Chorus Aviation Inc. — Proxy Solicitation & Information Statement 2024

Aug 30, 2024

PROXY FORM

Special Meeting Chorus Aviation Inc.

WHEN:

Wednesday, September 25, 2024, at 11:00 am EDT

WHERE:

www.virtualshareholdermeeting.com/chr2024sm

STEP 1

REVIEW YOUR VOTING OPTIONS

ONLINE: VOTE AT PROXYVOTE.COM USING YOUR COMPUTER BY TELEPHONE: YOU MAY ENTER YOUR VOTING INSTRUCTIONS BY TELEPHONE YOU MAY ENTER YOUR VOTING INSTRUCTIONS BY TELEPHONE OR MOBILE DATA DEVICE. YOUR CONTROL NUMBER IS AT: ENGLISH: 1-800-474-7493 OR FRENCH: 1-800-474-7501 LOCATED BELOW. BY MAIL: THIS PROXY FORM MAY BE RETURNED BY MAIL IN THE ENVELOPE PROVIDED.

BY TELEPHONE: YOU MAY ENTER YOUR VOTING INSTRUCTIONS BY TELEPHONE YOU MAY ENTER YOUR VOTING INSTRUCTIONS BY TELEPHONE AT: ENGLISH: 1-800-474-7493 OR FRENCH: 1-800-474-7501

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SCAN TO VIEW MATERIAL AND VOTE NOW

REMINDER: PLEASE REVIEW THE INFORMATION / PROXY CIRCULAR BEFORE VOTING.

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CONTROL NO.: ➔

PROXY DEPOSIT DATE: September 23, 2024 at 11:00 am EDT

The control number has been assigned to you to identify your shares for voting.

You must keep your control number confidential and not disclose it to others other than when you vote using one of the voting options set out on this form. Should you send this form or provide your control number to others, you are responsible for any subsequent voting of, or subsequent inability to vote, your shares.

INSTRUCTIONS:

1. This Form of Proxy is solicited by and on behalf of management of the issuer.

2. You have the right to appoint a person, who need not be a shareholder, other than the person(s) specified on the other side of this form to attend and act on your behalf at the Meeting. If you wish to appoint a person:

3. Write the name of your designate on the “Appointee” line and provide a unique APPOINTEE IDENTIFICATION NUMBER for your Appointee to access theMeeting in the space provided on the other side of this form, sign and date the form, and return it by mail, or

4. Go to ProxyVote.com and insert the name of your designate in the “Change Appointee(s)” section and provide a unique APPOINTEE IDENTIFICATION NUMBER on the voting site for your Appointee to access the Meeting.

5. You MUST provide your Appointee with the EXACT NAME and EIGHT CHARACTER APPOINTEE IDENTIFICATION NUMBER to access the Meeting. Appointees can only be validated at the Meeting using the EXACT NAME and EIGHT CHARACTER APPOINTEE IDENTIFICATION NUMBER you enter.

IF YOU DO NOT CREATE AN EIGHT CHARACTER APPOINTEE IDENTIFICATION NUMBER AND PROVIDE IT TO YOUR APPOINTEE, YOUR APPOINTEE WILL NOT BE ABLE TO ACCESS THE MEETING.

1. This Form of Proxy confers discretionary authority to vote on amendments or variations to the matters identified in the notice of the Meeting and with respect to other matters that may properly be brought before the Meeting or any adjournment or postponement thereof.

2. This Form of Proxy will not be valid and not be acted upon or voted unless it is completed and delivered as outlined herein.

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

4. In order to expedite your vote, you may use the Internet and enter the control number noted above. If you vote by Internet, do not mail back this Form of Proxy.

5. If the Form of Proxy is not dated, it will be deemed to bear the date on which it was mailed to the shareholder.

6. This Form of Proxy will be voted as directed by the shareholder. If no voting preferences are indicated on the reverse, this Form of Proxy will be voted as recommended on the reverse of this form or as stated in the management proxy circular, except in the case of your appointment of an Appointee.

7. Unless prohibited by law or you instruct otherwise, your Appointee(s) will have full authority to attend and otherwise act at, and present matters to, the Meeting and any adjournment or postponement thereof, and vote on all matters that are brought before the Meeting or any adjournment or postponement thereof, even if these matters are not set out in this form or in the management proxy circular.

8. If these voting instructions are given on behalf of a body corporate, the full legal name of the body corporate, and the name and position of the person giving voting instructions on behalf of the body corporate, must be set out.

9. If the items listed in the management proxy circular are different from the items listed on the other side of this form, the management proxy circular will be considered correct.

10. This Form of Proxy should be read in conjunction with the accompanying management proxy circular.

PLEASE SEE OVER

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PROXY FORM

Chorus Aviation Inc.

