G Mining TZ Corp. — AGM Information 2022

Apr 14, 2022

G MINING VENTURES CORP.

NOTICE OF THE ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

To the shareholders of G MINING VENTURES CORP.:

NOTICE IS HEREBY GIVEN that the annual general and special meeting of shareholders (the “Meeting”) of G MINING VENTURES CORP. (the “Corporation”) will be held at 7900, W. Taschereau Blvd., Building D, Suite 210, Brossard, Québec, in the Brésil Boardroom, on Friday, May 13, 2022 at 10:00 a.m. (Eastern Time) for the following purposes:

1. to receive the annual consolidated financial statements of the Corporation for the (14-month) financial year ended December 31, 2021, and the external auditors’ report thereon;

2. to elect the following directors to serve for the ensuing year: Louis Gignac Sr., David Fennell, Louis-Pierre Gignac, Elif Lévesque, Norman MacDonald, Jason Neal and Sonia Zagury;

3. to appoint PricewaterhouseCoopers LLP as the external auditors of the Corporation and to authorize the directors to set the auditors’ compensation;

4. to approve the Corporation’s 10% rolling stock option plan, as more particularly set out in the accompanying Management Proxy Circular; and

5. to transact such other business as may properly be brought before the Meeting or any adjournment or postponement thereof.

The management proxy circular and proxy form for the Meeting are attached to this notice.

Brossard, Québec, April 7, 2022

By order of the Board of Directors ,

(s) Marc Dagenais

Marc Dagenais

Vice President, Legal Affairs and Corporate Secretary of the Corporation

Directors of the Corporation have fixed the close of business on April 4, 2022, as the record date for determination of shareholders entitled to notice of and having the right to vote at the Meeting, either in person or by proxy. Shareholders of the Corporation whose common shares are registered in the Corporation’s register may exercise their rights by attending the Meeting or by completing a proxy form. If you are unable to be present in person at the Meeting, kindly complete, date and sign the enclosed proxy form and return it in the envelope provided for this purpose. To be used at the Meeting, the proxies must be received by the transfer agent and registrar of the Corporation (Computershare Investor Services Inc., attention: Proxy Dept., 100, University Avenue, 8[th] Floor, Toronto, Ontario M5J 2Y1) no later than 10:00 a.m., Eastern Time, on Wednesday, May 11, 2022 (or no later than 48 hours (excluding Saturdays, Sundays and holidays) before the date and time to which the Meeting has been rescheduled if it has been adjourned or postponed).

If you are not a registered shareholder of the common shares of the Corporation as those shares are registered in the name of a securities broker, or of another intermediary or a clearing agency, but you are a beneficial owner, please follow the instructions contained in the accompanying management proxy circular.

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COVID-19 NOTICE

The Corporation will be following stringent safety protocols for the Meeting as a result of the coronavirus pandemic (“ COVID-19 ”). As a result, the Corporation is recommending that shareholders not physically attend the Meeting and is requesting that shareholders instead vote by proxy using the enclosed proxy form. However, if you wish to attend the Meeting in person nonetheless, please contact the Corporate Secretary (mdagenais@gminingventures.com) at least two business days in advance of the Meeting so that the applicable safety protocols may be sent to you. No shareholder who is experiencing any symptoms of COVID-19, including, but not limited to, fever, coughing or difficulty breathing, will be permitted to attend the Meeting. The Corporation may take additional precautionary measures in relation to the Meeting in response to further developments with respect to COVID-19.

In order to provide some accommodation to those shareholders unable or unwilling to attend in person, and given the above recommendation, the Corporation has set up a video conference facility for shareholders and guests to log in and view or listen to the Meeting (the “ Conference Facility ”), the particulars of which are set out below. The scrutineer representing the Corporation’s transfer agent, Computershare Investor Services Inc., will be scrutineering the Meeting remotely and will be attending the Meeting via the Conference Facility. Following the completion of the formal part of the Meeting, the President and Chief Executive Officer of the Corporation, Louis-Pierre Gignac, will make a presentation about the Corporation’s developments. Those shareholders and guests participating through the Conference Facility will be able to ask questions to Mr. Gignac.

Participation through the Conference Facility will not constitute attendance at the Meeting and voting will not be permitted through the Conference Facility. The Meeting has not been set up as a “virtual meeting”. The Corporation is providing the Conference Facility as a means for those participating through the Conference Facility to follow the Corporation’s above recommendation regarding COVID-19 and to ask questions to and receive responses from Mr. Gignac relating to the business of the Corporation.

You must therefore complete the proxy form if you are attending the Meeting by means of the Conference Facility and wish to vote at the Meeting.

Shareholders and guests may participate through the Conference Facility by joining the Meeting from a PC, Mac, iPad, iPhone or Android device by clicking or entering the following URL into your web browser:

https://zoom.us/j/2587674504?pwd=TVFPL2ZLM3R3WGJjelpqd3Fhankxdz09 Meeting ID: 258 767 4504 Passcode: aU1zKt One tap mobile +12532158782,,2587674504#,,,,*376742# US (Tacoma) +13017158592,,2587674504#,,,,*376742# US (Washington DC) Dial by your location +1 253 215 8782 US (Tacoma) +1 301 715 8592 US (Washington DC) +1 312 626 6799 US (Chicago) +1 346 248 7799 US (Houston) +1 646 558 8656 US (New York) +1 669 900 9128 US (San Jose) +1 778 907 2071 Canada +1 587 328 1099 Canada +1 647 374 4685 Canada +1 647 558 0588 Canada Meeting ID: 258 767 4504 Passcode: 376742 Find your local number: https://zoom.us/u/auoPl9CaR

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