1CM Inc. — Proxy Solicitation & Information Statement 2020

May 27, 2020

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LEVIATHAN CANNABIS GROUP INC.

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Security Class

Holder Account Number

Voting Instruction Form ("VIF") - Annual General and Special Meeting to be held on June 23rd 2020

NON-REGISTERED (BENEFICIAL) SECURITYHOLDERS

1. We are sending to you the enclosed proxy-related materials that relate to a meeting of the holders of the series or class of securities that are held on your behalf by the intermediary identified above. Unless you attend the meeting and vote in person, your securities can be voted only by management, as proxy holder of the registered holder, in accordance with your instructions.

2. We are prohibited from voting these securities on any of the matters to be acted upon at the meeting without your specific voting instructions. In order for these securities to be voted at the meeting, it will be necessary for us to have your specific voting instructions. Please complete and return the information requested in this VIF to provide your voting instructions to us promptly.

3. If you want to attend the meeting and vote in person, please write your name in the place provided for that purpose in this form. You can also write the name of someone else whom you wish to attend the meeting and vote on your behalf. Unless prohibited by law, the person whose name is written in the space provided will have full authority to present matters to the meeting and vote on all matters that are presented at the meeting, even if those matters are not set out in this form or the information circular. Consult a legal advisor if you wish to modify the authority of that person in any way. If you require help, please contact the Registered Representative who services your account.

4. This VIF should be signed by you in the exact manner as your name appears on the VIF. If these voting instructions are given on behalf of a body corporate set out the full legal name of the body corporate, the name and position of the person giving voting instructions on behalf of the body corporate and the address for service of the body corporate.

5. If this VIF is not dated, it will be deemed to bear the date on which it is mailed by management to you.

6. When properly signed and delivered, securities represented by this VIF will be voted as directed by you, however, if such a direction is not made in respect of any matter, the VIF will direct the voting of the securities to be made as recommended in the documentation provided by Management for the meeting.

7. This VIF confers discretionary authority on the appointee to vote as the appointee sees fit in respect of amendments or variations to matters identified in the notice of meeting or other matters as may properly come before the meeting or any adjournment thereof.

8. Your voting instructions will be recorded on receipt of the VIF.

9. By providing voting instructions as requested, you are acknowledging that you are the beneficial owner of, and are entitled to instruct us with respect to the voting of, these securities.

10. If you have any questions regarding the enclosed documents, please contact the Registered Representative who services your account.

11. This VIF should be read in conjunction with the information circular and other proxy materials provided by Management.

VIFs submitted must be received by 11 a.m., Eastern Daylight Savings Time, on June 19, 2020.

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

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To Vote Using the Telephone
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• Call the number listed BELOW from a touch tone telephone.

• 1-866-734-VOTE (8683) Toll Free

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To Vote Using the Internet
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• Go to the following web site:

• www.investorvote.com

• Smartphone? Scan the QR code to vote now.

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

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 choose an appointee other than the Management appointees named on the reverse of this VIF. Instead of mailing this VIF, you may choose one of the two voting methods outlined above to vote this VIF.

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

CONTROL NUMBER

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Appointee(s)

Management Appointees are: Martin J. Doane, Chairman & CEO, or OR If you wish to attend in person or appoint failing him Jayne Beckwith, Interim CFO, or failing her Luvlina Sanghera, someone else to attend on your behalf, Corporate Secretary, print your name or the name of your appointee in this space (see Note #3 on reverse).

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as my/our appointee to attend, act and to vote in accordance with the following direction (or if no directions have been given, as the appointee sees fit) and all other matters that may properly come before the Annual General and Special Meeting of securityholders of Leviathan Cannabis Group Inc. to be held at 250 The Esplanade Suite 116, Toronto, ON, M5A 4J6, on June 23, 2020 at 11 a.m. Eastern Daylight Savings Time 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.
2.Election of Directors	For	Withhold		For	Withhold		For	Withhold	------- Fold
01. Martin J. Doane			02. R. David Jarvis			03. Matthew Brace
							For	Withhold

3. Appointment of Auditors

Appointment of MNP LLP as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration.

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4.Name Change	For	Against
To consider and, if deemed advisable, to pass, with or without variation, a special resolution to amend the Corporation’s articles of incorporation to
change the name of the Corporation to “Leviathan Natural Products”, or such other name that is acceptable to the board of directors of the
Corporation, in its sole discretion, effective for twelve (12) months from the date of such approval, as more particularly set forth in the
accompanying management information circular dated May 19, 2020.
5.Consolidation	For	Against
To consider and, if deemed advisable, to pass, with or without variation, a special resolution authorizing and approving the consolidation of the
issued and outstanding common shares (“Common Shares”) in the capital of the Corporation on the basis of one (1) post-consolidation Common
Share for each two (2) pre-consolidation Common Shares, with the timing to be determined by the board of directors at a later date, as more
particularly set forth in the accompanying management information circular dated May 19, 2020.
6.Authorizing Directors to Fix the Number of Directors	For	Against
To consider and, if deemed advisable, to pass, with or without variation, a special resolution to authorize the board of directors to set the number of			------- Fold

To consider and, if deemed advisable, to pass, with or without variation, a special resolution to authorize the board of directors to set the number of directors from time to time within the minimum and maximum number of directors set forth in the articles of the Corporation, in accordance with Section 125(3) of the Business Corporations Act (Ontario), provided that the total number of directors so set may not exceed one-third of the number of directors elected at the previous annual meeting of shareholders, as more particularly set forth in the accompanying management information circular dated May 19, 2020.

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

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 VIF with signing capacity stated.

Signature(s)

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Date

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

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

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G D O Q

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