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Argenta Silver Corp. AGM Information 2024

Nov 12, 2024

44540_rns_2024-11-12_e1f61ad4-72f0-424e-9307-31a60e48f3b8.pdf

AGM Information

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EAGLE ROYALTIES LTD.

Suite 200, 44 – 12[th] Avenue South Cranbrook, British Columbia V1C 2R7

NOTICE OF ANNUAL AND SPECIAL MEETING

TAKE NOTICE that the annual and special meeting (the “ Meeting ”) of the shareholders of Eagle Royalties Ltd. (the “ Corporation ”) will be held at Suite 200, 44 – 12[th] Avenue South in Cranbrook, British Columbia on December 16, 2024 at 11:00 a.m. (MST local time) for the purposes of:

  1. receiving and considering the audited financial statements of the Corporation for the year ended December 31, 2023, and the report of its auditors;

  2. electing the directors for the ensuing year;

  3. appointing auditors for the ensuing year;

  4. approving the Corporation’s Stock Option Plan, as more particularly described in the Information Circular;

  5. transacting such other business as may properly come before the said meeting or any adjournment thereof.

The Information Circular contains details of matters to be considered at the Meeting under the section heading “ Particulars of Matters to be Acted Upon ”. The Meeting will also consider any permitted amendment to, or variation of, any matter identified in the Notice and transact such other business as may properly come before the Meeting or any adjournment thereof.

The Corporation has elected to use the notice-and-access provisions under National Instrument 54-101 and National Instrument 51-102 (the “ Notice-and-Access Provisions ”) for the Meeting. The Notice-and-Access provisions are a relatively new set of rules developed by the Canadian Securities Administrators that reduce the volume of materials that must be physically mailed to Shareholders by allowing the Corporation to post the Information Circular and any additional materials online. Shareholders will still receive this Notice of Meeting and a form of proxy and may choose to receive a paper copy of the Information Circular. The Corporation will not use the procedure known as ‘stratification’ in relation to the use of Notice-and-Access Provisions. Stratification occurs when a reporting issuer using the Notice-and-Access Provisions provides a paper copy of the Information Circular to some shareholders with this notice package. In relation to the Meeting, all Shareholders will receive the required documentation under the Notice-and-Access Provisions, which will not include a paper copy of the Information Circular.

Please review the Information Circular carefully and in full prior to voting as the Information Circular has been prepared to help you make an informed decision on the matters to be acted upon. The Information Circular is available on the Corporation’s website at https://www.eagleroyalties.com/ER-AGM-material and under the Corporation’s profile on SEDAR+ at www.sedarplus.ca. Any shareholder who wishes to receive a paper copy of the Information Circular, should contact the Corporation’s Transfer Agent Olympia Trust Company by emailing [email protected], or by calling toll free at 1-866-668-8379. Shareholders may also use the toll-free number noted above to obtain additional information about the Notice-and-Access Provisions.

ADVICE TO BENEFICIAL SHAREHOLDERS

The information set forth in this section is of significant importance to many shareholders of the Corporation, as a substantial number of shareholders do not hold Common Shares in their own name. Shareholders who do not hold their Common Shares in their own name (referred to as "Beneficial Shareholders ") should note that only proxies deposited by shareholders whose names appear on the records of the Corporation as the registered holders of Common Shares can be recognized and acted upon at the Meeting. If shares are listed in an account statement provided to a shareholder by a broker, then, in almost all cases, those shares will not be registered in the shareholder's name on the records of the Corporation. Such shares will more likely be registered under the name of the shareholder's broker or an agent of that broker. In Canada, the vast majority of such shares are registered under the name of CDS & Co. (the registration name for The Canadian Depositary for Securities, which acts as nominee for many Canadian brokerage firms). Shares held by brokers or their agents or nominees can only be voted (for or against resolutions) upon the instructions of the Beneficial Shareholder. Without specific instructions, a broker and its agents and nominees are prohibited from voting shares for the broker's clients. Therefore, Beneficial Shareholders should ensure that instructions respecting the voting of their Common Shares are communicated to the appropriate person.

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Applicable regulatory policy requires intermediaries/brokers seek voting instructions from Beneficial Shareholders in advance of shareholders' meetings. Every intermediary/broker has its own mailing procedures and provides its own return instructions to clients, which should be carefully followed by Beneficial Shareholders in order to ensure that their shares are voted at the Meeting. The majority of the brokers now delegate responsibility for obtaining instructions from clients to Broadridge Financial Solutions Inc. ("Broadridge"). Broadridge typically uses its own voting instruction form, mails those forms to the Beneficial Shareholders and asks Beneficial Shareholders to either return the voting instruction form to Broadridge or alternatively provide voting instructions by utilizing an internet on-line or automated telephone system. Broadridge then tabulates the results of all instructions received and provides appropriate instructions respecting the voting of shares to be represented at the Meeting. A Beneficial Shareholder receiving a voting instruction form from Broadridge cannot use that voting instruction form to vote Common Shares directly at the Meeting. The voting instruction form must be returned to Broadridge not later than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays) prior to the time set for the Meeting or any adjournment of the Meeting (the "Proxy Deadline"), failing which such votes may not be counted.

Although a Beneficial Shareholder may not be recognized directly at the Meeting for the purposes of voting Common Shares registered in the name of his broker (or an agent of the broker), a Beneficial Shareholder may attend at the Meeting as proxyholder for the registered shareholder and vote the Common Shares in that capacity. Beneficial Shareholders who wish to attend the Meeting and indirectly vote their Common Shares as proxyholder for the registered shareholder, should enter their own names in the blank space on the voting instruction form provided to them and return the same to their broker (or the broker's agent) in accordance with the instructions provided by such broker (or agent), well in advance of the Meeting.

ADVICE TO REGISTERED SHAREHOLDERS

Shareholders who hold their Common Shares in their own name (referred to as " Registered Shareholders ") may attend the Meeting in person or may be represented by proxy. If you are unable to attend the Meeting in person, please complete, date and sign the form of proxy provided by the Corporation and return it, in the envelope provided, to Proxy Department, Olympia Trust Company, PO Box 128 STN M, Calgary, Alberta T2P 2H6, or by email to [email protected] , or by facsimile to (403) 668-8307, so that it is received not later than the Proxy Deadline failing which such votes may not be counted.

In order to ensure that a paper copy of the Information Circular can be delivered to a requesting Beneficial Shareholder or Registered Shareholder in time for such shareholder to review the Information Circular and return a voting instruction form or proxy prior to the Proxy Deadline, it is strongly suggested that a shareholder ensure their request is received no later than December 2, 2024.

DATED this 4[th] day of November 2024.

BY ORDER OF THE BOARD

Timothy J. Termuende “ Timothy J. Termuende, President and Chief Executive Officer