Ivanhoe Mines : 2024 Notice and Access Notice

Notice-and-access notice to shareholders

Annual general meeting of shareholders to be held on thursday, June 20, 2024

Ivanhoe Mines Ltd. (the "Company" or "Ivanhoe") is using the notice-and-access provisions (the "Notice-and-Access Provisions") under National Instrument 54-101 - Communication with Beneficial Owners of Securities of a Reporting Issuer to deliver meeting materials to its registered and beneficial shareholders in respect of its annual general meeting of shareholders to be held on Thursday, June 20, 2024 (the "Meeting").

Instead of receiving printed copies of the meeting materials, under the Notice-and-Access Provisions, shareholders receive this notice ("Notice") with information on the Meeting date, location and purpose, as well as information on how they may access electronic versions of the 2024 management proxy circular (the "Circular"), and, if requested, the audited consolidated financial statements of the Company for the year ended December 31, 2023, and management's discussion and analysis of the Company's results of operations and financial condition for the year ended December 31, 2023 (collectively, the "Meeting Materials") and how they may vote. Shareholders will also receive a proxy or voting instruction form, as applicable, enabling them to vote

at the Meeting.

Meeting date and time

Thursday, June 20, 2024 at 8 a.m. (Pacific Time).

Location

• Virtually via live Internet webcast at www.virtualshareholdermeeting.com/IVN2024 or
• In person at Pan Pacific Hotel Vancouver, Pacific Rim Suite 2, 300-999 Canada Place, Vancouver, British Columbia V6C 3B5

Shareholders will receive or be asked to consider and vote on the following matters at the Meeting:

1 Receive the Company's audited financial statements for the year ended December 31, 2023 and the auditor's report;

1. Set the number of directors at eleven (11) for the year;
2. Elect the directors for the year;
3. Re-appointPricewaterhouseCoopers Inc., Chartered Accountants, as auditor for the 2024 fiscal year and authorize the directors to fix the auditors' fees; and
4. Transact any other business that properly comes before the Meeting.

These matters are set out in detail under Section 1 of the Circular titled "About the shareholder meeting".

SHAREHOLDERS ARE REMINDED TO REVIEW THE MEETING MATERIALS PRIOR TO VOTING.

Website where meeting materials are posted

Electronic copies of the Meeting Materials may be found on the Company's SEDAR+ profile at www.sedarplus.ca and the Company's website at www.ivanhoemines.com. The Company will not use the procedures known as "stratification" in relation to the use of Notice-and-Access Provisions meaning that all shareholders will receive a Notice in accordance with the Notice-and Access Provisions.

Obtaining paper copies of meeting materials

Shareholders can request paper copies of the Meeting Materials in advance of the Meeting as follows:

Tel:	1-877-907-7643(toll-free within Canada/US) and enter your
	control number as indicated in your proxy or voting instruction
	form. If you do not have a control number please call:
	1-303-562-9305 (outside Canada/US - not toll-free, English)
	1-303-562-9306 (French)
	Contact the Company's Vice President,
	Compliance and Corporate Secretary at:
Tel	1-604-688-6630 (not a toll-free number)
Fax	1-604-682-2060 (fax)
Email [e-mail]
Mail	Suite 606-999 Canada Place, Vancouver, British Columbia,
	V6C 3E1,

as applicable, by Thursday, June 6, 2024 in order to allow sufficient time for shareholders to receive the paper copies and to return their proxies or voting instruction forms to intermediaries not later than 48 hours (excluding Saturdays, Sundays and statutory holidays in Vancouver, British Columbia) prior to the time set for the Meeting or any adjournment(s) or postponement(s) thereof. Paper copies will be sent at no cost.

1 Ivanhoe Mines 2024 Notice-and-access notice to shareholders

Voting - registered shareholders

Registered shareholders who have duly appointed a proxyholder to attend and vote at the meeting online must provide their appointee the exact name and eight-character appointee identification number to access the meeting. Appointees can only be validated at the virtual shareholder meeting using the exact name and eight-character appointee identification number you enter. If you do not create an eight-character appointee identification number, your appointee will not be able to access the virtual meeting.

