THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PROPOSED TO BE MADE PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE COMPANIES ACT) BETWEEN VERONA PHARMA PLC (VERONA PHARMA) AND THE HOLDERS OF THE SCHEME SHARES (THE SCHEME OR THE SCHEME OF ARRANGEMENT)