Automotive Finco Corp. — Proxy Solicitation & Information Statement 2025

May 16, 2025

AUTOMOTIVE FINCO CORP.
PO Box 17026 Yonge King, Toronto, Ontario, M5E 1Y2

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN of the annual general and special meeting (the Meeting) of shareholders (the Shareholders) of AUTOMOTIVE FINCO CORP. (the Company).

Date: June 19, 2025
Time: 12:00 p.m. (Toronto time)
Place: https://meetnow.global/MX462J5

The Meeting will be held for the following purposes:

1. to receive the Company's audited financial statements for the financial year ended December 31, 2024 and the report of the auditors thereon;
2. to re-appoint the auditors of the Company for the ensuing year and to authorize the directors to fix the auditors' remuneration;
3. to elect directors of the Company for the ensuing year;
4. to consider and, if thought advisable, to pass, with or without variation, an ordinary resolution, substantially in the form set out in the accompanying management information circular (the Circular), approving the continued use of the Company's amended and restated stock option plan (the Amended and Restated SOP), which provides that the maximum number of common shares of the Company that may be reserved and set aside for issuance under the Amended and Restated SOP shall not exceed 10% of the aggregate number of common shares outstanding; and
5. to transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.

Online Meeting

The Company is conducting the Meeting as an online only shareholders' meeting. There will be no in-person component to the Meeting. Registered Shareholders (as defined in the Circular) and duly appointed proxyholders can attend the Meeting online at https://meetnow.global/MX462J5 to participate, vote, or submit questions during the Meeting's live webcast.

The specific details of the matters to be put before the Meeting as identified above are set forth in the Circular accompanying this notice of meeting. Registered Shareholders who are unable to attend the Meeting are requested to complete, sign, date and return to Computershare Investor Services Inc., the transfer agent and registrar of the Company, the enclosed form of proxy. To be effective, a form of proxy must be received by 12:00 p.m. (Toronto time) on June 17, 2025, or in the case of any adjournment or postponement of the Meeting, not less than 48 hours prior to the time of such meeting. The address to which you should submit the form of proxy is Computershare Investor Services Inc., 100 University Avenue, 8th Floor, Toronto, Ontario M5J 2Y1.

Beneficial Shareholders (as defined in the Circular) who receive these materials through their broker or other intermediary should carefully follow the instructions provided by their broker or intermediary and the instructions set out in the Circular under "Part I – General Information".

No In-Person Attendance

The Company is conducting the Meeting entirely online in a format whereby Registered Shareholders and duly appointed proxyholders may attend and participate in the Meeting virtually via live audiocast. As such, there will be no in-person component to the Meeting and Shareholders who wish to attend the Meeting

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must do so in accordance with the directions set out in the Circular under the heading "Part I – General Information".

The board of directors of the Company has fixed the close of business on May 15, 2025 as the record date for the determination of the Shareholders entitled to receive notice of and vote at the Meeting or any adjournment or postponement thereof. Unless specified otherwise, all information contained herein is as of May 15, 2025.

DATED at Toronto, Ontario as of this 15th day of May, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

"Farhad Abasov"
Farhad Abasov
Chairman of the Board