MEETING TYPE: Special Meeting MEETING DATE: Wednesday, September 25, 2024, at 11:00 am EDT RECORD DATE: August 16, 2024 PROXY DEPOSIT DATE: September 23, 2024 at 11:00 am EDT CUID: ACCOUNT NO: CUSIP:

CONTROL NO.: ➔

STEP 2

APPOINT A PROXY (OPTIONAL)

APPOINTEE(S): Paul Rivett, Colin Copp, Gary Osborne

Change Appointee

If you wish to designate another person to attend, vote and act on your behalf at the Meeting, or any adjournment or postponement thereof, other than the person(s) specified above, go to www.proxyvote.com or print your name or the name of the other person attending the Meeting in the space provided herein and provide a unique APPOINTEE IDENTIFICATION NUMBER USING ALL BOXES for your Appointee to access the Meeting. You may choose to direct how your Appointee shall vote on matters that may come before the Meeting or any adjournment or postponement thereof. Unless you instruct otherwise your Appointee will have full authority to attend, vote, and otherwise act in respect of all matters that may come before the Meeting or any adjournment or postponement thereof, even if these matters are not set out in the proxy form or the circular for the Meeting. You can also change your Appointee online at www.proxyvote.com.

You MUST provide your Appointee the EXACT NAME and an EIGHT (8) CHARACTER APPOINTEE IDENTIFICATION NUMBER to access the Meeting. Appointees can only be validated at the Meeting using the EXACT NAME and EIGHT (8) CHARACTER APPOINTEE IDENTIFICATION NUMBER you enter below.

➔

PLEASE PRINT APPOINTEE NAME INSIDE THE BOX

MAXIMUM 22 CHARACTERS - PLEASE PRINT CLEARLY

➔

CREATE AN EIGHT (8) CHARACTER IDENTIFICATION NUMBER FOR YOUR APPOINTEE

MUST BE EIGHT CHARACTERS IN LENGTH - PLEASE PRINT CLEARLY

STEP 3

COMPLETE YOUR VOTING DIRECTIONS

ITEM(S): VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES (FILL IN ONLY ONE BOX “ ” PER ITEM IN BLACK OR BLUE INK) 01 Sale of RAL Segment " Canadian To pass a special resolution, the full text of which is set out in Schedule B to FOR AGAINST the accompanying management proxy circular dated August 19, 2024 (and which is incorporated by reference herein) (the "Circular"), to approve the sale of the assets comprising the Regional Aircraft Leasing segment of " Canadian citizen Chorus Aviation Inc. ("Chorus"), as contemplated by a sale and purchase agreement dated July 30, 2024, all as more particularly described in the Circular. DECLARATION OF OWNERSHIP AND CONTROL (Definitions below) a citizen under paragraph 5(1)(b) of the former Canadian Citizenship Act. " Control The undersigned certifies that it has made reasonable inquiries as to the Canadian status of the owner and person in Control of the shares generality of the foregoing, a body corporate is deemed to be controlledgenerality of the foregoing, a body corporate is deemed to be controlledcontrolled by a person if securities of the body corporate to which are attached represented by this Proxy Form and has read the definitions found below so as to make an accurate Declaration of Ownership and Control . DECLARATION AS TO THE NATURE OF OWNERSHIP AND CONTROL[1] The undersigned hereby certifies that the shares represented by this Proxy Form are : body corporate; and a partnership is deemed to be controlledcontrolled by a person if the person holds an interest in the partnership that entitles the Select one of the three options "construed to affect the meaning of the expression "controlled - owned and - owned or - owned or ControlledControlledControlled by by a a by a aa NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICECANADIANCANADIAN . " Non-Canadian Holder Authorized to Provide Air ServiceNon-Canadian " means a person who is not a Canadian. or by a person in affiliation with it. - owned or Controlled by a NON-CANADIAN, who is not a NON-CANADIAN HOLDER for the transportation of passengers or goods, or both). "" Permanent Resident AUTHORIZED TO PROVIDE AIR SERVICE, or by a person in affiliation with it. under section 46 of the Immigration and Refugee Protection Act. DECLARATION AS TO THE LEVEL OF OWNERSHIP OR CONTROL[1] NOTE Any reference to attending the Meeting “in person” includes attending “online”. Any reference to attending the Meeting “in person” includes attending “online”. The undersigned hereby certifies that the shares owned or Controlled by the YES NO undersigned, including the shares held by persons in affiliation with the undersigned, represent 10% or more of Chorus’ issued and outstanding Class A Variable Voting Shares and Class B Voting Shares on a combined basis.

" Canadian " means (a) a Canadian citizen or a Permanent Resident, (b) a government in Canada or an agent or mandatary of such a government, or (c) a corporation or entity that is incorporated or formed under the laws of Canada or a province, that is controlled in fact by Canadians and of which at least 51% of the voting interests are owned and controlled by Canadians and where (i) no more than 25% of the voting interests are owned directly or indirectly by any single Non-Canadian, either individually or in affiliation with another person, and (ii) no more than 25% of the voting interests are owned directly or indirectly by one or more Non-Canadian Holders Authorized to Provide Air Service, either individually or in affiliation with another person.

