Emerita Resources Corp. — Proxy Solicitation & Information Statement 2024

Jul 4, 2024

The Canadian securities regulators have adopted rules which permit the use of notice-and-access for proxy solicitation instead of the traditional physical delivery of material. This new process provides the option to post meeting related materials including management information circulars, as well as annual financial statements and management's discussion and analysis on a website in addition to SEDAR+. Under notice-and-access, meeting related materials will be available for viewing for up to 1 year from the date of posting and a paper copy of the material can be requested at any time during this period.

EMERITA RESOURCES CORP. has elected to utilize notice-and-access and provide you with the following information: Meeting Date and Time: Aug. 9, 2024 10:00 AM Canada/Eastern Daylight Meeting Location: Link: https://virtual-meetings.tsxtrust.com/en/1690 Password: emerita2024 (case sensitive) Meeting materials are available electronically at www.sedarplus.ca and also at https://docs.tsxtrust.com/2424.

If you wish to receive a paper copy of the Meeting materials or have questions about notice-and-access, please call 1-866-600-5869 or email tsxtis@tmx.com. In order to receive a paper copy in time to vote before the Meeting, your request should be received by July 30, 2024.

Please follow the instructions accompanying the Voting Instruction Form you receive with respect to returning it.

Disclosure regarding matters to be voted on may be found in the following Sections of the Information Circular.

1. FLECTION OF DIRECTORS
2. APPOINTMENT OF AUDITOR
3. STOCK OPTION PLAN
4. RESTRICTED SHARE UNIT AND DEFERRED SHARE UNIT PLAN

You should review the Information Circular before voting.

www.tsxtrust.com VANCOUVER CALGARY TORONTO MONTRÉAL