G Mining TZ Corp. — AGM Information 2023

May 10, 2023

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 Tuesday, June 6, 2023 at 10:00 a.m. (Eastern Time) for the following purposes:

1. to receive the annual consolidated financial statements of the Corporation for the financial year ended December 31, 2022, and the external auditors’ report thereon;

2. to elect the following directors to serve for the ensuing year: Louis Gignac Sr., Louis-Pierre Gignac, David Fennell, Elif Lévesque, Norman MacDonald, Karim Nasr, Jason Neal, Carlos Vilhena 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 consider and, if deemed advisable, adopt a special resolution approving an amendment to the articles of the Corporation in order to change the province in which its registered office is located from British Columbia to Québec, the full text of which is set forth in the accompanying management proxy circular;

5. to consider and, if deemed advisable, adopt an ordinary resolution ratifying, approving and confirming the Corporation’s Omnibus Equity Incentive Plan (the “ Omnibus Plan ”), the full text of which is set forth in the accompanying management proxy circular;

6. to consider and, if deemed advisable, adopt an ordinary resolution of disinterested shareholders ratifying, approving and confirming the awarding of restricted share units and deferred share units under the Omnibus Plan, the full text of which is set forth in the accompanying management proxy circular; and

7. 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 28, 2023

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 28, 2023, 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 Friday, June 2, 2023 (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).

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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.

HYBRID MEETING FORMAT

In order to accommodate those shareholders unable or unwilling to attend in person, and as was the case for the annual general and special meeting of shareholders held on May 13, 2022, 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, LouisPierre 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 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 their web browser:

https://us06web.zoom.us/j/2587674504?pwd=TVFPL2ZLM3R3WGJjelpqd3Fhankxdz09 Meeting ID: 258 767 4504 Passcode: aU1zKt One tap mobile +17789072071,,2587674504#,,,,*376742# Canada +17806660144,,2587674504#,,,,*376742# Canada Dial by your location +1 778 907 2071 Canada +1 780 666 0144 Canada +1 204 272 7920 Canada +1 438 809 7799 Canada +1 587 328 1099 Canada +1 647 374 4685 Canada +1 647 558 0588 Canada +1 646 931 3860 United States +1 669 444 9171 United States +1 689 278 1000 United States +1 719 359 4580 United States +1 720 707 2699 United States (Denver) +1 253 205 0468 United States +1 253 215 8782 United States (Tacoma) +1 301 715 8592 United States (Washington DC) +1 305 224 1968 United States +1 309 205 3325 United States +1 312 626 6799 United States (Chicago) +1 346 248 7799 United States (Houston) +1 360 209 5623 United States +1 386 347 5053 United States +1 507 473 4847 United States +1 564 217 2000 United States +1 646 558 8656 United States (New York) Meeting ID: 258 767 4504 Passcode: 376742 Find your local number: https://us06web.zoom.us/u/kqsJvKqnD

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