Fab-Form Industries Ltd. — Proxy Solicitation & Information Statement 2024

Nov 28, 2024

FORM OF PROXY

APPOINTMENT OF PROXY HOLDER:

I/We, being holder(s) of Fab-Form Industries Ltd. Common shares hereby appoint D. Russell, or failing him, N. Protter.

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Print the name of the person you are appointing if this person is someone other than the Chairman of the Meeting

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as my/our proxy holder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxy holder sees fit) and all other matters that may properly come before the Annual Meeting of shareholders of Fab-Form Industries Ltd. to be held at Fab-Form, Unit 19, 1610 Derwent Way, Delta BC V3M 6W1 on Friday, 20 December 2024, 3:00 PM and at any adjournment or postponement thereof.

VOTING FOR RESOLUTIONS (see table below)

Voting recommendations are indicated by a ✓ in the box. For full details of each resolution, please see the enclosed Information Circular.

Resolution	In Favor	Not in Favor	Withhold
1. To receive the Annual Report of the directors to the shareholders, the Financial Statements of the Company and the Auditors Report thereon.
2. to appoint auditors for the ensuing year, and to authorize the directors to fix the remuneration to be paid to the auditors.
3. To elect as Director, Richard Fearn
4. To elect as Director, Joey Fearn
5. To elect as Director, Nigel Protter
6. To elect as Director, Don Russell
7. An ordinary resolution to grant authority to the Board of Directors to proceed with and complete one or more private placements within the 12-month period following the meeting up to a maximum of 2,293,626 shares or equal to 25% of the current outstanding shares of the Company, and any consequential change in the effective control of the Company, provided that such placements are completed in accordance with the policies of the TSX Venture Exchange.
8. A special resolution to approve proposed employee share compensation plan ("SCP"), and the Board is hereby authorized, without further approval of the Shareholders, to make any further amendments to the SCP as may be required by the Exchange And any one director or officer of the Company is hereby authorized and directed for and in the name of an on behalf of the Company to execute or cause to be executed, whether under seal of the Company or otherwise, and to deliver or cause to be delivered all such documents, and to do or cause to be done all such acts and things, as in the opinion of such director or officer may be necessary or desirable in order to give effect to this resolution.
9. An ordinary resolution that the members ratify, confirm, and approve all acts, deeds and things done by and the proceedings of the directors and officers of the company on its behalf since the last Annual General Meeting of the Company, and
10. To ratify, confirm and approve all acts, deeds and things done by and the proceedings of the directors and officers of the Company on its behalf since the last Annual General Meeting of the Company

AUTHORIZED SIGNATURE(S)

This section must be completed for your instructions to be executed.

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted for as recommended by Management.

Signature

Date

FAB-FORM INDUSTRIES LTD., Unit 19, 1610 Derwent Way, Delta BC V3M 6W1, email: vish@fab-form.com

(See next page for notes to this proxy form)

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Notes to Proxy Form

For:

ANNUAL MEETING: SHAREHOLDERS OF FAB-FORM INDUSTRIES LTD.

TO BE HELD AT: Unit 19, 1610 Derwent Way, Delta BC V3M 6W1

DATE & TIME: Friday, 20 December 2024, 3:00 PM

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 persons whose names are printed herein, please insert the name of your chosen proxy holder in the space provided (see reverse).

2. 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.

3. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

4. 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, this proxy will be voted as recommended by Management.

5. 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 and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.

6. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.

7. This proxy should be read in conjunction with the accompanying documentation provided by Management.

8. Proxies submitted must be received no later than forty-eight hours, excluding Saturdays, Sundays, and holidays, prior to the time of the meetings or adjournment thereof.

Email for proxy submission: vish@fab-form.com

Fab-Form Industries Ltd.
Unit 19, 1610 Derwent Way, Delta BC V3M 6W1
604.596.3278