" Canadian citizen " means (a) a person who was born in Canada after February 14, 1977, (b) a person who was born outside of Canada after February 14, 1977 and at the time of his or her birth one of his or her parents, other than a parent who adopted him or her, was a Canadian citizen, (c) a person who has been granted or has acquired citizenship and, in the case of a person who is 14 years of age or over on the day that he or she is granted citizenship, he or she has taken the oath of citizenship, (d) a person who was a citizen immediately before February 15, 1977, or (e) a person who was entitled, immediately before February 15, 1977, to become

" Control " means notably control in any manner that results in control in fact, whether directly through the ownership of securities or indirectly through a trust, an agreement or arrangement, the ownership of any body corporate or otherwise, and, without limiting the of the shares generality of the foregoing, a body corporate is deemed to be controlledgenerality of the foregoing, a body corporate is deemed to be controlledcontrolled by a person if securities of the body corporate to which are attached more than 50% of the votes that may be cast to elect directors of the body corporate are held, otherwise than by way of security only, by or for the benefit of that person and the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the body corporate; and a partnership is deemed to be controlledcontrolled by a person if the person holds an interest in the partnership that entitles the person to receive more than 50% of the profits of the partnership or more than 50% of its assets on dissolution. This definition shall not be construed to affect the meaning of the expression "controlledcontrolled in fact" in the definition of "Canadian" below.

• 12 - owned and - owned or - owned or ControlledControlledControlled by by a a by a aa NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICECANADIANCANADIAN . or by a person in affiliation with it.

• 3 - owned or Controlled by a NON-CANADIAN, who is not a NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICE, or by a person in affiliation with it.

" " means any Non-Canadian authorized to provide an air service in any jurisdiction (and, for purposes hereof, “air service” includes a service, provided by means of an aircraft, that is publicly available for the transportation of passengers or goods, or both). "" Permanent Resident " means a person who has acquired permanent resident status and has not subsequently lost that status under section 46 of the Immigration and Refugee Protection Act.

NOTE Any reference to attending the Meeting “in person” includes attending “online”. Any reference to attending the Meeting “in person” includes attending “online”.

IF YOU DO NOT COMPLETE THIS DECLARATION OF OWNERSHIP AND CONTROL OR IF IT IS DETERMINED BY CHORUS OR ITS TRANSFER AGENT THAT YOU INCORRECTLY INDICATED (THROUGH INADVERTENCE OR OTHERWISE) THAT THE SHARES REPRESENTED BY THIS PROXY FORM ARE OWNED AND CONTROLLED BY A CANADIAN, THE SHARES REPRESENTED BY THIS PROXY FORM WILL BE DEEMED TO BE OWNED AND CONTROLLED BY A PERSON THAT IS A NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICE.

1 This declaration is required pursuant to Chorus’ articles and by-laws in furtherance of compliance with applicable laws relating to ownership and control of Canadian licensed air carriers. Further declarations may be required, and Chorus may take other appropriate actions to ensure compliance with applicable ownership restrictions. DEFINITIONS: " affiliation " for the purposes hereof means as follows (a) one corporation is affiliated with another corporation if (i) one of them is a subsidiary of the other, (ii) both are subsidiaries of the same corporation, or (iii) both are controlled by the same person, (b) if two corporations are affiliated with the same corporation at the same time, they are deemed to be affiliated with each other, (c) a partnership or sole proprietorship is affiliated with another partnership or sole proprietorship if both are controlled by the same person, (d) a corporation is affiliated with a partnership or a sole proprietorship if both are controlled by the same person, (e) a corporation is a subsidiary of another corporation if it is controlled by that other corporation or by a subsidiary of that other corporation, (f) a corporation is controlled by a person other than His Majesty in right of Canada or a province if (i) securities of the corporation to which are attached more than 50% of the votes that may be cast to elect directors of the corporation are held, directly or indirectly, whether through one or more subsidiaries or otherwise, otherwise than by way of security only, by or for the benefit of that person, and (ii) the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the corporation, (g) a corporation is controlled by His Majesty in right of Canada or a province if (i) the corporation is controlled by His Majesty in the manner described in paragraph (f), or (ii) in the case of a corporation without share capital, a majority of the directors of the corporation, other than ex officio directors, are appointed by (A) the Governor in Council or the Lieutenant Governor in Council of the province, as the case may be, or (B) a Minister of the government of Canada or the province, as the case may be, and (h) a partnership is controlled by a person if the person holds an interest in the partnership that entitles the person to receive more than 50% of the profits of the partnership or more than 50% of its assets on dissolution.

STEP 4 THIS DOCUMENT MUST BE SIGNED AND DATED

INVALID IF NOT SIGNED

SIGNATURE(S)

M

M

D

D

Y Y