Gossan Resources Limited — Proxy Solicitation & Information Statement 2023

Nov 14, 2023

Annual General and Special Meeting for Gossan Resources Limited

Notice & Access Notification to Shareholders

You are receiving this notification because Gossan Resources Limited (“Gossan”) has decided to use the notice and access model for delivery of meeting materials to its shareholders (“Shareholders”). Under notice and access, shareholders receive a form of proxy enabling them to vote at Gossan’s annual general and special meeting (the “Meeting”). However, instead of a paper copy of the Management Information Circular pertaining to the Meeting (the “Circular”), Shareholders receive this notice, which supplies instructions for accessing the Circular and other proxy materials for the Meeting (the “Meeting Materials”) electronically. This will help reduce paper use and reduce the cost of printing and mailing materials to shareholders.

SHAREHOLDERSS ARE REMINDED TO REVIEW THE CIRCULAR PRIOR TO VOTING.

WHERE TO FIND MEETING MATERIALS ONLINE

The Meeting Materials can be viewed online at www.sedarplus.ca or at www.gossan.ca/annualshareholdermaterials.html

PAPER COPIES OF THE MEETING MATERIALS

Shareholders may request paper copies of the meeting materials be sent to them by postal delivery at no cost. Requests for meeting material may be made up to one year from the date the Circular was filed on SEDAR+ by:

MEETING DATE AND LOCATION

Thursday, December 14, 2023 at 4:30 pm (CT)

Gossan Resources Limited 404 - 171 Donald Street Winnipeg, MB R3C 1M4

Phone: 204-943-1990 Email: info@gossan.ca

Requests should be received by December 5, 2023 in order to receive the Meeting Materials and return the proxy.

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

SET NUMBER OF DIRECTORS Shareholders will be asked at the Meeting to set the number of directors at three (3). Information respecting the setting of the number of directors may be found on page 5 of the Circular under the heading “Number of Directors”.

ELECT DIRECTORS: Shareholders will be asked at the Meeting to elect three (3) directors for the ensuing year. Information respecting the election of directors may be found on pages 5-6 of the Circular under the heading “Election of Directors”.

APPOINT AUDITORS: Shareholders will be asked to appoint MNP LLP as Gossan’s auditors at remuneration to be fixed by the directors. Information respecting the appointment of MNP LLP may be found under the heading “ Appointment of Auditors ” on pages 6-7 of the Circular.

VOTING

Please return your proxy via one of the following by December 12, 2023 at 4:30 PM CT.

Internet: www.voteproxy.ca

Mail: Marrelli Trust Company Limited, c/o Marrelli Transfer Services Corp., 82 Richmond Street East, 2nd Fl., Toronto, Ontario M5C 1P1

Shareholders with questions about notice and access can contact Gossan at info@gossan.ca or 204-943-1990 or the Gossan’s transfer agent, Marrelli Trust Company Limited at 1- 844-682-5888.

AMENDMENT OF BY-LAWS: Shareholders will be asked to consider, and if thought advisable, to approve, with or without variation, an ordinary resolution to confirm and ratify an amendment to By-Law No. 1 of the Corporation to clarify that the President of the Corporation need not also be a director of the Corporation. Information respecting the amendment of By Law No. 1 may be found under the heading “ Amendment of By-Law No. 1 ” on pages 7 and 8 of the Circular.

OTHER BUSINESS: Shareholders may be asked to consider other items of business that may be properly brought before the Meeting.