000 to the chair provided that the chair is not an employee.
   It was further proposed that the remuneration committee be authorised to fix the remuneration of the chief executive officer, in accordance with the remuneration procedure approved at the annual general meeting held 20 June 2022.
   Theshareholderswereinvitedtoaskquestions,inconnectionwiththeremunerationofthe board of directors and the chief executive officer, where none were raised.
   The Meeting resolved to approve the proposed remuneration for the board of directors and the procedure for fixing the remuneration of the chief executive officer.
4. ELECTION OF THE BOARD OF DIRECTORS AND THE AUDITOR:

Page 2 of 6

Doc ID: dab766d17557bcdc0a6b42e41d5f48aa8b52b041

Itwasproposedthattheboardofdirectorsshallconsistofsixdirectorsandthatthecurrent directors be re-elected for a period up until the end of the next annual general meeting.

It was further proposed that the audit firm, Baker Tilly Channel Islands Limited, be reelected as the Company's auditors for a period up until the end of the next annual general meeting.

The shareholders were invited to ask questions, in connection with the re-election of the board of directors and the auditor, where none were raised.

The Meeting resolved to re-elect Daniel Masters, Johan Lundberg, Viktor Fritzén, Carsten Køppen, Christine Rankin and Jean-Marie Mognetti as directors of the board. The Meeting also resolved to re-elect the registered audit firm Baker Tilly Channel Islands Limited, and it was noted that Baker Tilly Channel Islands Limited had confirmed its appointment of Ewan Spraggon as main responsible auditor.

1. ELECTION OF THE CHAIRMAN OF THE BOARD:
   It was resolved that Daniel Masters be re-elected as chairman of the board of directors.
2. APPROVAL OF THE BOARD OF DIRECTORS REMUNERATION REPORT:
   The Chair, on behalf of the board of directors, presented the remuneration report for the financial year 2023.
   The shareholders were invited to ask questions, in connection with the remuneration report, where none were raised.
   It was resolved to approve the remuneration report for the financial year 2023 in accordance with the board of directors' proposal.
3. AUTHORISATION FOR THE BOARD OF DIRECTORS TO DECIDE ON REPURCHASE AND TRANSFER OF OWN SHARES:
   The board of directors' proposal for authorisation for the board to repurchase and transfer of the Company's own shares was briefly presented by the Chair.
   The shareholders were invited to ask questions, in connection with authorisation for the board to repurchase and transfer of the Company's own shares, where none were notified.
   It was resolved to authorise the board of directors to repurchase and transfer the Company's own shares in accordance with the proposal presented under item 13 of the notice of the general meeting.
4. SHAREHOLDER QUESTIONS:
   The Chair informed the Meeting that a number of questions had been received from the Company's shareholder, Horseferry Trading Pte Ltd, and invited the CEO to provide comments.

Page 3 of 6

Doc ID: dab766d17557bcdc0a6b42e41d5f48aa8b52b041

1. Following the acquisition of Valkyrie Funds LLC, is the Group focusing on the asset management platform or capital markets infrastructure?
   The CEO noted that the Group continued to work on building an actively managed platform, which would allow CoinShares to evolve from its historic passive asset platform supported by the capital markets infrastructure. The main focus of the Group is to build on the existing capital markets infrastructure to support the development of an actively managed asset management platform.
2. WerecentlysawanarticlementioningFTXhasenoughcash/assetsthatdebtorscanexpect to fully recover their claims.Is there any update on the Group's claim against FTX, what are the steps ahead and when can CoinShares expect to receive cash back on its claim? Is it also possible to have a sense of how much the claim may be worth at face value?

The CEO explained that the Liquidator appointed to FTX was required to submit its plan to the Courts and to the Creditor Committee for their consideration and approval, and that no such plans had not yet been approved. If the currently proposed plans are approved, the Company anticipates that the first tranche of repayment from the Liquidator would happen around H1 2025, with the remaining amounts to be paid over a 2 to 5 year period.

The CEO noted that, in addition to the standard process of repayment, there was also an opportunity for debtors to trade away their claim and that there was an active market, with buyers made primarily of bankruptcy specialists and distress opportunity funds. The Company had not considered this avenue with any seriousness due to the preference risk attached to its claim.

The CEO advised the Meeting that the Company continued to explore all options available to potentially monetise on its claim against FTX, which was valued at circa USD 30 million.

The Chair thanked Jean-Marie and informed the Meeting that the Company had received two final questions which were closely related and as such, he proposed to address them as one item.

3. Most of the large movements in YoY administration expenses are understandable except for travel. From what we understand in 2022 report, there was an ongoing effort on the Company's part to reduce travel costs, the number of employees has reduced and marketing costs remain flattish. Please could you explain the driver behind a circa 20% increase in travel expense YoY?

