GoldHaven Resources Corp. — Proxy Solicitation & Information Statement 2024

Dec 7, 2024

GoldHaven RESOURCES CORP.

Suite 2288 – 1177 West Hastings Street
Vancouver, British Columbia, Canada, V6E 2K3
Telephone: 604-629-8254

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting (the “Meeting”) of shareholders of GoldHaven Resources Corp. (the “Company”) will be held in the Boardroom of the offices of the Company at Suite 2288-1177 West Hastings Street, Vancouver, British Columbia, Canada on Friday, December 27, 2024 at 9:00 a.m. (Pacific Time) for the following purposes:

1. to receive and consider the audited financial statements of the Company for the fiscal years ended July 31, 2023 and July 31, 2024, together with the independent auditor's reports thereon;
2. 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;
3. 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;
4. to fix the number of directors at four (4);
5. to elect the directors for the ensuing year;
6. 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; and
7. to transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.

The details of all matters proposed to be put before shareholders at the Meeting are set forth in the management information circular dated November 22, 2024 accompanying this Notice of Meeting. At the Meeting, shareholders will be asked to approve each of the foregoing items.

The directors of the Company have fixed November 22, 2024, as the record date for the Meeting (the “Record Date”). Only shareholders of record at the close of business on the Record Date are entitled to receive notice of and to vote at the Meeting or any adjournment or postponement thereof.

If you are a registered shareholder of the Company and unable to attend the Meeting in person, please exercise your right to vote by completing and returning the accompanying form of proxy and deposit it with Endeavor Trust Corporation. Proxies must be completed, dated, signed and returned to Endeavor Trust Corporation, at 702 – 777 Hornby Street, Vancouver, British Columbia, Canada, V6Z 1S4 by 9:00 a.m. (Pacific Time) on December 23, 2024, or if the Meeting is adjourned or postponed, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the date to which the Meeting is adjourned or postponed. Fax votes can be sent to 604-559-8908 and email votes can be sent to proxy@endeavortrust.com. Internet voting is also available at www.eproxy.ca.

Late proxies may be accepted or rejected by the Chairman of the Meeting at their discretion and the Chairman of the Meeting is under no obligation to accept or reject any particular late proxy. The Chairman of the Meeting may waive or extend the proxy cut-off without notice.

If you are a non-registered shareholder, please follow the instructions from your bank, broker or other

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financial intermediary for instructions on how to vote your shares.

DATED at Vancouver, British Columbia, this 22nd day of November, 2024.

BY ORDER OF THE BOARD OF DIRECTORS

"Bonn Smith"

Bonn Smith, Chief Executive Officer