PALAMINA CORP.

*S000001Q01*

YPAQ 000001

SAM SAMPLE

123 SAMPLES STREET

Security Class

SAMPLETOWN SS X9X X9X

COMMON SHARES

CANADA

Holder Account Number

C9999999999

IND

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Form of Proxy - Annual and Special Meeting to be held on June 28, 2023

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 Management Nominees 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 may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
  3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
  4. 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.
  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, and the proxy appoints the Management Nominees listed on the reverse, 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. If you have 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 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 4:00 p.m., Eastern Time, on June 26, 2023.

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

To Vote Using the Telephone

  • Call the number listed BELOW from a touch tone telephone.

1-866-732-VOTE (8683) Toll Free

To Vote Using the Internet

  • Go to the following web site: www.investorvote.com
  • Smartphone?
    Scan the QR code to vote now.

To Receive Documents Electronically

  • You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.

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.

CONTROL NUMBER 23456 78901 23456

YPAQ_PRX_353743/000001/000001/i

SAM SAMPLE

Appointment of Proxyholder

I/We being holder(s) of securities of Palamina Corp. (the "Company") hereby appoint: Andrew Thomson, President, Chief Executive Officer and Chairman of the Company, or failing him, Brian Jennings, Chief Financial Officer and Secretary of the Company (the "Management Nominees")

C9999999999 *C9999999999*

IND C02 *C9999999999*

OR

Print the name of the person you are

appointing if this person is someone

other than the Management

Nominees listed herein.

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 Annual and Special Meeting of shareholders of the Company to be held at Suite 4100 - 66 Wellington Street West, Toronto, Ontario on June 28, 2023 at 4:00 p.m. and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

For

1. Number of Directors

To set the number of Directors at five (5).

Against

2. Election of Directors

Withhold

Withhold

For

For

01.

Andrew Thomson

02.

Peter Bojtos

03. Alistair Waddell

04.

Christina McCarthy

05.

Sean Spraggett

3. Appointment of Auditors

Appointment of McGovern Hurley LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration.

For

For

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Withhold

Withhold

For

Against

4. Stock Option Plan Resolution

To consider, and if thought advisable, pass an ordinary resolution approving the stock option plan 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.

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.

Information Circular - Mark this box if you would like to receive the Information Circular by mail for the next securityholders' meeting.

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.

Y P A Q

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1 P D I Z

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Disclaimer

Palamina Corp. published this content on 08 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 May 2023 09:49:08 UTC.