Iwould like to raise the subject of the Company's use of private aircraft.Whilst an argument can be made for the Swedish Non-Executive Directors to be flown directly from Sweden to Jersey on a quarterly basis, this cost amounted to "just" £121k over the period Jan 2022 to July 2023.Another £218k was spent on 24 private flights for the CEO.It should be noted that the then-prevailing Travel & Entertainment Policy specifically excluded even First Class Travel, let alone private flying, and so Ibelieve that as well as being outside of the approved policy, this use of private planes by the CEO is both excessive and unnecessary. A new Travel & Entertainment Policy was approved by the Board and adopted by the Company 31 July 2023.This policy unlike previous versions, permitted the CEO - but nobody else - to use private jets.The budget for private flying in 2024 is over £500k.To put this in context, Meta (Facebook) spent $1.6M on private flying of its CEO Mark Zuckerberg in a report by Business Insider - the highest for any US public company.Meta's market cap is over 1000 times larger than CoinShares'.Do the Directors really believe that this is an appropriate use

Page 4 of 6

Doc ID: dab766d17557bcdc0a6b42e41d5f48aa8b52b041

of the Company's funds?

The Chair informed the Meeting that the total cost base for CoinShares in 2023 was approximately GBP 28.4 million, which was slightly down from 2022 where the total cost base was circa GBP 29.6 million. Of the GBP 28.4 million of costs in 2023, the total travel expense was GBP 720,000, representing 2.5% of the overall cost base, and the corresponding number in 2022 was GBP 600,000, representing 2% of the total cost base for that year.

Overall, costs of air travel over that period did not, itself, inflate and instead the circa GBP 120,000 increase in costs, corresponded to more miles travelled. Business activity was generally much higher in 2023, as the Company become more active in the United States which ultimately led to the acquisition of the Valkyrie business and further trips made during this period to support the Group's investment in Flowbank which is based in Geneva.

On a more general note, the Chair informed the Meeting that, when considering the Company's travel budget versus similar companies located outside of Jersey, that the Company's domicile in Jersey, Channel Islands required at least two commercial flights in order to reach almost any non-UK destination. This adds to travel time and associated costs of flights, hotel and layovers. That said, Jersey as a location has proved to be highly tax efficient, when compared with the UK, US or much of Europe.

The Chair noted that while this put the overall travel spend into context, it did not address the validity of taking a private method of transportation. The Chair advised that, in 2022, the CEO had approach him for authorisation to take a number of private flights, which the Chairhadagreedtonotingthatthisshouldbefollowedupwithaformalpolicytodetermine how much, and under what circumstances, the Company may utilise private flights. It was the Chair's determination, and the subsequent determination of the Board of the Company, that the adoption of a policy which included private flights would provide significant time savings and mitigate potential security threats.

The Chair informed the Meeting that the 2024 budget for travel expenses was GBP 140,000 per quarter and the actual spend for Q1 2024 was GBP 142,000, which was both in line with budget and also more aligned to the travel expense in 2022.

12. CLOSING REMARKS:

The Chair commented that CoinShares continued to benefit from the wider crypto asset environment, with the Group's performance being closely corelated with the price of crypto, and a strong Q1 2024 had set the tone, demonstrating what CoinShares was capable of producing when the wider market was strong.

Thecryptomarkethadbeenthebeneficiaryoftwokeymarketfactorsinrecentmonths,namely rampant budget deficits and a new regulatory clarity, which in turn produce wider market access. The Chair could only see these conditions persisting for 2024 and the breadth and depth of the ownership of crypto continuing to grow.

The most important area of focus for the Group on behalf of its investors is the generation and transmissionofshareholdervalue.TheCompany'sstockpricehadrisenfromlowsofcircaSEK 20 to SEK 70, and had seen a discount to the book being replaced by an at book valuation. Nonetheless, the Company did not experience a normal market multiple. As such, the Board and the Executive Management Committee had been working on several initiatives, including the payment of a dividend, the expansion of analyst coverage, direct outreach to material potential investors, and a more piecemeal stock buyback program, which they believe could be more effective than open market operations. All of these initiatives had been, and were, making good progress.

Page 5 of 6

Doc ID: dab766d17557bcdc0a6b42e41d5f48aa8b52b041

The Chair was optimistic that a more normal market multiple was within reach and wished to compliment the Board, the CEO, the Executive Management Committee and the Group's staff, on the achievements to-date.

The Chair thanked all participants for attending and, there being no further business, the Chair closed the Meeting.

…………………………………………………………..

Daniel Masters

Chairman of CoinShares International Limited Chair

Confirmed by:

…………………………………………………………..

Regina Dundelova

Page 6 of 6

Doc ID: dab766d17557bcdc0a6b42e41d5f48aa8b52b041

CSIL - AGM 2024 Minutes

20240531_-_CSIL_-_AGM_-_Minutes.pdf dab766d17557bcdc0a6b42e41d5f48aa8b52b041

1. / MM / YYYY Signed

04 / 06 / 2024	Sent for signature to Daniel Masters ([e-mail]) and
10:07:06 UTC+1	Regina Dundelova ([e-mail]) from
	[e-mail]
	IP: 212.9.28.248

04 / 06 / 2024	Viewed by Daniel Masters ([e-mail])
10:21:22 UTC+1	IP: 64.59.218.99

04 / 06 / 2024	Signed by Daniel Masters ([e-mail])
10:47:14 UTC+1	IP: 64.59.218.99

04 / 06 / 2024	Viewed by Regina Dundelova ([e-mail])
21:46:28 UTC+1	IP: 87.244.90.92

04 / 06 / 2024	Signed by Regina Dundelova ([e-mail])
21:57:19 UTC+1	IP: 87.244.90.92

04 / 06 / 2024	The document has been completed.
21:57:19 UTC+1