Golden Harp Resources Inc. — Proxy Solicitation & Information Statement 2025

Dec 17, 2025

GOLDEN HARP
RESOURCES INC

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON JANUARY 6, 2026

Dear Shareholder:

NOTICE IS HEREBY GIVEN that an annual and special meeting (the "Meeting") of the holders of the common shares of Golden Harp Resources Inc. (the "Company") will be held at Suite 900, 999 West Hastings Street, Vancouver, British Columbia, Canada, on January 6, 2026, at 11:00 a.m. (Vancouver time), and any adjournment or postponement thereof, for the following purposes:

1. to receive the consolidated financial statements of the Company for the year ended June 30, 2025 and the auditor's report thereon;
2. to re-appoint Dale Matheson Carr-Hilton Labonte LLP Chartered Accountants, as the auditor of the Company for the next fiscal year and to authorize the board of directors to fix their remuneration;
3. to fix the number of directors to be elected for the ensuing year at four;
4. to elect directors;
5. to consider, and if thought fit, to pass an ordinary resolution to approve the Company's stock option plan, as more particularly described in the accompanying Management Information Circular;
6. to consider, and if thought fit, to pass an ordinary resolution of disinterested shareholders to approve an amended and restated mining claims purchase agreement dated effective November 10, 2025, between the Company and Timothy A. Young, a control person of the Company. Such approval is required under TSXV Policy 5.3 as: (a) Mr. Young is a "Non-Arm's Length Party" and a "Control Person" of the Company under TSXV Policy 1.1 and the issuance to him of common shares of the Company as consideration will exceed 10% of the Company's outstanding common shares on a non-diluted basis; and (b) the evidence of value in respect of certain of the claims does not meet the prescribed methods. The transaction also constitutes a "related party transaction" under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, but is exempt from the formal valuation requirement under Section 5.5(b) as no securities of Golden Harp are listed on certain specified markets; and
7. to transact such other business as may properly be brought before the Meeting or any adjournment or postponement thereof.

Specific details of the above items of business are contained in the Management Information Circular which accompanies and forms a part of this Notice of Meeting.

Our board of directors has fixed the close of business on December 2, 2025 as the record date for determining shareholders entitled to receive notice of and to vote at the Meeting. Only our registered shareholders as of December 2, 2025 will be entitled to vote, in person or by proxy, at the Meeting.

Whether or not you plan to attend the Meeting, we urge you to complete and return the enclosed paper proxy, or vote by proxy over the Internet or on the telephone, as instructed in the accompanying form of proxy. To be effective, your proxy must be received by our registrar and transfer agent, Computershare Investor Services Inc., no later than 11:00 a.m. (Vancouver time) on January 2, 2026, or if the Meeting is adjourned or postponed, no later than 48 hours, excluding Saturdays, Sundays and statutory holidays, prior to the time and date on which the Meeting is adjourned or postponed. Proxies received by Computershare after this time will not be accepted; however, the Chairman may

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determine, in his sole discretion, to accept a proxy that is delivered in person to the Chairman at the Meeting as to any matter in respect of which a vote has not already been cast.

If you are a beneficial shareholder who holds your common shares through an intermediary, such as a brokerage firm, bank, dealer or other similar organization, then you should follow the voting procedures provided by your intermediary.

BY ORDER OF THE BOARD OF DIRECTORS

E. Broshko

Erinn B. Broshko
Chief Executive Officer

Vancouver, British Columbia
December 8, 2025