Cantex Mine Development Corp. — AGM Information 2023

Jan 18, 2023

FOR WITHHOLD

CANTEX MINE DEVELOPMENT CORP.

Appointment of Proxyholder

I/We, being holder(s) of common shares of Cantex Mine Development Corp. (the “ Corporation ”), hereby appoint: Charles Fipke, Chairman of the Board, OR failing him, Chad Ulansky, President and Chief Executive Officer, OR, failing him, Jennifer Irons, Chief Financial Officer, OR

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(Print the name of the person you are appointing if this person is someone other than the individuals listed above)

as proxyholder of the undersigned, to attend, act and vote in respect of all registered shares in the name of the undersigned at the Annual General Meeting of Shareholders of the Corporation to be held at 9:30 a.m. (Pacific Time) on February 13, 2023 at Ramada Hotel & Conference Center, 2170 Harvey Avenue, Kelowna, British Columbia and via Zoom, at https://us06web.zoom.us/j/83722739333, (the “Meeting”), and at any and all adjournments or postponements thereof in the same manner, to the same extent and with the same powers as if the undersigned were personally present, with full power of substitution. Without limiting the general powers and authority hereby conferred on the form of proxy, the holdings represented by this proxy are specifically directed to be voted or withheld from being voted as follows:

3. Appointment of Auditors

To pass the ordinary resolution to appoint Davidson & Company LLP as the auditor of the Corporation for the ensuing year and to authorize the directors to fix the auditor’s remuneration.

FOR AGAINST

4. Stock Option Plan

To pass the ordinary resolution to ratify and approve the continuation of the Corporation’s share option plan, dated for reference December 29, 2021, as more particularly described in the accompanying Management Proxy Circular.

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 indicated above, this Proxy will be voted FOR a matter by Management’s appointees or, if you appoint another proxyholder, as that other proxyholder sees fit. On any amendments or variations proposed or any new business properly submitted before the Meeting, I/We authorize you to vote as you see fit.

_________________________________________________________ ___________________________________ Signature(s) Date

If you are appointing a proxyholder other than the management appointees listed above you must return your completed form of Proxy and MUST contact TSX Trust Company online at www.tsxtrust.com/control-number-request to complete and submit the electronic form or by calling TSX Trust Company (“TSXT”) at 1-866-751-6315 (toll-free in North America) or 1-212-235-5754 (outside North America) by 9:30 a.m. (Pacific Time) on February 9, 2023, or, if the Meeting is adjourned or postponed, not less than 48 hours (excluding Saturdays, Sundays and holidays) prior to the time and date of the adjourned or postponed meeting, and provide TSXT with the required information for your chosen proxyholder so that TSXT may provide your proxyholder with a control number via email. This control number will allow your proxyholder to log in and vote at the Meeting. Without a control number your proxyholder will only be able to log in to the Meeting as a guest and will not be able to vote.

Directors and Management recommend voting FOR Resolutions 1, 2, 3 and 4. Please use a dark black pencil or pen.

FOR AGAINST

Please sign exactly as your name(s) appear on your certificate or statement. Please see reverse for instructions. All proxies must be received by 9:30 a.m. (Pacific Time) on February 9, 2023.

Meeting online at : Zoom meeting ID 837 2273 9333 (https://us06web.zoom.us/j/83722739333)

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1. Set the Number of Directors

To pass the ordinary resolution to set the number of persons to be elected to the Board of Directors at five (5).

My E-mail address is: _________________________________

FOR AGAINST

2. Election of Directors

1. Charles Fipke 2. Chad Ulansky 3. Vernon Frolick 4. Kathrine MacDonald 5. Jason Granger

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Form of Proxy (the “Proxy”) – Annual General Meeting of Shareholders of Cantex Mine Development Corp. (the “ Corporation ”) to be held at Ramada Hotel & Conference Center, 2170 Harvey Avenue, Kelowna, British Columbia and via Zoom, at https://us06web.zoom.us/j/83722739333, at 9:30 a.m.

