Compass Gold Corporation — Proxy Solicitation & Information Statement 2023

Jul 20, 2023

COMPASS GOLD CORPORATION

Security Class

Holder Account Number

Form of Proxy - Annual General and Special Meeting to be held on August 29, 2023

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

• 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
• 1. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. 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(s) appear(s) on the proxy.
• 1. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.
• 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, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.
• 1. The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have 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 or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by no later than 4:30 pm, Eastern Time, on August 25, 2023.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

To Vote Using the Telephone

• • Call the number listed BELOW from a touch tone telephone.
  • 1-866-732-VOTE (8683) Toll Free

• • Go to the following web site: www.investorvote.com
• • Smartphone? Scan the QR code to vote now.

• To Receive Documents Electronically
• • You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.

If you vote by telephone or the Internet, DO NOT mail back this proxy.

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. Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

I/We being holder(s) of securities of Compass Gold Corporation (the"Corporation") hereby appoint: Larry Phillips, or failing this person, LouisNagy (the "Management Nominees")				OR	Print the name of the person you areappointing if this person is someoneother than the ManagementNominees 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 beengiven, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of the Corporation to be held at the officesof Wildeboer Dellelce LLP, Suite 800, Wildeboer Dellelce Place, 365 Bay Street, Toronto, Ontario on August 29, 2023 at 4:30 pm, Eastern Time and at any adjournment or postponementthereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
1. Election of Directors	For	Withhold			For	Withhold				For	Withhold
01. Joseph Conway			02. Larry Phillips				03. Madani Diallo					-------
04. William Pugliese			05. James Henderson									Fold
										For	Withhold
2. Appointment of Auditors
Appointment of Dale Matheson Carr Hilton LLP as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix theirremuneration.
										For	Against
3. Option Plan Resolution
To re-approve and confirm the Corporation's 10% "rolling" stock option plan, the full text of which resolution is set out in the ManagementInformation Circular of the Corporation dated July 18, 2023 under the heading "Business to be Transacted at the Meeting – Annual Approval ofStock Option Plan".
												-------
												Fold
Signature of Proxyholder					Signature(s)				Date
I/We authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areindicated above, and the proxy appoints the Management Nominees, this Proxy will bevoted as recommended by Management.
Interim Financial Statements - Mark this box if you wouldlike to receive Interim Financial Statements andaccompanying Management's Discussion and Analysis bymail.			mail.		Annual Financial Statements - Mark this box if you wouldlike to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysis by			securityholders' meeting.	Information Circular - Mark this box if you would like toreceive the Information Circular by mail for the next
If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.
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