NOTICE OF THE ANNUAL AND SPECIAL MEETING

OF SHAREHOLDERS

Notice is hereby given that the Annual Meeting of Shareholders of Critical Elements Lithium Corporation (the "Corporation") will be held on 800 Victoria Square, Suite 3700, Montreal, Quebec, H4Z 1E9, on September 13, 2022 (the "Meeting") at 12:30 p.m., local time, for the following purposes:

  1. to present to shareholders the financial statements of the Corporation for the financial year ended on August 31, 2021, as well as the auditors' report thereon;
  2. to elect the directors of the Corporation;
  3. to appoint the auditors of the Corporation and to authorize the Board of Directors to fix the auditors' remuneration;
  4. to consider, and if deemed advisable, to adopt an ordinary resolution in the form annexed as Schedule "B" to the Management Information Circular, ratifying, approving and confirming the Corporation's equity incentive compensation plan (the "Omnibus Plan"). For more information, see "Approval of Omnibus Plan" in the Management Information Circular; and
  5. to transact such other business that may properly come before the Meeting.

Additional information on the above matter can be found in the Circular as "Meeting Agenda", "Appointment of Auditors and Authorization of Directors to Determine the Remuneration of Auditors".

Shareholders of record at the close of business on August 9, 2022, (the "Record Date") are entitled to receive notice of the Meeting, to act at the Meeting and express their voting rights. No person who becomes a shareholder after the Record Date will be entitled to vote or act at the Meeting or any adjournment thereof.

If you are unable to attend the Meeting, please date and sign the form of proxy or voting instruction form accompanying this notice and return it. Proxies to be used at the meeting must be deposited with Computershare Investor Services Inc. at 100 University Avenue, 8th Floor, Toronto, Ontario, M5J 2Y1, prior to 5:00 p.m. (Eastern Time) on September 9, 2022, or with the Secretary of the Corporation prior to the commencement of the meeting or any adjournment thereof. The form of proxy or voting instruction form may also be provided over the Internet or by fax by following the instructions on the form of proxy.

Montreal, August 9, 2022

By order of the Board of Directors

(s) Jean-Sébastien Lavallée

Jean-Sébastien Lavallée,

Chief Executive Officer

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Critical Elements Lithium Corporation published this content on 23 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 August 2022 12:45:05 UTC.