Arctic Star Exploration Corp. — Proxy Solicitation & Information Statement 2025

May 22, 2025

ARCTIC STAR EXPLORATION CORP.
1111 Melville Street, Suite 1100
Vancouver, British Columbia V6E 3V6
Telephone: (604) 689-1799

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN THAT the annual general meeting (the “Meeting”) of shareholders of Arctic Star Exploration Corp. (the “Company”) will be held at Suite 1100 – 1111 Melville Street, Vancouver, British Columbia, on Thursday, June 19, 2025, at 10:00 a.m., (Pacific Time) for the following purposes:

1. To receive and consider the audited consolidated financial statements of the Company for the financial years ended December 31, 2023 and December 31, 2024, together with the auditor's reports thereon (the “Annual Financial Statements”) and the related management discussion and analyses (the “MD&As”).
2. To set the number of directors at three (3).
3. To elect directors of the Company for the ensuing year.
4. To appoint SHIM & Associates LLP, Chartered Professional Accountants, as auditor of the Company for the ensuing year and to authorize the directors to fix the auditor’s remuneration.
5. To consider and, if thought fit, to pass an ordinary resolution to approve the continuation of the Company’s Omnibus Equity Incentive Compensation Plan, as more particularly described in the accompanying Information Circular.
6. To consider any permitted amendment to or variation of any matter identified in this Notice and to transact such other business as may properly come before the Meeting or at any adjournment thereof.

An Information Circular accompanies this Notice and contains details of the matters to be considered at the Meeting.

A copy of the Annual Financial Statements and MD&As will be made available at the Meeting and are available on SEDAR+ at www.sedarplus.ca.

Registered shareholders who are unable to attend the Meeting in person and wish to ensure that their shares will be voted at the Meeting, must complete, date and sign the enclosed form of proxy, or another suitable form of proxy, and deliver it in accordance with the instructions set out in the form of proxy.

If your shares are held in a brokerage account, you are not a registered shareholder. Unregistered shareholders who plan to attend the Meeting must follow the instructions set out in the form of proxy or voting instruction form to ensure that their shares will be voted at the Meeting.

DATED at Vancouver, British Columbia, this 16th day of May, 2025.

BY ORDER OF THE BOARD

“Patrick Power”

PATRICK POWER
Chief Executive Officer

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