Ways to provide your voting instructions:

Complete your proxy form or voting instruction form, then sign and date it. If your attorney is completing and signing the form on your behalf, you must provide written authorization.

MAIL:

Mail your completed proxy form or voting instruction form in the envelope provided to:

Data Tabulation

P.O. Box 3700, STN Industrial Park,

Markham, ON L3R 9Z9

INTERNET:

Go to www.proxyvote.com and follow the on-screen instructions.

You'll need your 16-digit control number, which is located on your proxy form or voting instruction form in your package.

TELEPHONE:

Call:

1-800-474-7493 (English)

1-800-474-7501 (French)

1-800-454-8683 (US)

You'll need your 16-digit control number which is located on your proxy form or voting instruction form.

If you do not provide the exact appointee identification number and Appointee Name to any other person (other than the named proxyholders) who has been appointed to access and vote at the meeting on your behalf, that other person will not be able to access the meeting and vote on your behalf. If you are a registered shareholder, you should note that if you participate and vote on any matter at the virtual meeting you will revoke any previously submitted proxy.

Failing to register your proxyholder and providing them the exact name and eight-character appointee identification number will result in the proxyholder NOT being able to vote at the meeting

Non-registeredshareholders who have not duly appointed themselves as proxyholder will not be able to vote at the meeting but will be able to ask questions. Guests can attend the meeting but will not be able to ask questions or vote.

A registered shareholder who has given a proxy may revoke it:

1. by voting again by, mail, on the Internet or by calling before 8 a.m. (Pacific Time) on Tuesday, June 18, 2024;
2. by completing a proxy form that is dated later than the proxy form you are changing, and mailing it to Data Tabulation at P.O. Box 3700, STN Industrial Park, Markham, ON L3R 9Z9, so that it is received before 8 a.m. (Pacific Time) on Tuesday, June 18, 2024;
3. by sending a notice in writing from the shareholder or the shareholder's authorized attorney (or, if the shareholder is a corporation, by a duly authorized officer) revoking the proxy, to the Vice President, Compliance and Corporate Secretary of the Company so that it is received before 8 a.m. (Pacific Time) on Tuesday, June 18, 2024;
4. by bringing a notice in writing from the shareholder or the shareholder's authorized attorney (or, if the shareholder is a corporation, by a duly authorized officer) revoking your proxy to the chair of the Meeting prior to the start of the Meeting but not later than before the matters of business are voted on; or
5. by attendance at the Meeting via live Internet webcast or in-person and participation in a poll (ballot) by the shareholder (but not by the proxyholder of such Shareholder).

The revocation of a proxy will not affect a matter on which a vote is taken before the revocation.

Voting - non-registered shareholders

Non-registered, or beneficial shareholders receiving these materials through their broker or other intermediary or service provider should complete and return the voting instruction form or pre-signed proxy form provided to them by their broker or other intermediary in accordance with the instructions provided therein, or otherwise follow the instructions provided by their broker or other intermediary or service provider.

A non-registered shareholder may revoke a pre-signed proxy form or voting instruction form given to their broker or other intermediary or other service provider by contacting the broker or intermediary or other service provider through which the non-registered shareholder's common shares are held and by following the instructions of the broker, intermediary or other service provider respecting the revocation of proxies. In order to ensure that the broker or intermediary or other service provider acts upon a revocation

of a proxy or voting instruction form, the written notice should be received by the broker or intermediary or service provider far enough ahead of the Meeting so the broker or intermediary or other service provider can act on your revocation or changed instructions in time for the Meeting.

For more information on voting related matters, beneficial shareholders should contact their broker who services their account and registered shareholders can email their name, address, contact details and voting inquiry to Broadridge at [e-mail].

Registered Shareholders, who have non-voting related questions, may contact the Company's transfer agent, Odyssey Trust Company, at toll-freeat 1-888-290-1175, or by email at [e-mail]

or contact the Company at:

Ivanhoe Mines Ltd.

Suite 606 - 999 Canada Place

Vancouver, British Columbia

Canada V6C 3E1

Tel	1-604-688-6630 (not a toll-free number)
Fax	1-604-682-2060
Email	[e-mail]

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