Security Class
Holder Account Number
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Form of Proxy - Special Meeting to be held on March 15, 2022
This Form of Proxy is solicited by and on behalf of Management.
Notes to proxy
- 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 Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
- 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 may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
- This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
- If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.
- 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, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.
- 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. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
- This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.
8. This proxy should be read in conjunction with the accompanying documentation provided by Management.-------
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Proxies submitted must be received by 10:00 a.m., Toronto time, on Friday, March 11, 2022.
VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!
To Vote Using the Telephone | To Vote Using the Internet |
• Call the number listed BELOW from a touch tone | • Go to the following web site: |
telephone. | www.investorvote.com |
1-866-732-VOTE (8683) Toll Free | • Smartphone? |
Scan the QR code to vote now. | |
If you vote by telephone or the Internet, DO NOT mail back this proxy.
To Receive Documents
Electronically
- You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.
To Virtually Attend the
Meeting
- You can attend the meeting virtually by visiting the URL provided on the back of this document.
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.
CONTROL NUMBER
Appointment of Proxyholder
I/We being holder(s) of securities of Noront Resources Ltd. (the | OR | Print the name of the person you are |
"Company") hereby appoint: Paul Parisotto, or failing this person, Alan | appointing if this person is someone | |
Coutts, or failing this person, Gregory Rieveley (the "Management | other than the Management | |
Nominees") | Nominees listed herein. | |
Note: If completing the appointment box above YOU MUST go to | ||
http://www.computershare.com/Noront and provide Computershare with the name and | ||
email address of the person you are appointing. Computershare will use this information | ||
ONLY to provide the appointee with a user name to gain entry to the online meeting. |
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Special Meeting of shareholders of the Company to be held virtually at https://meetnow.global/ M5WUKFK on March 15, 2022 at 10:00 a.m., Toronto time, and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
For Against
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1. Approval of the Arrangement with Wyloo
To pass a special resolution to approve a plan of arrangement pursuant to Section 182 of the Business Corporations Act (Ontario) involving the Company, Wyloo Canada Holdings Pty Ltd (the "Purchaser") and Wyloo Metals Pty Ltd (the "Parent") pursuant to an arrangement agreement effective December 22, 2021 (as amended to date) among the Company, the Purchaser and the Parent.
For Against
2. Approval of the Interest Share Resolution
To pass an ordinary resolution of the minority shareholders of the Company in accordance with Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions, to permit interest under the Loan Agreement (as defined in the accompanying management information circular) to be payable in common shares, at the election of the Company.
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Signature of Proxyholder | Signature(s) | Date |
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, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management.
N O T Q | 3 3 5 8 1 1 | A R 0 |
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Disclaimer
Noront Resources Ltd. published this content on 16 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 February 2022 17:05:02 UTC.