Gold Mountain Mining Corp. — AGM Information 2021

Feb 17, 2021

NOTICE AND ACCESS NOTIFICATION TO SHAREHOLDERS ANNUAL GENERAL & SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON Tuesday, March 23, 2021

You are receiving this notification because GOLD MOUNTAIN MINING CORP. (the “ Corporation ”) has opted to use the “notice and access” model for the delivery of its management information circular (the “ Information Circular ”) to the holders (the “ Shareholders ”) of common shares in the capital of the Corporation in respect of its annual general meeting of Shareholders to be held on Tuesday, March 23, 2021 (the “ Meeting ”).

Under “notice and access” instead of receiving paper copies of the Information Circular, Shareholders are receiving this notice with information on how to access the Information Circular electronically. Shareholders will also be receiving a proxy or voting instruction form, as applicable, together with this notification to use to vote at the Meeting.

The use of this alternative means of delivery is more environmentally friendly and more economical. It reduces the Corporation’s paper use and it also reduces the Corporation’s printing and mailing costs.

MEETING DATE AND LOCATION

WHEN: Tuesday, March 23, 2021, 8:00 a.m. PST WHERE: Suite 1000 -1285 West Pender St. Vancouver, British Columbia V6E 4B1

Due to restrictions on mass gatherings implemented by the Government of British Columbia in response to the COVID ‐ 19 (Coronavirus) outbreak and out of concern for the wellbeing of all participants, Shareholders, and guests might not be permitted to physically attend the Meeting. Shareholders are encouraged to exercise their voting rights by mail, fax or internet in advance of the Meeting. Shareholders will also be able to attend the meeting at 8am PST on March 23, 2021 virtually by way of telephone conference by dialing 1-778-907-2071. Meeting ID is 863 5931 2562 and Passcode is 328280.

SHAREHOLDERS WILL BE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING MATTERS AT THE MEETING:

1. to receive the audited financial statements of the Corporation for the period from incorporation to January 31, 2020, and the accompanying report of the auditors;

2. to appoint PricewaterhouseCoopers LLP, as the auditors of the Corporation for the fiscal year ending January 31, 2021 and to authorize the directors of the Corporation to fix the remuneration to be paid to the auditors;

3. to set the number of directors of the Corporation for the ensuing year at Six (6);

4. to elect directors for the ensuing year;

5. to consider and, if deemed appropriate, with or without variation, a resolution by the disinterested shareholders (as described in the information Circular) approving the equity incentive plan as more fully described in the Information Circular (the “ Equity Incentive Plan ”).

6. To consider, and if deemed appropriate, with or without variation, a resolution by disinterested Shareholders, ratifying and approving certain grants of stock options and restricted share units issued pursuant to the Equity Incentive Plan;

7. To consider and, if deemed appropriate, to pass an ordinary resolution of disinterested Shareholders providing for the issuance of 230,000 Shares (the “ Bonus Shares ”) of which all are among five insiders of the Corporation as a bonus at a deemed price per Bonus Share equal to the market price of the Shares on the date of issuance of the Bonus Shares in the form set out in the Information Circular;

GOLD MOUNTAIN MINING CORP.

1. To consider and, if deemed appropriate, to pass a special resolution, to approve and authorize an alteration to the Corporation’s Articles to include advanced notice provisions as more particularly described in the Information Circular; and

2. to transact such further or other business as may properly come before the Meeting and any adjournment or postponement thereof.

SHAREHOLDERS ARE REMINDED TO REVIEW THE INFORMATION CIRCULAR PRIOR TO

VOTING.

WEBSITES WHERE THE INFORMATION CIRCULAR IS POSTED:

The Information Circular can be viewed online under the Corporations profile at www.sedar.com or on the Corporation’s website at https://gold-mountain.ca/

The Financial Statement Request Card is included with the proxy and voting instruction form.

HOW TO OBTAIN PAPER COPIES OF THE INFORMATION CIRCULAR

Shareholders may request paper copies of the Information Circular and other meeting materials, including the audited consolidated financial statements of the Corporation for the year ended January 31, 2020 and the report of the auditors thereon and related Management’s Discussion and Analysis, by first class mail, courier or the equivalent at no cost to the shareholder. Requests by email to info@gold-mountain.ca or by calling toll-free at 1-888-787-0888. Requests may be made up to one year from the date the Information Circular was filed on SEDAR.

For Shareholders who wish to receive paper copies of the Information Circular in advance of the voting deadline, requests must be received no later than March 16, 2021 The Information Circular will be sent to such Shareholders within three business days of their request if such requests are made before the Meeting. Following the Meeting, the Information Circular will be sent to such Shareholders within ten days of their request. Requests must be made by email to info@gold-mountain.ca or by calling toll-free at 1-888-787-0888.

VOTING

YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your securities, you must vote using the method set out in the enclosed voting instruction form or proxy.

Registered Holders are asked to return their proxies using the following methods by the proxy deposit date noted on your proxy, which is by 8:00 a.m. PST on Friday, March 19, 2021:

INTERNET: Go to www.eproxy.ca and follow the instructions. FACSIMILE: Fax to Endeavor Trust Corporation. at 604-559-8908. MAIL: Complete the form of proxy or any other proper form of proxy, sign it and mail it to: Endeavor Trust Corporation Suite 702, 777 Hornby Street, Vancouver, BC V6Z 1S4

Beneficial Holders are asked to return their voting instructions using the following methods at least one business day in advance of the proxy deposit date noted on your voting instruction form:

INTERNET: Go to www.proxyvote.com and follow the instructions. MAIL: Complete the voting instruction form, sign it and mail it in the envelope provided.

Shareholders with questions about notice and access can call toll free at 1-888-787-0888

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