GreenBank Capital Inc. — Proxy Solicitation & Information Statement 2021

Jun 8, 2021

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----- Start of picture text ----- ANNUAL MEETING OF----- End of picture text -----

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----- Start of picture text ----- NAME THURSDAYADDRESSCITY / PROVINCE / POSTALCOUNTRY 17JUNE 202110:30AM (EST)All information related to the meeting can be found atwww.agmconnect.com/GreenBank2021VOTER IDYou can vote and access the meeting via: You can attend the meeting virtually using thelogin credentials below at:https://app.agmconnect.comVOTER ID: GNB21_0000... computer ... Smartphone or calling:Tablet +1.416.222.4202 MEETING ACCESS CODE: 8FY4R- DETACH HERE - - DETACH HERE - - DETACH HERE ------ End of picture text -----

This proxy is solicited on behalf of the management of Greenbank Capital Inc. (the “Company”). The undersigned, being a shareholder of the Company hereby appoints Mark Wettreich, Chairman of the Company, or failing him, David Lonsdale, Chief Executive Officer of the Company (the "Management Nominees"), or instead either of them:

Name: ______________________________________________, and Email: ___________________________________________,

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 Meeting of shareholders of Greenbank Capital Inc. to be virtually via the AGM Connect platform on Thursday, June 17, 2021 at 10:30AM EST and at any adjournment of postponement thereof.

1. Election of Directors05. Richard BeresfordFOR WITHOLD03. Peter Wanner04. Terry PullenFOR WITHOLDFOR WITHOLD01. Mark Wettreich02.David LonsdaleFOR WITHOLDFOR WITHOLD06. Steve O'CarrollFOR WITHOLD	1. Election of Directors05. Richard BeresfordFOR WITHOLD03. Peter Wanner04. Terry PullenFOR WITHOLDFOR WITHOLD01. Mark Wettreich02.David LonsdaleFOR WITHOLDFOR WITHOLD06. Steve O'CarrollFOR WITHOLD
2. Re-appointment Of AuditorsTo re-appoint Dale Matheson Carr Hilton LaBonte LLP, asAuditors of the Company for the ensuing year and to authorizethe Directors to fx their remuneration.FOR WITHOLD	4. Restricted Share Unit PlanTo ratify and approve the adoption of the Company'sRestricted Share Unit PlanFOR AGAINST
3. Stock Option PlanTo ratify and approve the adoption of the Company'sStock Option PlanFOR AGAINST	5. Additional BusinessDecision towards any further and other businessas properly brought before the meeting or anyadjournment thereofFOR AGAINST

This proxy revokes & supercedes all proxies of earlier date.

DATED this ___ day of ______________, 2021 Number of Shares: _______________________ 100000

Signature of Shareholder

Name of Shareholder (Please Print)

GNB21_0235