Flow Metals Corp. — Proxy Solicitation & Information Statement 2025

Aug 26, 2025

Flow Metals Corp.

NOTICE OF ANNUAL GENERAL MEETING

OF SHAREHOLDERS

TO BE HELD ON SEPTEMBER 25, 2025

AUGUST 11, 2025

This document requires immediate attention. If you are in doubt as to how to deal with the documents or matters referred to in this Circular, you should immediately contact your advisor.

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FLOW METALS CORP.
C/O Suite 1890, 1075 West Georgia Street
Vancouver, British Columbia
V6E 3C9

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

NOTICE IS GIVEN THAT an annual general meeting (the “Meeting”) of the holders of common shares (the “Shareholders”) of Flow Metals Corp. (“Flow Metals” or the “Company”) will be held at Suite 1890, 1075 West Georgia Street, Vancouver, British Columbia V6E 3C9, on Thursday, September 25, 2025 at 10:00 a.m. (Pacific Time), for the following purposes:

1. to receive the Company’s audited financial statements of Flow Metals for the period ending July 31, 2024;
2. to set the number of directors at four (4);
3. to elect directors of the Company to hold office until the next annual general meeting of Shareholders;
4. to appoint Adam Sung Kim Ltd., Chartered Professional Accountant as Flow Metals’ auditor for the ensuing year and to authorize the Board of Directors to fix the remuneration to be paid to the auditor; and
5. to transact such other business as may be properly brought before the Meeting or any adjournment thereof.

The Company’s board of directors (the “Board”) has fixed August 11, 2025 as the record date for the determination of Shareholders entitled to receive notice of and to vote at the Meeting and at any adjournment or postponement thereof. Each registered Shareholder at the close of business on that date is entitled to receive such notice and to vote at the Meeting in the circumstances set out in the accompanying information circular (the “Circular”).

The Company has elected to use the notice-and-access provisions under National Instrument 54-101 and National Instrument 51-102 (the “Notice-and-Access Provisions”) for the Meeting. The Notice-and-Access Provisions are a set of rules developed by the Canadian Securities Administrators that reduce the volume of materials that must be physically mailed to Shareholders by allowing the Company to post the Circular, the Company’s July 31, 2024 audited financial statements and the related management’s discussion and analysis, and any additional materials (collectively, the “Meeting Materials”) online. Shareholders will still receive this Notice of Meeting, a form of proxy and request for financial information form and may choose to receive a paper copy of the Meeting Materials.

The Company will not use the procedure known as ‘stratification’ in relation to the use of Notice-and-Access Provisions. Stratification occurs when a reporting issuer using the Notice-and-Access Provisions provides a paper copy of the Circular to some Shareholders with this notice package. In relation to the Meeting, all Shareholders will receive the required documentation under the Notice-and-Access Provisions, which will not include a paper copy of the Meeting Materials.

PLEASE REVIEW THE CIRCULAR CAREFULLY IN FULL PRIOR TO VOTING IN RELATION TO THE RESOLUTIONS BEING PRESENTED, AS THE CIRCULAR HAS BEEN PREPARED TO HELP YOU MAKE AN INFORMED DECISION ON THE MATTERS. THE CIRCULAR IS AVAILABLE AT HTTPS://FLOWMETALS.COM/ AND UNDER THE COMPANY’S PROFILE ON SEDAR+ AT WWW.SEDARPLUS.CA. ANY SHAREHOLDER WHO WISHES TO RECEIVE A PAPER COPY ON THE MEETING MATERIALS (INCLUDING THE CIRCULAR) SHOULD CONTACT THE COMPANY AT 1075 WEST GEORGIA STREET, SUITE 1890, VANCOUVER, BRITISH COLUMBIA, V6E 3C9, BY FAX AT 604-687-3141, BY TELEPHONE TOLL FREE AT 1-888-787-0888 OR BY EMAIL AT SCOTT@FLOWMETALS.COM. SHAREHOLDERS MAY ALSO USE THE TOLLFREE NUMBER NOTED ABOVE TO OBTAIN ADDITIONAL INFORMATION ABOUT THE NOTICE-AND-ACCESS PROVISIONS.

If you are a registered Shareholder of Flow Metals and are unable to attend the Meeting in person, please complete, date and sign the accompanying form of proxy and deposit it with Flow Metals’ transfer agent, Endeavor Trust Corporation, 702 – 777 Hornby Street, Vancouver, British Columbia, V6Z 1S4, no later than 10:00 a.m. on Tuesday, September 23, 2025 or at least 48 hours (excluding Saturdays, Sundays and holidays recognized in the Province of British Columbia) before the time and date of any adjournment or postponement of the Meeting.

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If you are a non-registered Shareholder and received this Notice of Meeting and accompanying materials through a broker, a financial institution, a participant, a trustee or administrator of a self-administered retirement savings plan, retirement income fund, education savings plan or other similar self-administered savings or investment plan registered under the Income Tax Act (Canada), or a nominee of any of the foregoing that holds your securities on your behalf (the "Intermediary"), please complete and return the materials in accordance with the instructions provided to you by your Intermediary.

The Company encourages Shareholders to vote prior to the Meeting by proxy and to join the Meeting in person at Suite 1890, 1075 West Georgia Street, Vancouver, British Columbia, V6E 3C9.

Dated at Vancouver, British Columbia, this 11th day of August, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

Signed: "Scott Sheldon"
Scott Sheldon
President & CEO