Humble & Fume Inc. — Proxy Solicitation & Information Statement 2021

Apr 14, 2021

Canada Iron Inc.

PROXY

FOR USE AT THE ANNUAL GENERAL & SPECIAL MEETING OF SHAREHOLDERS May 5, 2021

This proxy is solicited on behalf of the management of Canada Iron Inc. (the “ Corporation ”). The undersigned, being a shareholder of the Corporation hereby appoints, Michael Lerner, Chief Executive Officer, Chief Financial Officer, and Director of the Corporation, or failing him, Emily Lerner, Director of the Corporation, as proxyholder for and on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the annual and special meeting of the shareholders of the Corporation to be held on May 5, 2021 at the offices of Garfinkle Biderman LLP, 1 Adelaide St E, 8th Floor, Suite 801, Toronto, Ontario M5C 2V9 and broadcast via teleconference at (416) 874-8100, conference code 5640789 on Wednesday, May 5, 2021at 11:00 a.m. (Toronto time) (the “ Meeting ”), and at any adjournment or adjournments thereof, to the same extent and with the same power as if the undersigned were personally present at the Meeting or such adjournment or adjournments thereof. The undersigned hereby directs the proxyholder to vote the securities of the Corporation recorded in the name of the undersigned as specified herein. □

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PROXY
FOR USE AT THEANNUAL GENERAL & SPECIAL MEETINGOF SHAREHOLDERSMay 5, 2021
This proxy is solicited on behalf of the management of Canada Iron Inc.(the “Corporation”). Thhld f h Ci hb i Mihl L Chif Ei Offi Chif Fi							he undersigned, beingl Offi d Di
a sareoerof the Corporundersigned wmatters that m2021 at the offvia teleconfere“Meeting”), awere personalproxyholder to3.WITHHOL4.FORWITHHOLFORFORWITHHOLWITHHOL6.2.1.WITHHOLWITHHOLFORFORFOR5..		o te orporaton erey app	onts, cae	erner, e	xecutve ce	r, e nanc	a cer, an rectorand on behalf of thegned in respect of allon to be held on May 5,5C 2V9 and broadcast.m. (Toronto time) (theer as if the undersignedned hereby directs theerein.more particularly described inor the ensuing year and to
		ation, or failing him, Emilyith the power of substitutionay properly come before the aices of Garfinkle Biderman Lnce at (416) 874-8100, confe	Lerner, Directto attend, actnnual and speciaLP, 1 Adelaide Srence code 564	or of the Cand vote fol meeting oft E, 8th Floo0789 on We	orporation, as prr and on behalfthe shareholdersr, Suite 801, Tordnesday, May 5,	oxyholder forof the undersiof the Corporationto, Ontario M2021at 11:00 a	and on behalf of thegned in respect of allon to be held on May 5,5C 2V9 and broadcast.m. (Toronto time) (the
		nd at any adjournment or adjoly present at the Meeting orvote the securities of the Corp□	urnments thereosuch adjournmoration recorde	f, to the sament or adjod in the name	e extent and witurnments thereofof the undersign	the same pow. The undersiged as specified h	er as if the undersignedned hereby directs theerein.
	3.WITHHOL4.FORWITHHOLFORFORWITHHOLWITHHOL6.2.1.WITHHOLWITHHOLFORFORFOR5..	□□To fix the nthe CircularD	umber of directors.	of the Corpor	ation to be elected	at the Meeting, as	more particularly described in
		□The election□D	of Michael Lerne	r as a director	of the Corporation.
		□D□The election	of Harvey McKen	zie as a direct	or of the Corporatio	n.
		□□The electionD	of Emily Lerner a	s a director of	the Corporation.
		□□The electionD	of Neil Novak as	a director of th	e Corporation.
		D□□To approveauthorize th	the appointment oe directors to fix th	f Clearhousee remuneration	LLP as auditors ofof the auditors.	the Corporation f	or the ensuing year and to
	FOR□AGAINST□To consider and, if thought advisable, approve with or without variation, a special resolution, authorizing andapproving the change of the Corporation’s name to “Humble & Fume Inc.”, or such other name as the board ofdirectors of the Corporation, in its sole discretion, deems appropriate and is acceptable to the applicableregulatory authorities (the “Name Change Resolution”), to be implemented only in the event that allconditions to the closing of the proposed business combination with Humble & Fume Inc. (the “BusinessCombination”) have been satisfied or waived (other than the conditions that may be or are intended to besatisfied only after the Name Change Resolution is implemented).7.
	To consider and, if thought advisable, approve with or without variation, a special resolution, authorizing and
	8.FOR□AGAINST□approving a consolidation of the Corporation’s issued and outstanding Common Shares on the basis of aconsolidation ratio to be selected by the Board within a range of between two (2) pre-consolidation CommonShares for one (1) post-consolidation Common Share and 300 pre-consolidation Common Shares for one (1)ost-consolidation Common Share (the “Consolidation Resolution”) to be imlemented onl in the event that all
	FOR□AGAINST□10.FOR□AGAINST□11.FOR□AGAINST□p , p yconditions to the Business Combination have been satisfied or waived (other than the conditions that may be or areintended to be satisfied only after the Consolidation Resolution is implemented).To elect, conditional on and effective following the closing of the Business Combination, Shawn Dym, MatthewShalhoub, Jakob Ripshtein, Robert Ritchot, Kimberly Thomas-Ritchot, and Nathan Todd as directors of theCorporation (the “Resulting Issuer Director Election Resolution”).To consider and, if thought advisable, pass with or without variation, an ordinary resolution ratifying andconfirming the repeal of all existing by-laws of the Corporation and the enactment of a new by-law no.1 of theCorporation.To consider, and if deemed advisable, to pass with or without variation, a special resolution to authorize theboard of directors of the Corporation to set the number of directors from time to time within the minimum andmaximum number of directors set forth in the articles of the Corporation, in accordance with Subsection 125(3) 9.
	12FOR□of the Business Corporations Act (Ontario), as more particularly described in the accompanying Circular.
	. To consider and, if thought advisable, pass with or without variation, an ordinary resolution authorizing and
	AGAINST□ approving the adoption of a new equity incentive plan of the Corporation (the “Resulting Issuer EquityIncentive Plan Resolution”), the full text of which is set forth in Schedule “B” to the Circular, to beimplemented only in the event that the Business Combination is completed.

