BetterLife Pharma — Proxy Solicitation & Information Statement 2023

Feb 23, 2023

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BETTERLIFE PHARMA INC.

Security Class : Common Shares

FORM OF PROXY

Annual General Meeting to be held on Thursday, March 30, 2023

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided.

If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.

This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.

If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution overleaf. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.

This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.

This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 10:00am, Pacific Time, on Tuesday, March 28, 2023, or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting.

Proxies submitted must be received by 10:00am, Pacific Time, on Tuesday, March 28, 2023, or in the case ofany adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidaysexcepted) before the time of the adjourned or postponed meeting.	Proxies submitted must be received by 10:00am, Pacific Time, on Tuesday, March 28, 2023, or in the case ofany adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidaysexcepted) before the time of the adjourned or postponed meeting.
VOTING METHODS
MAIL or HAND DELIVERY	National Securities Administrators Ltd.702 – 777 Hornby StreetVancouver, BC V6Z 1S4
FACSIMILE – 24 Hours a Day	604-559-8908
EMAIL	proxy@transferagent.ca
ONLINE	As listed on Form of Proxy or Voter Information Card

If you vote by FAX, EMAIL or On-Line, DO NOT mail back this proxy.

Voting by mail, fax or by email are the only methods by which a holder may appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy.

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BETTERLIFE PHARMA INC.

Appointment of Proxyholder

I/We, being holder(s) of BetterLife Print the name of the person you are Pharma Inc. hereby appoint: AHMAD OR appointing if this person is someone other DOROUDIAN, Chief Executive Officer, than the Management Nominee listed or, failing him, MOIRA ONG, Chief herein. Financial Officer

as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General Meeting of shareholders of BetterLife Pharma Inc. to be held at via conference call (Dial-In: +1 778 907 2071 (Vancouver), +1 647 374 4685 (Toronto), +1 646 558 8656 (New York), +49 69 7104 9922 (Germany) (or find your local number at https://us02web.zoom.us/u/kbfXYUrq8I), on March 30, 2023, available starting 9:45 a.m. (Pacific Time). The Meeting ID is 899 0074 1145 and passcode is 678744) on March 30, 2023 at 10:00am, Pacific Time, and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

1. Number of Directors

2. Number of Directors For Against The number of Directors shall be set to 4 (four); □ □ 2. Election of Directors For Withhold i) Ahmad Doroudian □ □ ii) Robert Metcalfe □ □ iii) Ralph Anthony Pullen □ □ iv) Wolfgang Renz □ □

3. Appointment of Auditor

1. Appointment of Auditor For Withhold To appoint MNP LLP as auditor of the Company for the ensuing year and to authorize the directors to fix □ □ their remuneration; 4. Other Matters For Against To transact such other business that may be brought properly before the Meeting and any adjournment or □ □ postponement of the Meeting.

Authorized Signature(s) – This section must be Signature(s) completed for your instructions to be executed.

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting Print Name(s) & Signing Capacity(ies), if applicable instructions are indicated above, this Proxy will be voted as recommended by Management.

__________________________________ Date (MM-DD-YY) THIS PROXY MUST BE DATED