Highwood Asset Management Ltd. — Proxy Solicitation & Information Statement 2020

May 26, 2020

HIGHWOOD OIL COMPANY LTD.

Form of Proxy – Annual General and Special Meeting to be held on June 18, 2020

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Stock Exchange Tower 1230, 300 5[th] Ave SW Calgary, AB T2P 3C4

Appointment of Proxyholder Print the name of the person you are appointing if this person I/We being the undersigned holder(s) of Highwood Oil Company Ltd. hereby appoint, Greg is someone other than the Management Nominees listed herein: Macdonald or failing this person Trevor Wong-Chor OR

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder 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 and Special Meeting of Highwood Oil Company Ltd. to be held at Highwood Oil Company Ltd., 900 -222 3[rd] Avenue SW, Calgary, AB at 2:00 p.m.(Calgary time) on Thursday, June 18, 2020 or at any adjournment thereof.

							For	Against
1.	Number of Directors.To fix the number of directors of the Corporation to be elected	at the Meeting			at four (4)
2.	Election of Directors. ForWithhold For		Withhold				For	Withhold
	a. Greg Macdonald b. Stephen J Holyoake				c.	Trevor Wong-Chor
	d. Arif Shivji
3.	Appointment of Auditors.To appoint the auditor of the Corporation for the ensuing year and to			authorize the board of directors of the For				Withhold
	Corporation to fix the auditor’s remuneration
4.	Stock Option Plan.To approve, adopt and ratify, with or without modification, the ordinary resolution, as more particularly set forth in the For							Against
	Circular, relating to the re-approval of the stock option plan of the Corporation
5.	Restricted Share Unit Plan.To approve, adopt and ratify, with or without modification, the ordinary resolution, as more particularly set forth in For							Against
	the Circular, relating to the re-approval of the restricted share unit plan of the Corporation

Signature(s):

Date

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.

MM / DD / YY

Interim Financial Statements – Check the box to the right if you would like to RECEIVE Interim Financial Statements and accompanying Management’s Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

Annual Financial Statements – Check the box to the right if you would like to DECLINE to receive the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail.

This form of proxy is solicited by and on behalf of Management.

Proxies must be received by 2:00 p.m., Calgary Time, on June 16, 2020.

Notes to Proxy

1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual General and Special Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.

2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.

3. This proxy should be signed in the exact manner as the name appears on the proxy.

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

5. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.

6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.

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

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

YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

To Vote Your Proxy Online please visit:

http://odysseytrust.com/Transfer-Agent/Login and click

on . You will require the CONTROL NUMBER printed with your address to the right. If you vote by Internet, do not mail this proxy.

Shareholder Address and Control Number Here

To request the receipt of future documents via email and/or to sign up for Securityholder Online services, you may contact Odyssey Trust Company at www.odysseycontact.com