Boron One Holdings Inc. — Proxy Solicitation & Information Statement 2025

Dec 15, 2025

BORON ONE HOLDINGS INC.
203, 645 Fort Street
Victoria, BC V8W 1G2

NOTICE OF ANNUAL GENERAL & SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that an Annual General and Special Meeting of Holders of Common Shares of BORON ONE HOLDINGS INC. (the "Corporation") will be held on Friday, the 9th day of January, 2026, at the hour of 2:00 p.m. (Victoria time) via teleconference by calling: Canada/USA Toll Free: 1-844-282-4459, passcode 1544205

1. To set the number of directors to be elected.
2. To elect directors for the ensuring year.
3. To accept the audited financial statements for the fiscal periods ended June 30, 2024 and June 30, 2025 and the auditor's reports thereon.
4. To appoint the auditors for the ensuring year and to authorize the directors to fix the remuneration of the auditors.
5. To consider and, if deemed advisable, to pass a resolution to approve the Corporation's Stock Option Plan, as more particularly described in the attached Information Circular.
6. To transact such other business as may come before the meeting.

The Corporation has set December 4, 2025, as the Record Date for the Meeting. Only shareholders of the Corporation of record as at that date are entitled to receive notice of and to vote at the meeting unless after that date a Shareholder of record transfers his shares and the transferee, upon producing properly endorsed certificates evidencing such shares or otherwise establishing that he owns such shares, requests at least 10 days prior to the Meeting that the transferee's name be included in the List of Shareholders entitled to vote, in which case such transferee is entitled to vote such shares at the Meeting. The details of the matters proposed to be put before the Meeting are set forth in the management information circular accompanying this Notice, which is supplemental to and expressly made a part of this Notice.

DATED this 4th day of December, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

(s) “Tim Daniels”
TIM DANIELS
President

The meeting will be conducted online only. As a result, shareholders are unable to attend the meeting in person, and are requested to complete, date and sign the enclosed form of proxy or other appropriate form of proxy and return it to the corporation’s transfer agent, Computer Share Trust Company of Canada, Corporate Services, 320 Bay Street, 14th Floor, Toronto ON M5H 4A6, such that it is received at least 48 hours (excluding Saturdays, Sundays and statutory holidays in the province of Ontario) prior to the commencement of the meeting or any adjournment thereof, in default of which it may be treated as invalid. In order to be represented by proxy, shareholders must complete and submit the enclosed form of proxy or other appropriate form of proxy.

BORON ONE HOLDINGS INC.