GoGold Resources Inc. — Proxy Solicitation & Information Statement 2025

Feb 18, 2025

GOGOLD RESOURCES INC.
2000 Barrington Street, Suite 1301, Halifax, Nova Scotia B3J 3K1

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN THAT:

The annual and special meeting ("Meeting") of the shareholders ("Shareholders") of GoGold Resources Inc. ("Corporation" or "GoGold") will be held at 1969 Upper Water Street, Suite 1300, McInnes Cooper Tower – Purdy’s Wharf, Halifax, Nova Scotia on March 27, 2025, at 6:00 p.m. (ADT) for the following purposes:

(a) to receive the financial statements of the Corporation for the year ended September 30, 2024, together with the report of the Auditors thereon. No vote by Shareholders with respect to the financial statements is required or proposed to be taken;
(b) to elect directors of the Corporation for the forthcoming year;
(c) to appoint the Auditors of the Corporation for the forthcoming year and to authorize the directors to fix the Auditors' remuneration;
(d) to consider and, if deemed advisable, pass a resolution approving amendments to the Corporation’s omnibus equity incentive plan as described in the accompanying Circular (as defined below) and authorizing grants of awards thereunder until the third annual meeting of Shareholders following the Meeting in accordance with its terms; and
(e) to transact such further and other business as may properly come before the Meeting or any adjournment thereof.

The specific details of the matters proposed to be put before the Meeting are set forth in the management information circular ("Circular") accompanying and forming part of this notice of meeting.

Only Shareholders of record as of the close of business on February 20, 2025 are entitled to receive notice of the Meeting and to vote at the Meeting.

To assure your representation at the Meeting as a Registered Shareholder, please complete, sign, date and return the enclosed proxy, whether or not you plan to personally attend the Meeting. Sending your proxy will not prevent you from voting at the Meeting. All proxies completed by Registered Shareholders must be received by the Corporation's transfer agent, Computershare Investor Services Inc., not later than March 25, 2025. A Registered Shareholder must return the completed proxy to Computershare Investor Services Inc., as follows:

(a) by mail in the enclosed envelope;
(b) by the Internet or telephone as described on the enclosed proxy; or
(c) by registered mail, by hand or by courier to the attention of Computershare Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1.

Non-Registered Shareholders whose shares are registered in the name of an intermediary should carefully follow voting instructions provided by the intermediary. A more detailed description on returning proxies by Non-Registered Shareholders can be found on page 2 of the attached Circular.

If you receive more than one proxy or voting instruction form, as the case may be, for the Meeting, it is because your shares are registered in more than one name. To ensure that all of your shares are voted you should sign and return all proxies and voting instruction forms that you receive.

DATED at Halifax, in the Halifax Regional Municipality, Nova Scotia, as of the 18th day of February, 2025.

BY ORDER OF THE BOARD OF DIRECTORS
(Signed) “Bradley Langille”
Director, CEO, and President