Altus Group Limited — AGM Information 2020

Mar 21, 2020

ALTUS GROUP LIMITED

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

WHEN : Wednesday, May 6, 2020 WHERE : Stikeman Elliott LLP 11:00 a.m. 5300 Commerce Court West 199 Bay Street, 53 Floor Toronto, ON M5L 1B9

BUSINESS OF THE MEETING:

1. to receive the audited consolidated financial statements of Altus Group Limited (the " Company ") for the financial year 2019 and the auditor’s report thereon;

2. to elect the Company’s directors;

3. to appoint Ernst & Young LLP as the Company’s auditor for the financial year 2020 and to authorize the Board of Directors to fix the auditor’s remuneration;

4. to approve resolutions to increase the number of authorized common shares to be reserved for issuance under the Company’s Long-Term Equity Incentive Plan and to ratify the grant of awards made under it to executives and key employees;

5. to consider an advisory resolution on the Company’s approach to executive compensation; and

6. to transact such other business as may properly come before the Annual and Special Meeting of Shareholders or at any adjournment or postponement thereof (the “ Meeting ”).

The items of business covered at the Meeting are discussed in more detail beginning at page 8 of the management information circular.

Shareholders of record as of the close of business on March 20, 2020 will be entitled to receive notice of, and vote at, the Meeting. There were 40,469,840 common shares of the Company outstanding on March 20, 2020.

We use the “ Notice and Access ” system for delivery of our proxy materials to our shareholders. This means we will post the proxy materials on our website and on the System for Electronic Document Analysis and Retrieval (“ SEDAR ”). Shareholders will receive a notice that explains how to access the proxy materials (including the management information circular, consolidated financial statements and our management’s discussion and analysis for 2019) on our website, www.altusgroup.com and on www.sedar.com and how to request a paper copy of the proxy materials.

Shareholders who are unable to attend the Meeting in person are requested to complete, date, sign and return the proxy form for use at the Meeting by:

1. mail in the envelope provided to AST Trust Company (Canada), Attention: Proxy Department, P.O. Box 721, Agincourt, Ontario M1S 0A1;

2. e-mail at proxyvote@astfinancial.com;

3. facsimile at 416-368-2502 (toll free in North America at 1-866-781-3111);

4. telephone vote at 1-888-489-5760 (toll free in North America); or

5. internet at www.astvotemyproxy.com,

no later than Monday, May 4, 2020, 11:00 a.m. (Toronto time). The Chair of the Meeting reserves the right to accept late proxies and to waive the cutoff date with or without notice but is under no obligation to accept or reject any late proxy.

While as of the date of this circular, we intend to hold the Meeting in physical face to face format, we are continuously monitoring the current coronavirus (COVID-19) outbreak. In light of the rapidly evolving news and guidelines related to COVID-19, we ask that, in considering whether to attend the Meeting in person, shareholders follow, among other things, the instructions of the Public Health Agency of Canada (https://www.canada.ca/en/public-health/services/diseases/coronavirus-disease-covid-19.html) and any applicable additional provincial and local instructions. All shareholders are strongly encouraged to vote prior to the Meeting by any of the means described on page 5 of this Circular.

We reserve the right to take any additional precautionary measures we deem appropriate in relation to the Meeting in response to further developments in respect of the COVID-19 outbreak including, if we consider necessary or advisable, providing a webcast version of the Meeting and/or hosting the Meeting solely by means of remote communication. Changes to the Meeting date and/or means of holding the Meeting may be announced by way of press release. Please monitor our Company press releases as well as our Company website at www.altusgroup.com for updated information. We advise you to check our Company website one week prior to the Meeting date for the most current information. We do not intend to prepare or mail an amended Circular in the event of changes to the Meeting format.

DATED at Toronto, Ontario, this 20[th] day of March, 2020.

By Order of the Board of Directors

(signed) “Liana L. Turrin”

Liana L. Turrin General Counsel & Corporate Secretary