Ivanhoe Mines : 2022 Notice

Notice of our 2022 annual general and special meeting of shareholders

How to get a copy of the management proxy circular:

To reduce printing and mailing costs, we are using the notice and access provisions under National Instrument 54-101 to deliver the 2022 management proxy circular and other materials for the shareholder meeting.

You can access copies of our management proxy circular and our management's discussion and analysis and annual audited financial statements for the year ended December 31, 2021 on our website,

www.ivanhoemines.com, and on our SEDAR profile, www.sedar.com.

To receive free printed copies, please contact our Vice President, Compliance and Corporate Secretary:

Tel [phone](toll-free)Tel [phone] (not toll-free)

Fax [phone]

Email [e-mail]

Mail Ivanhoe Mines Ltd.

Suite 606 - 999 Canada Place

Vancouver, British Columbia

V6C 3E1

MEETING INFORMATION

You are invited to attend the 2022 annual general and special meeting of shareholders of Ivanhoe Mines Ltd. You have the right to vote at the meeting if you were a registered holder of our Class A common shares at the close of business on May 3, 2022.

WHEN

Wednesday, June 29, 2022, 8 a.m. (Pacific Time)

WHERE

Virtually via live Internet webcast at: web.lumiagm.com/436272047

Password: ivanhoe2022 (case sensitive), and in-person at

Pacific Rim Suite 1, Pan Pacific Hotel Vancouver, 300-999 Canada Place Vancouver, British Columbia V6C 3B5

ITEMS OF BUSINESS

1. Receive the Ivanhoe Mines Ltd. audited financial statements for the year ended December 31, 2021 and the auditor's report;
2. Set the number of directors at 11 for the year;
3. Elect directors for the year;
4. Re-appointPricewaterhouseCoopers Inc., Chartered Accountants, as auditor for the year and authorize the directors to set the auditor's fees;
5. Consider and, if deemed advisable, pass, with or without variation, a special resolution approving proposed amendments to the Company's Articles of Continuance;
6. Consider and, if deemed advisable, pass, with or without variation, an ordinary resolution approving the Company's Share Unit Award Plan (formerly its Restricted Share Unit Plan), which includes proposed amendments to the plan; and
7. Transact any other business that properly comes before the meeting.

All shareholders who wish to attend the meeting in person are asked to please adhere to COVID-19public health measures prevailing at the time of the meeting. We will be instituting COVID-19 safety protocols at the meeting, which will be based on such measures.

Shareholders will have an equal opportunity to participate at the meeting virtually regardless of their geographic location. Registered shareholders and duly appointed proxyholders who participate

in the meeting online will be able to listen to and view the meeting, ask questions and vote at the meeting in real time.

You may participate in the meeting virtually via live webcast at: web.lumiagm.com/436272047 Password: ivanhoe2022 (case sensitive)

Non-registered (beneficial) shareholders who have not duly appointed themselves as proxyholder will be able to attend the meeting as guests, but guests will NOT be able to vote or submit questions at the meeting.

YOUR VOTE IS IMPORTANT

Please take some time to read the management proxy circular before you vote your shares. Be sure to submit your completed proxy form or voting instruction form by the deadline indicated on your form for your vote to be counted.

See page 17 for instructions on how you can vote.

By order of the Board of directors,

"Marna Cloete"	"Mary Vincelli"
MARNA CLOETE	MARY VINCELLI
President	Vice President, Compliance and
May 3, 2022	Corporate Secretary