G Mining Ventures Corp. — Proxy Solicitation & Information Statement 2025

May 30, 2025

MINING VENTURES

Computershare
8th Floor, 100 University Avenue
Toronto, Ontario M5J 2Y1
www.computershare.com

Security Class

Shareholder Account Number

Fold

Form of Proxy - Annual General and Special Meeting of Shareholders to be held on Thursday, June 26, 2025

This Form of Proxy is solicited by and on behalf of management of G Mining Ventures Corp. (the "Corporation") Notes to proxy

1. Every shareholder has the right to appoint some other person or company of their choice, who need not be a shareholder, to attend and act on their behalf at the Meeting (as defined herein) or any adjournment or postponement thereof. If you wish to appoint a person or company other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
2. If the shares 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 may be required to provide documentation evidencing your power to sign this proxy with such stated signing capacity. If you are voting on behalf of a corporation you are required to provide your name and designation of office, e.g., ABC Inc. per John Smith, President.
3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
4. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the shareholder by management.
5. The shares represented by this proxy will be voted as directed by the shareholder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by management.
6. The shares represented by this proxy will be voted in favour of, or withheld from voting on, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the shareholder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the shares will be voted accordingly.
7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the Meeting or any adjournment or postponement thereof, unless prohibited by law.
8. This proxy should be read in conjunction with the accompanying documentation provided by management.

Proxies submitted must be received by 5:00 PM, Eastern Time, on June 23, 2025.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

To Vote Using the Telephone

• Call the number listed BELOW from a touch tone telephone.
  1-866-732-VOTE (8683) Toll Free

To Vote Using the Internet

• Go to the following web site: www.investorvote.com
• Smartphone? Scan the QR code to vote now.

To Virtually Attend the Meeting

• You can attend the meeting virtually by visiting the URL provided on the back of this document.

If you vote by telephone or the Internet, DO NOT mail back this proxy.

Voting by mail may be the only method for shares held in the name of a corporation or shares being voted on behalf of another individual.
Voting by mail or by Internet are the only methods by which a shareholder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.
To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

0239EC

---

+

Appointment of Proxyholder

I/We, being holder(s) of Common Shares of the Corporation, hereby appoint: Louis Gignac Sr., or failing this person, Jason Neal, or failing this person, Louis-Pierre Gignac, or failing this person, Elif Lévesque (the "Management Nominees")

OR

Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein.

Note: If completing the appointment box above YOU MUST go to https://www.computershare.com/GMining and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with a user name to gain entry to the online meeting.

as my/our proxyholder 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 proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of the Corporation to be held at 5025 Lapinière Blvd., Suite 1050, Brossard, Québec J4Z 0N5 and online at https://meetnow.global/M6RZR52 on June 26, 2025 at 10:00 AM, Eastern Time, and at any adjournment or postponement thereof (the "Meeting").

VOTING RECOMMENDATIONS ARE INDICATED BY INCHLIGHTED TEXT OVER THE BOXES.

	For	Withhold
1. Appointment of Auditors	☐	☐
Appointment of PricewaterhouseCoopers LLP as auditors of the Corporation for the ensuing year and authorizing the directors to set their compensation.	☐	☐

1. Election of Directors

	For	Against		For	Against		For	Against
1. Vincent Benoit	☐	☐	2. Pierre Chenard	☐	☐	3. David Fennell	☐	☐
4. Louis Gignac Sr.	☐	☐	5. Louis-Pierre Gignac	☐	☐	6. Réjean Gourde	☐	☐
7. Elif Lévesque	☐	☐	8. Norman MacDonald	☐	☐	9. Jason Neal	☐	☐
10. Naguib Sawiris	☐	☐	11. Sonia Zagury	☐	☐

1. Ratification of the Corporation's General By-Laws

Approval of the resolution approving, confirming and ratifying the Corporation's general by-laws adopted by the Board of Directors of the Corporation on June 20, 2024, the full text of which is set forth in the accompanying Management Information Circular.

For	Against
☐	☐

Signature of Proxyholder

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 as recommended by management. If you are voting on behalf of a corporation you are required to provide your name and designation of office, e.g., ABC Inc. per John Smith, President.

Signature(s)

Date

DD/MM/YY

Signing Capacity

Interim Financial Statements - Mark this box if you would like to receive Interim Financial Statements and accompanying Management's Discussion and Analysis by mail.

Annual Financial Statements - Mark this box if you would NOT like to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by mail.

Management Information Circular - Mark this box if you would like to receive the Management Information Circular by mail for the next shareholders' meeting.

If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.

KDGQ

381736

AR2

+

0239FD