If any amendments or variations to the matters referred to above or to any other matters identified in the notice of meeting are proposed at the Meeting or any adjournment or adjournments thereof, or if any other matters which are not now known to management should properly come before the Meeting or any adjournment or adjournments thereof, this proxy confers discretionary authority on the person voting the proxy to vote on such amendments or variations or such other matters in accordance with the best judgment of such person. To be valid, this proxy must be received by the Corporation’s transfer agent, Capital Transfer Agency, 390 Bay Street, Suite 920, Toronto, Ontario M5H 2Y2, Fax Number: 416.350.5008, not later than 48 hours, excluding Saturdays, Sundays and statutory holidays in the City of Toronto, Ontario, prior to the Meeting or any adjournment thereof. Late proxies may be accepted or rejected by the Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late proxy.

This proxy revokes and supersedes all proxies of earlier date.

DATED this day of , 2021. Online Voting Instructions

Signature of Shareholder Name of Shareholder (Please Print) Number of Shares Held

(See Reverse)

NOTES AND INSTRUCTIONS

THIS PROXY IS SOLICITED BY MANAGEMENT OF THE CORPORATION.

1. The shares represented by this proxy will be voted. Where a choice is specified, the proxy will be voted as directed. Where no choice is specified, this proxy will be voted in favour of the matters listed on the proxy. The proxy confers discretionary authority on the above named person to vote in his or her discretion with respect to amendments or variations to the matters identified in the notice of meeting accompanying the proxy or such other matters which may properly come before the Meeting.

2. Each shareholder has the right to appoint a person other than management designees specified above to represent them at the Meeting. Such right may be exercised by inserting in the space provided the name of the person to be appointed, who need not be a shareholder of the Corporation.

3. Each shareholder must sign this proxy. Please date the proxy. If the shareholder is a corporation, the proxy must be executed by an officer or attorney thereof duly authorized.

4. If the proxy is not dated in the space provided, it is deemed to bear the date of its mailing to the shareholders of the Corporation.

5. If the shareholder appoints any of the persons designated above, including persons other than Management Designees , as proxy to attend and act at the Meeting:

(a) the shares represented by the proxy will be voted in accordance with the instructions of the shareholder on any ballot that may be called for;

(b) where the shareholder specifies a choice in the proxy with respect to any matter to be acted upon, the shares represented by the proxy shall be voted accordingly; and

(c) IF NO CHOICE IS SPECIFIED WITH RESPECT TO THE MATTERS LISTED ABOVE, THE PROXY WILL BE VOTED FOR SUCH MATTERS.