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GoldHaven Resources Corp. Proxy Solicitation & Information Statement 2024

Dec 4, 2024

47869_rns_2024-12-04_02a31b1c-9811-4596-af3b-fdc83595ba4a.pdf

Proxy Solicitation & Information Statement

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ENDEAVOR TRUST CORPORATION

Suite 702 - 777 Hornby Street

Vancouver, BC, V6Z 1S4 Canada

GoldHaven Resources Corp.

Security Class: Common Shares

FORM OF PROXY

Annual General Meeting to be held on Friday, December 27, 2024

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided.

If the securities 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.

This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.

If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution overleaf. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.

This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.

This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 9:00 a.m., Pacific Time, on Monday, December 23, 2024 or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting.

VOTING METHODS
MAIL or HAND DELIVERY Endeavor Trust Corporation
702 – 777 Hornby Street
Vancouver, BC V6Z 1S4
FACSIMILE – 24 Hours a Day 604-559-8908
EMAIL [email protected]
ONLINE As listed on Form of Proxy or Voter Information Card

If you vote by FAX, EMAIL or On-Line, DO NOT mail back this proxy.

Voting by mail, fax or by email are the only methods by which a holder may appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy.


Login information for online voting
www.eproxy.ca
Control Number:
Password:

Appointment of Proxyholder

I/We, being holder(s) of GoldHaven Resources Corp. OR hereby appoint: Bonn Smith, Chief Executive Officer, or, failing this person, Sead Hamzagic, Chief Financial Officer (the "Management Nominees").

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

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 all other matters that may properly come before the Annual General Meeting (the "Meeting") of shareholders of GoldHaven Resources Corp. to be held at 2288-1177 West Hastings Street, Vancouver, BC on Friday, December 27, 2024 at 9:00 a.m., Pacific Time, and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

  1. Number of Directors
    To set the number of directors of the Company for the ensuing year and to be elected at the Meeting at four (4).
    ☐ 0

  2. Election of Directors
    i) Michael Stier
    ☐ 0
    ii) Gordon Ellis
    ☐ 0
    iii) Christopher Cooper
    ☐ 0
    iv) Stephen Gerald Diakow
    ☐ 0

  3. Ratification of Appointment and Remuneration of Auditor
    To ratify the appointment of Smythe LLP, Chartered Professional Accountants as auditor of the Company for the fiscal year ending July 31, 2024, and to ratify the remuneration that was paid to the auditor for the fiscal year ending July 31, 2024.
    ☐ 0

  4. Appointment and Remuneration of Auditor
    To appoint Smythe LLP, Chartered Professional Accountants as auditor of the Company for the fiscal year ending July 31, 2025 and to authorize the directors to fix the auditor's remuneration for the ensuing year.
    ☐ 0

  5. Approval of Omnibus Equity Incentive Plan
    To consider and, if thought fit, to pass an ordinary resolution approving and authorizing the Company's Omnibus Equity Incentive Plan, as more particularly described in the accompanying management information circular.
    ☐ 0

  6. Other Matters
    To transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.
    ☐ 0

Authorized Signature(s) – This section must be completed for your instructions to be executed.

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.

Signature(s)


Print Name(s) & Signing Capacity(ies), if applicable


Date (MM-DD-YY)
THIS PROXY MUST BE DATED


Financial Statements Request
In accordance with securities regulations, shareholders may elect annually to receive financial statements, or a notice advising how to access financial statements, if they so request. If you wish to receive such mailings, please mark your selection.

Interim Financial Reports – Mark the box to the right if you would like to RECEIVE Interim Financial Statements and accompanying Management's Discussion & Analysis by mail.

Annual Financial Report – Mark the box to the right if you would like to RECEIVE Annual Financial Statements and accompanying Management's Discussion and Analysis by mail.

To request the receipt of future documents via email, you may contact Endeavor Trust Corporation at [email protected].