Galore Resources : AGM - Proxy - 2020

Security Class

Holder Account Number

Form of Proxy - Annual General and Special Meeting to be held on Tuesday, December 22, 2020

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
2. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
5. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
6. The securities represented by this proxy will be voted in favour or withheld from voting or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.
8. This proxy should be read in conjunction with the accompanying documentation provided by Management.
9. Please complete, date and sign your form of proxy and return it to our transfer agent, Computershare Trust Company of Canada, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1; (facsimile numbers: within North America 1 866 249 7775; outside North America 1 416 263 9524).

Proxies submitted must be received by 10:30 am, PST, on Friday, December 18, 2020.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

To Vote Using the Telephone	To Vote Using the Internet	To Receive Documents Electronically
• Call the number listed BELOW from a touch tone	• Go to the following web site:	• You can enroll to receive future securityholder
telephone.	www.investorvote.com	communications electronically by visiting
1-866-732-VOTE (8683) Toll Free	• Smartphone?	www.investorcentre.com.
Scan the QR code to vote now.

If you vote by telephone or the Internet, DO NOT mail back this proxy.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual.

Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

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CONTROL NUMBER

Appointment of Proxyholder

I/We being holder(s) of Galore Resources Inc. hereby appoint: Michael	OR	Print the name of the person you are
McMillan, Chief Executive Officer, President and Director, or failing him,	appointing if this person is someone
Andrew McMillan, Chief Financial Officer		other than the Chairman of the
		Meeting.

as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General and Special Meeting of shareholders of Galore Resources Inc. to be held Via Teleconference: Canada / USA: 1-866-512-0904 / Participant Code: 8063245, on Tuesday, December 22, 2020 at 10:30 am, PST and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

For Against

1. Number of Directors

To set the number of Directors at three (3).

2. Election of Directors		Withhold		Withhold			Withhold
	For	For		For
01. James Michael McMillan	02. Kenneth Coe			03. Charles G. Troup
							Withhold
						For

3. Appointment of Auditors

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Appointment of DeVisser Gray LLP, Chartered Accountants as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration.

For Against

4. Consolidation of Share Capital

Approving, if deemed appropriate by the Company's Board of Directors, the consolidation of all of the issued and outstanding Common Shares of the Company, on a maximum basis of ten (10) pre-consolidated Common Shares for one (1) post consolidated Common Share , or such lesser number of pre-consolidated Common Shares as may be approved by the Board.

For	Against Withhold

5. Approval to Grant of 1,650,00 Options

Ratification and approval of the previous grant of 1,650,000 incentive stock options to insiders, resulting in insiders as a group at that time, holding a total number of options which exceeded 10% of the total number of issued and outstanding shares of the Company.

6. Approval to Grant of 425,00 Options	For	Against	Withhold
Ratification and approval of the previous grant of 425,000 incentive stock options to an insider, resulting in that insider at that time, holding a
total number of options which exceeded 5% of the total number of issued and outstanding shares of the Company.			-------
				Fold
	For	Against	Withhold

7. Approval to Grant of 1,300,00 Options

Ratification and approval of the previous grant of 1,300,000 incentive stock options to insiders, resulting in insiders as a group at that time, holding a total number of options which exceeded 10% and an insider individually holding options in excess of 5%, of the total number of issued and outstanding shares of the Company.

Authorized Signature(s) - This section must be completed for your	Signature(s)	Date
instructions to be executed.

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Interim Financial Statements - Mark this box if you would like to receive Interim Financial Statements and accompanying Management's Discussion and Analysis by mail.

Annual Financial Statements - Mark this box if you would like to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by mail.

If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.

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