Abaxx Technologies Inc. — Proxy Solicitation & Information Statement 2020

Oct 31, 2020

NEW MILLENNIUM IRON CORP.

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

to be held on November 23, 2020

NOTICE IS HEREBY GIVEN THAT the annual and special meeting (the "Meeting") of holder (the "NML Shareholders") of common shares (the "NML Shares") of New Millennium Iron Corp. ("NML" or "Company") will be held at 1 Place Ville Marie Suite 3000, Montreal, Quebec H3B 4N8 at 9:00 a.m. on November 23, 2020, for the following purposes, as more particularly described in the enclosed management information circular (the "Circular"):

1. to receive and consider the consolidated financial statements of the Company for the financial years ended December 31, 2019, and 2018, and the report of the auditor thereon;
2. to fix the number of directors of the Company to be elected at the Meeting at seven;
3. to elect the board of directors of the Company (the "Board of Directors") for the ensuing year;
4. to appoint the auditor of the Company for the ensuing year and to authorize the Board of Directors to fix the auditor's remuneration;
5. to consider and if thought appropriate, to pass with or without variation, a resolution of the majority of the minority (the "Reorganization Resolution"), the full text of which is set out in Appendix A to the accompanying Circular, authorizing and approving the reorganization (the "Reorganization") of the relationship of the Company with TS Global Minerals Holdings Pte. Ltd. ("TSGMH"), Tata Steel Minerals Canada Ltd. ("TSMC") and TSMUK LTD ("TSMUK", and together with TSGMH and TSMC, the "Tata Steel Group"), as contemplated in the reorganization agreement entered into among the Company and the Tata Steel Group on August 5, 2020 (the "Reorganization Agreement"), as more particularly described in the accompanying Circular and where the key terms and conditions of which were disclosed by way of news release on August 5, 2020;
6. to consider and, if thought appropriate, to pass with or without variation, a special resolution authorizing and approving a reduction in the stated capital (the "Stated Capital Reduction") of the Company (the "Stated Capital Reduction Resolution"), the full text of which is set out in Appendix B to the accompanying Circular;
7. to consider and, if thought appropriate, to pass with or without variation, a resolution (the "Transaction Resolution"), the full text of which is set forth in Appendix D to the accompanying Circular, approving a transaction (the "Transaction") between NML and Abaxx Technologies Inc. ("Abaxx"), which will result in a reverse take-over of NML by the shareholders of Abaxx (the "Abaxx Shareholders") to ultimately form the resulting issuer (the "Resulting Issuer") and following which the Resulting Issuer will continue the business of Abaxx and the NML Shares will be delisted from the Toronto Stock Exchange (the "TSX"), as contemplated in the business combination agreement entered into among the Company and Abaxx on September 18, 2020 (the "Business Combination Agreement");
8. to consider and, if thought appropriate, to pass with or without variation, a special resolution (the "Consolidation and Change of Name Resolution"), the full text of which is set forth in Appendix E to the accompanying Circular, authorizing and approving (i) the consolidation of the issued and outstanding NML Shares in the capital of the Company (the "Consolidation") on the basis of one post-Consolidation NML Share for every 12 pre-Consolidation NML Shares, as more particularly described in the accompanying Circular and (ii) the change of name of NML to "Abaxx Technologies Ltd." (the "Change of Name") or such other name as Abaxx may determine and the Board of Directors may approve;

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1. to consider and, if thought appropriate, to pass with or without variation, a resolution (the "Stock Option Plan Resolution"), the full text of which is set forth in Appendix J to the accompanying Circular, approving a stock option plan of the Resulting Issuer (the "Stock Option Plan") to become effective following the completion of the Transaction, all as more particularly described in the accompanying Circular;

2. to consider and, if thought appropriate, to pass with or without variation, a resolution (the "RSU Plan Resolution"), the full text of which is set forth in Appendix L to the accompanying Circular, approving a restricted stock unit incentive plan of the Resulting Issuer (the "RSU Plan") to become effective following the completion of the Transaction, all as more particularly described in the accompanying Circular;

3. to transact such other business as may be properly brought before the meeting or any adjournment.

Given the continuing public health impact of the coronavirus disease 2019 ("COVID-19"), considerations regarding the health and safety of our employees, NML Shareholders and other stakeholders, as well as public health guidelines to limit gatherings of people, rather than attend the Meeting in person, NML Shareholders are strongly encouraged to vote their NML Shares by proxy by no later than 9:00 a.m. (EDT) on November 19, 2020 (see below) and attend the Meeting by calling toll-free in North America at 1-800-757-9216 and in Canada at 1-416-981-9018.

If you do not expect to attend the Meeting and would like your NML Shares represented, please complete the enclosed instrument of proxy and return it as soon as possible in the envelope provided for that purpose. All proxies, to be valid, must be received by Computershare Trust Company of Canada, Proxy Department, 100 University Avenue, 8th Floor, Toronto, Ontario, M5J 2Y1 at least forty-eight hours, excluding Saturdays, Sundays and holidays, before the Meeting or any adjournment. Late proxies may be accepted or rejected by the Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late proxy.

DATED this October 15, 2020.

BY ORDER OF THE BOARD OF DIRECTORS

"Mario Caron"

Mario Caron

Chairman