BioVaxys Technology Corp. — Proxy Solicitation & Information Statement 2020

Dec 3, 2020

BIOVAXYS TECHNOLOGY CORP. Form of Proxy – Annual General Meeting to be held on Friday, December 18, 2020

Appointment of Proxyholder

I/We being the undersigned holder(s) of BioVaxys Technology Corp. hereby appoint Jeremy Poirier or failing this person, Daren Hermiston OR Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein:

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder 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 BioVaxys Technology Corp. to be held at Suite 2500, 666 Burrard Street, Vancouver, British Columbia, V6C 2X8 , on Friday, December 18, 2020 at 10:00 a.m. (Pacific Time) or at any adjournment thereof.

											For
1.	Number of Directors. To set the number of directors to be elected at the Meeting to at four (4).									Against
											
	2. Election of Directors.	For	Withhold			For	Withhold				For	Withhold
	a. James Passin			b.	Jeremy Poirier			c.	Daren Hermiston			
	d. David Wang		
3.	Appointment of Auditors.										For	Withhold
	To appoint Dale Matheson Carr-Hilton Labonte LLP, Chartered Professional Accountants as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration.											
4.	Stock Option Plan										For	Against
	To pass an ordinary resolution approving the Company's stock option plan as more particularly described in the accompanying Information Circular dated November 12, 2020.											
Signature(s): Date Authorized Signature(s) – This section must be 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 instructions are										MM / DD / YY
indicated above, this Proxy will be voted as recommended by Management.
	Interim Financial Statements – would like to receive interim financial statements and accompanying	Check the box	to the right if you			if you would	Annual Financial Statements – like to receive the Annual Financial Statements	Check the	box to the right and	
	Management's Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.						accompanying Management's Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.

This form of proxy is solicited by and on behalf of Management.

Proxies must be received by 10:00 am, (Pacific Time), on Wednesday, December 16, 2020.

Notes to Proxy

• 1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual General Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.
• 1. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
• 1. This proxy should be signed in the exact manner as the name appears on the proxy.
• 1. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
• 1. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
• 1. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
• 1. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

To Vote Your Proxy Online please visit: https://login.odysseytrust.com/pxlogin and click on

. You will require the CONTROL NUMBER printed with your address to the right. If you vote by Internet, do not mail this proxy.

To request the receipt of future documents via email and/or to sign up for Securityholder Online services,

you may contact Odyssey Trust Company at www.odysseycontact.com.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.