Chartwell Retirement Residences — Proxy Solicitation & Information Statement 2023

Apr 12, 2023

FORM OF PROXY

FOR ANNUAL MEETING OF UNITHOLDERS TO BE HELD ON MAY 18, 2023

This proxy is solicited on behalf of the trustees (the "Trustees") of Chartwell Retirement Residences ("Chartwell") and should be read in conjunction with the Notice of Annual Meeting of Unitholders and Information Circular dated March 31, 2023 (the "Information Circular") of Chartwell. The undersigned holder ("Unitholder") of trust units ("Trust Units") of Chartwell and/or special voting units ("Special Voting Units", and together with Trust Units, the "Units") of Chartwell hereby appoints Vlad Volodarski, the Chief Executive Officer of Chartwell Master Care Corporation ("CMCC"), or Sheri Harris, the Chief Financial Officer of CMCC, or instead of either of the foregoing,

_________________________, as proxy holder of the undersigned, with full power of substitution, to attend and to act and vote for and on behalf of the undersigned at the Annual Meeting of Unitholders of Chartwell (the "Meeting"), to be held via live audio webcast online at https://meetnow.global/MYXRRC9, at 4:30 p.m. (Eastern Time) on Thursday, May 18, 2023 and at any postponement or adjournment thereof, and on every ballot that may take place in consequence thereof to the same extent and with the same powers as if the undersigned were personally present at the Meeting with authority to vote at the said proxy holder's discretion, except as otherwise specified below.

Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/Chartwell and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with an invite code to gain entry to the online meeting. Failure to properly register a proxyholder with our transfer agent will result in the proxyholder not receiving an invite code to vote at the Meeting and only being able to attend as a guest.

Without limiting the general powers hereby conferred, the undersigned hereby directs the said proxy holder to vote the Units represented by this Form of Proxy in the following manner:

1. With respect to the election of the Trustees of Chartwell for the ensuing year:

VOTE FOR [ ] or WITHHOLD [ ] – V. Ann Davis
VOTE FOR [ ] or WITHHOLD [ ] – James Scarlett
VOTE FOR [ ] or WITHHOLD [ ] – Huw Thomas

1. With respect to the election of the trustees of CSH Trust ("CSH") for the ensuing year and directing the Trustees to vote the trust units of CSH held by Chartwell with respect to such election:

VOTE FOR [ ] or WITHHOLD [ ] – Valérie Pisano
VOTE FOR [ ] or WITHHOLD [ ] – Sharon Sallows
VOTE FOR [ ] or WITHHOLD [ ] – Gary Whitelaw

1. With respect to the election of the directors of CMCC (the "Directors") for the ensuing year and directing the Trustees to vote the common shares of CMCC held by Chartwell with respect to such election:

VOTE FOR [ ] or WITHHOLD [ ] – W. Brent Binions
VOTE FOR [ ] or WITHHOLD [ ] – V. Ann Davis
VOTE FOR [ ] or WITHHOLD [ ] – Valérie Pisano
VOTE FOR [ ] or WITHHOLD [ ] – Sharon Sallows
VOTE FOR [ ] or WITHHOLD [ ] – James Scarlett
VOTE FOR [ ] or WITHHOLD [ ] – Huw Thomas
VOTE FOR [ ] or WITHHOLD [ ] – Vlad Volodarski
VOTE FOR [ ] or WITHHOLD [ ] – Gary Whitelaw

• 1. VOTE FOR [ ] or WITHHOLD [ ] for the reappointment of KPMG LLP, Chartered Accountants as auditors of Chartwell for the ensuing year, at a remuneration to be determined by the Directors.
• 1. VOTE FOR [ ] or AGAINST [ ] the advisory resolution on executive compensation.

If any amendments or variations to the matters referred to above or to any other matters identified in the Notice of Meeting accompanying the Information Circular (the "Notice of Meeting") are proposed at the Meeting or any postponement or adjournment thereof, or if any other matters which are not now known to management as at the date of the Information Circular should properly come before the Meeting or any postponement or adjournment thereof, this proxy confers discretionary authority on the person voting the proxy to vote on such amendments or variations or such other matters in the discretion of such person.

The Units represented by this instrument of proxy, if in favour of a person designated in this form, will be voted or withheld from voting in accordance with the instructions of the Unitholder on any ballot that may be called for and if the Unitholder specifies a choice with respect to any matter to be acted upon, the Units will be voted accordingly. IF NO SPECIFICATION HAS BEEN MADE, THE UNITS WILL BE VOTED FOR EACH OF THE RESOLUTIONS FROM 1 TO 5 ABOVE.

Each Unitholder has the right to appoint a proxy holder, other than the persons designated above, who need not be a Unitholder, to attend and to act and vote for and on behalf of the Unitholder at the Meeting. To exercise such right, the names of the nominees of the Trustees of Chartwell should be crossed out and the name of the Unitholder's appointee should be legibly printed in the blank space provided. YOU MUST also go to http://www.computershare.com/Chartwell and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with an invite code to gain entry to the online meeting. Failure to properly register a proxyholder with our transfer agent will result in the proxyholder not receiving an invite code to vote at the Meeting and only being able to attend as a guest.

The undersigned hereby revokes any form of proxy previously given.

Dated this day of , 2023.

(Signature of Unitholder)

(Name of Unitholder - Please Print)

Notes:

• 1. This Form of Proxy must be signed and dated. If not dated by the Unitholder, the Form of Proxy will be deemed to bear the date on which it was mailed to the Unitholder.
• 1. The Form of Proxy must be executed by the Unitholder or the Unitholder's agent duly authorized in writing, and, if given by joint Unitholders, the Form of Proxy must be executed by all of them. If the Unitholder is a corporation, the Form of Proxy must be executed by a person duly authorized in writing. A copy of such authorization should accompany the Form of Proxy. Persons signing as executors, administrators, trustees, etc., should so indicate.
• 1. Registered Unitholders who do not expect to attend the Meeting personally are requested to send a duly completed Form of Proxy to Computershare Trust Company of Canada, Proxy Department, 8th floor, 100 University Avenue, Toronto, Ontario M5J 2Y1 or by fax to (416) 263-9524 (within the Toronto area) or toll-free at 1-866-249-7775 (outside the Toronto area) to be received no later than 4:30 p.m. (Eastern Time) on May 17, 2023 and if the Meeting is postponed or adjourned, no later than 24 hours (excluding Saturdays, Sundays and holidays) prior to the commencement of any postponement or adjournment thereof. Beneficial Unitholders should follow the instructions provided by their broker or intermediary.
• 1. Unitholders who wish to appoint and register a proxyholder to attend the Meeting on their behalf MUST go to http://www.computershare.com/Chartwell and provide Computershare with the name and email address of the person being appointed. Computershare will use this information ONLY to provide the appointee with an invite code to gain entry to the online meeting. Failure to properly register a proxyholder with our transfer agent will result in the proxyholder not receiving an invite code to vote at the Meeting and only being able to attend as a guest.

See the Information Circular that accompanies and forms part of the Notice of Meeting for a full explanation or the rights of Unitholders regarding completion and use of this proxy and other information pertaining to the meeting.