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Alamos Gold Inc. — Proxy Solicitation & Information Statement 2022
Apr 14, 2022
47314_rns_2022-04-14_79b3cbad-2f9d-45ad-9776-7c1544de459a.pdf
Proxy Solicitation & Information Statement
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8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com
Security Class
Holder Account Number
Form of Proxy - Annual General and Special Meeting to be held on May 26, 2022
This Form of Proxy is solicited by and on behalf of the management of Alamos Gold Inc. ("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 persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
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- 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
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- This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
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- If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
- 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, this proxy will be voted as recommended by Management.
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- 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 and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
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- This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.
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- This proxy should be read in conjunction with the accompanying documentation provided by Management.
Proxies submitted must be received by 4:00 pm (Toronto Time) on May 24, 2022.
VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

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
Appointment of Proxyholder
| I/We, being holder(s) of Alamos Gold Inc. hereby appoint:Paul J. Murphy, Chair, or failing him, John A. McCluskey,President and Chief Executive Officer | OR | Print the name of the person you areappointing if this person is someoneother than the Management nomineeslisted herein. |
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Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/alamosgold 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 vote in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General and Special Meeting of Shareholders of Alamos Gold Inc. (the "Company") to be held online at https://web.lumiagm.com/417466599 on Thursday, May 26, 2022 at 4:00 pm (Toronto Time) and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
| 1. Election of Directors | ||||||
|---|---|---|---|---|---|---|
| For | Withhold | ForWithhold | For | Withhold | ||
| 01. Elaine Ellingham | 02 David Fleck | 03. David Gower | Fold | |||
| 04. Claire M. Kennedy | 05. John A. McCluskey | 06. Monique Mercier | ||||
| 07. Paul J. Murphy | 08. J. Robert S. Prichard | 09. Kenneth Stowe | ||||
| For | Withhold | |||||
| 2. Re-Appointment of AuditorsRe-appoint KPMG LLP as auditors of the Company for the ensuing year and authorizing the directors to fix their remuneration. | ||||||
| For | Against | |||||
| 3. Long-Term Incentive PlanTo consider, and if deemed advisable, pass a resolution to approve the unallocated awards under the Company's Long-Term Incentive Plan, as well as revisions to theplan's amendment provision. | ||||||
| For | Against | |||||
| 4. Employee Share Purchase PlanTo consider, and if deemed advisable, pass a resolution to approve the unallocated shares under the Company's Employee Share Purchase Plan, as well as revisions tothe plan's amendment provision. | ||||||
| For | Against | |||||
| 5. Shareholder Rights PlanTo consider, and if deemed advisable, pass a resolution to approve the Company's Amended and Restated Shareholder Rights Plan. | Fold | |||||
| For | Against | |||||
| 6. Executive CompensationTo consider, and if deemed advisable, pass a resolution to approve an advisory resolution on the Company's approach to executive compensation. | ||||||
| Authorized Signature(s) – This section must be completed for your | Signature(s) | Date | ||||
| instructions to be executed.I/We authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the meeting. If no voting instructions areindicated above, this Proxy will be voted as recommended by Management. | MM / DD / YY | |||||
| Interim Financial Statements – Mark this box if youwould like to receive Interim Financial Statements andaccompanying Management's Discussion and Analysisby mail.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. | Annual Financial Statements – Mark this box if youwould like to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysisby mail. | Information Circular – Mark this box if you would liketo receive the Information Circular by mail for the nextsecurityholders' meeting. |
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