Notes to Proxy

1. Each shareholder has the right to appoint a proxy, other than the persons designated above, who need not be a shareholder, to attend online and act and vote for him or her and on his or her behalf at the Meeting. To exercise such right, the names of the nominees of management should be crossed-out and the name of the shareholder's appointee should be printed legibly in the blank space provided. The person appointed as your proxy must be present at the Meeting to vote.

2. If the shareholder is a corporation, its corporate seal must be affixed or this form of Proxy must be signed by an officer or attorney thereof duly authorized.

3. This Proxy must be dated and the signature hereon should be exactly the same as the name in which the shares are registered. If this Proxy is undated, it will be deemed to be considered to be dated the date on which it was received by or on behalf of the Corporation.

4. Persons signing this form of Proxy as executors, administrators, trustees, etc. must so indicate and provide their full title as such.

5. This form of Proxy will not be valid and not be acted upon nor the Common Shares represented thereby voted unless it is completed as outlined herein and submitted to TSXT at any time up to 9:30 a.m. (Pacific Time) on February 9, 2023 or not less than 48 hours (excluding Saturdays, Sundays and holidays) prior to the time of any adjournment(s) or postponement(s) of the Meeting ( the " Proxy Deadline ")

6. If you appoint a proxyholder and submit your voting instructions but, subsequently, wish to change your appointment or voting instructions, you may resubmit your new form of proxy any time up to the Proxy Deadline. When resubmitting a proxy, the latest proxy will be recognized as the only valid one, and all previous proxies submitted will be disregarded and considered as revoked, provided that your latest proxy is submitted any time prior to the Proxy Deadline.

How to Vote INTERNET

• Go to www.tsxtrust.com/vote-proxy

• Cast your vote online

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To vote using your smartphone, please scan this QR Code 

TELEPHONE

Use any touch-tone phone, call toll free in Canada and the United States of America

1-888-489-5760 and follow the voice instructions.

To vote by internet or telephone you will need your control number. If you vote by internet or telephone, do not return this Proxy.

MAIL, FAX or EMAIL

• Complete and return your signed proxy in the envelope provided or send to:

  • TSX Trust Company P.O. Box 721 Agincourt, ON M1S 0A1

• Alternatively, you may fax your proxy to: 416-368-2502 or toll free in Canada and United States to 1-866-781-3111 or scan and email it to proxyvote@tmx.com

An undated proxy is deemed to be dated on the day it was received by TSXT.

All proxies must be received by 9:30 a.m. (Pacific Time) on February 9, 2022.

7. This form of Proxy is to be read in conjunction with the Notice of Annual General Meeting of Shareholders and the Corporation’s Management Proxy Circular dated January 9, 2023.

8. A proxy is valid only at the meeting in respect of which it is given or any adjournment(s) or postponement(s) of that Meeting. The individuals named in this Proxy are representatives of management of the Corporation and are the Chairman of the Board, President and Chief Executive Officer and Chief Financial Officer of the Corporation, respectively. You have the right to appoint another person to represent you at the Meeting. If you wish to appoint someone else to represent you at the Meeting, insert that other person’s name in the blank space set out above in this form of Proxy or by completing another proper form of proxy. The person you appoint to represent you at the Meeting need not be a shareholder of the Corporation. Note: If you are appointing a proxyholder other than the persons whose names are indicated above and who are appointed by management of the Corporation, YOU MUST return your completed form of Proxy to TSXT AND register your proxyholder by contacting TSXT online via www.tsxtrust.com/control-number-request to complete and submit the electronic form or by calling TSXT at 1-866-751-6315 (within North America) or 212-235-5754 (outside North America), and you must provide TSXT with the required information for your proxyholder so that TSXT may provide the proxyholder with a Control Number. This Control Number will allow your proxyholder to log in to and vote at the Meeting online. Without a Control Number, your proxyholder will not be able to vote or ask questions at the Meeting. They will only be able to attend the Meeting online as a guest.