Denarius Metals — AGM Information 2020

Oct 7, 2020

ESV RESOURCES LTD.

SUITE 3123 – 595 BURRARD STREET VANCOUVER, BC V7X 1J1 TEL: (604) 609-6142

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE is hereby given that the annual general and special meeting (the “ Meeting ”) of the shareholders of ESV Resources Ltd. (the “ Corporation ”), will be held at Suite 3123, 595 Burrard Street, Vancouver, British Columbia, V7X 1J1, on Wednesday, November 4, 2020 at 10:00 a.m. for the following purposes:

1. To receive and consider the audited financial statements of the Corporation for the fiscal years ended March 31, 2020 and March 31, 2019, together with auditor's reports and the management’s discussion and analysis related thereto.

2. To re-appoint Davidson & Company LLP as the auditor of the Corporation for the ensuing year and to authorize the directors to fix the remuneration to be paid to the auditor.

3. To fix the number of directors for the ensuing year at five (5).

4. To elect directors for the ensuing year.

5. To re-approve the Corporation's stock option plan.

6. To transact such other business as may properly be transacted at such meeting or at any adjournment thereof.

An information circular, containing details of matters to be considered at the Meeting, accompanies this notice.

A shareholder who is unable to attend the Meeting in person and who wishes to ensure that such shareholder’s shares will be voted at the Meeting is requested to complete, date and sign the enclosed form of proxy and deliver it in accordance with the instructions set out in the form of proxy and in the information circular. As set out in the notes, the enclosed form of proxy is solicited by management, but, you may amend it to appoint another person (who need not be a shareholder) to attend and act for you at the Meeting other than the persons named in the form of proxy if you so desire by inserting in the blank space provided in the form of proxy the name of the person you wish to represent you at the Meeting.

In light of ongoing concerns regarding the spread of COVID-19, shareholders are encouraged to vote on the matters before the Meeting by proxy. We encourage shareholders not to attend the Meeting in person, particularly if they are experiencing any of the described COVID-19 symptoms. As always, we encourage shareholders to vote their shares prior to the Meeting by following the voting instructions in the accompanying information circular. We may take additional precautionary measures in relation to the Meeting in response to further developments with the COVID-19 outbreak. In the event it is not possible or advisable to hold the Meeting in person, we will announce alternative arrangements for the Meeting as promptly as practicable, which may include delaying the Meeting or holding the Meeting entirely by electronic means, telephone or other communication facilities. If you are a registered shareholder or appointed proxyholder and are planning to attend the Meeting, please notify the Company in advance of the Meeting by sending an email to mborthwick@fiorecorporation.com.

DATED at Vancouver, British Columbia, this 29[th] day of September, 2020.

BY ORDER OF THE BOARD OF DIRECTORS

“Frederic Leigh”

Frederic Leigh Chief Executive Officer and Director