Angel Wing Metals Inc. — Proxy Solicitation & Information Statement 2021

Jan 15, 2021

HUNTINGTON EXPLORATION INC. - INSTRUMENT OF PROXY THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS AND MANAGEMENT AND WILL BE USED AT THE ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

The undersigned, being a shareholder of Huntington Exploration Inc. (the “ Corporation ”), hereby nominates, constitutes and appoints Christopher Brown, President and Chief Executive Officer of the Corporation, or failing him, Robert Verhelst, a director of the Corporation (the “ Management Designees ”), or in the place and stead of the foregoing, the true and lawful attorney and proxy of the undersigned, with full power of substitution, to attend, act and vote in respect of the common shares held by the undersigned at the annual general and special meeting of the shareholders of the Corporation to be held on Thursday, February 18, 2021 at 10:00 a.m. at the offices of DLA Piper (Canada) LLP, 10th Floor, Livingston Place, West Tower, 250 - 2nd Street SW, Calgary Alberta T2P 0C1 (the “ Meeting ”) and any adjournment thereof. The undersigned hereby instructs said proxy to vote the common shares represented by this instrument of proxy in the following manner:

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT

1.		FOR	[	]		The fixing of the number of directors to be elected at the Meeting at four (4) members.
		AGAINST	[	]
2.						The election of the directors of the Corporation.
	A.	FOR			[	] Robert Verhelst B. FOR [ ] Christopher Brown
		WITHHOLD			[	] WITHHOLD [ ]
	C.	FOR			[	] Sameer Uplenchwar D. FOR [ ] Frank Busch
		WITHHOLD			[	] WITHHOLD [ ]
3.		FOR	[	]		The re-appointment of Kenway Mack Slusarchuk Stewart LLP, Chartered Accountants, as
		WITHHOLD	[	]		Auditors of the Corporation for the ensuing year and authorizing the directors of the Corporation to fix the Auditors’ remuneration.
4.		FOR	[	]		An ordinary resolution, as more particularly set forth in the accompanying management
		AGAINST	[	]		information circular (the “Circular”), re-approving the stock option plan of the Corporation.
5.		FOR	[	]		A special resolution, as more particularly set forth in the Circular, authorizing and approving
		AGAINST	[	]		the Corporation to change the name of the Corporation to “Helios Exploration Inc.” or such other name as the Board of Directors, in their discretion, may resolve.
6.		FOR	[	]		An ordinary resolution, as more particularly set forth in the Circular, relating to the approval of
		AGAINST	[	]		the amendment to the By-laws of the Corporation to support the direct registration system for the Corporation’s securities.

To be valid, this proxy must be received by the Corporation’s transfer agent, Alliance Trust Company, #1010, 407-2nd Street SW, Calgary, Alberta T2P 2Y3, not later than 48 hours, excluding Saturdays, Sundays and holidays, prior to the Meeting or any adjournment thereof. 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.

This proxy revokes and supersedes all proxies of earlier date.

THIS PROXY MUST BE DATED

DATED this day of , 2021.

Signature of Shareholder Name of Shareholder (Please Print) Number of Shares Held

IMPORTANT - (Please see reverse)

NOTES

• 1 The Common Shares represented by this instrument of proxy will be voted. Where a choice is specified, the proxy will be voted as directed. Where no choice is specified, this proxy will be voted in favour of the matters listed on the proxy. The proxy confers discretionary authority for the above named person to vote in his/her discretion with respect to amendments or variations to the matters identified in the Notice of Meeting accompanying the instrument of proxy or such other matters which may properly come before the Meeting.

• 2 Each shareholder has the right to appoint a person to represent him at the Meeting other than the Management Designees specified above. Such right may be exercised by striking out the names of the Management Designees and inserting in the blank space provided the name of the person to be appointed, who need not be a shareholder of the Corporation.

• 3 Each shareholder must sign this instrument of proxy exactly the same as the name which is printed, or appears, on the instrument of proxy. Please date the instrument of proxy. If the shareholder is a corporation, the instrument of proxy must be executed under its corporate seal by an officer or attorney thereof duly authorized.

• 4 If the instrument of proxy is not dated in the space provided, it is deemed to bear the date of its mailing to the shareholders of the Corporation.

• 5 If the shareholder appoints any of the persons designated above, including persons other than Management Designees , as his/her proxy to attend and act at the said Meeting: (a) the Common Shares represented by the proxy will be voted in accordance with the instructions of the shareholder on any ballot that may be called for; (b) where the shareholder specifies a choice in the proxy with respect to any matter to be acted upon, the Common Shares represented by the proxy shall be voted accordingly; and (c) IF NO CHOICE IS SPECIFIED WITH RESPECT TO THE MATTERS IDENTIFIED IN THE ITEMS ABOVE, THE PROXY WILL BE VOTED FOR SUCH MATTERS.