49 North Resources Inc. — AGM Information 2021

Jul 19, 2021

49 NORTH RESOURCES INC.

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

TAKE NOTICE THAT the annual and special meeting (the “ Meeting ”) of the holders (the “ Shareholders ”) of common shares in the capital of 49 North Resources Inc. (the “ Company ”) will be held at McKercher LLP, 374 Third Avenue South, Saskatoon, Saskatchewan, on Thursday, August 26, 2021, commencing at 10:00 a.m. (Central Standard Time), for the following purposes:

1. to receive the audited financial statements of the Company for the years ended December 31, 2018, December 31, 2019 and December 31, 2020 and the report of the auditors thereon;

2. to elect directors of the Company for the ensuing year;

3. to appoint Davidson & Company LLP, Chartered Accountants, as auditors of the Company and to authorize the directors to fix their remuneration;

4. to consider and, if deemed advisable, adopt, with or without variation, an ordinary resolution granting the continuation of the existing stock option plan of the Company; and

5. to transact such other business as may properly come before the Meeting.

Information relating to matters to be acted upon by the Shareholders at the Meeting is set forth in the accompanying Management Information Circular of the Company dated July 16, 2021.

Subject to any COVID-19 restrictions which may be in place at the time of the meeting, Shareholders may attend the Meeting in person or may be represented at the Meeting by proxy. Shareholders who are unable to attend the Meeting in person and wish to be represented by proxy are requested to date, sign and return the accompanying form of proxy, or other appropriate form of proxy in accordance with the instructions set forth in the accompanying Management Information Circular and form of proxy. Proxies will not be valid unless deposited at the offices of the Company’s registrar and transfer agent, Alliance Trust Company at #1010, 407 – 2[nd] Street SW, Calgary, Alberta, T2P 2Y3, in the enclosed self-addressed envelope, by not later than 10:00 a.m. (Central Standard Time) on Tuesday, August 24, 2021 (or, in the case of an adjournment of the Meeting, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time of the adjourned Meeting). A person appointed as proxy holder need not be a Shareholder.

Only Shareholders of record at the close of business on July 16, 2021 are entitled to receive notice of and to vote at the Meeting.

DATED at Saskatoon, Saskatchewan, this 16[th] day of July 2021.

BY ORDER OF THE BOARD OF DIRECTORS

signed “Tom MacNeill” President and Chief Executive Officer