Interfor Corporation — Proxy Solicitation & Information Statement 2025

Mar 13, 2025

NOTICE OF ANNUAL GENERAL MEETING

An Annual General Meeting (the "Meeting") of the shareholders of Interfor Corporation (the "Company" or "Interfor") will be held at the following time and place (subject to any postponement or adjournment):

DATE: May 8, 2025
TIME: 12:00 p.m. (Pacific time)
PLACE: Shangri-La Hotel
1128 West Georgia Street, Vancouver, British Columbia
TELECONFERENCE: Toll Free number (North America): 1-888-510-2154
WEBCAST: https://app.webinar.net/zqp3rkKrKbN

The business of the Meeting is to:

1. receive the consolidated financial statements of the Company for the year ended December 31, 2024 and the auditor's report;
2. set the number of directors at eleven;
3. elect the directors;
4. appoint the auditor and authorize the directors to set the auditor's fees;
5. consider a non-binding advisory resolution on our approach to executive compensation; and
6. transact any other business that may properly come before the Meeting.

You have a right to vote if you held Interfor common shares at the close of business on March 12, 2025. Your vote and participation are important to us. The Meeting will be held in-person. If you cannot attend the meeting in person, we encourage you to vote by submitting your proxy form before the deadline. You may also follow the Meeting by webcast or teleconference in listen-only mode. Online voting will not be available and Shareholders who are unable to attend in-person, are encouraged to vote in advance by proxy. All shareholders are invited to submit questions to be addressed by the management team after the business of the Meeting is completed, by sending an email to corporatesecretary@interfor.com by May 7, 2025.

By order of the Board of Directors,

"Xenia Kritsos"

Senior Vice President, General Counsel & Corporate Secretary
Burnaby, British Columbia
March 12, 2025

INTERFOR 2025
Information Circular

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INTERFOR®

NOTICE AND ACCESS NOTIFICATION TO SHAREHOLDERS

Annual General Meeting of Shareholders to be held on May 8, 2025

You are receiving this notice because Interfor Corporation ("Interfor" or the "Company") is using the "notice and access" process to deliver the meeting materials for its annual general meeting of shareholders to be held in-person on May 8, 2025 (the "Meeting"). Instead of a paper copy of the management information circular for the Meeting (the "Information Circular"), shareholders of the Company are receiving this notice and can access the Information Circular online.

Accompanying this notice is a proxy form or voting instruction form, enabling you to vote.

Meeting Date, Time and Location

DATE: May 8, 2025

TIME: 12:00 p.m. (Pacific time)

PLACE: Shangri-La Hotel
1128 West Georgia Street
Vancouver, British Columbia

TELECONFERENCE: Toll Free number (North America): 1-888-510-2154

WEBCAST: https://app.webinar.net/zqp3rkKrKbN

You have a right to vote if you held Interfor common shares at the close of business on March 12, 2025. Your vote and participation are important to us. The Meeting will be held in-person. If you cannot attend the Meeting in person, we encourage you to vote by submitting your proxy form before the deadline. You may also follow the Meeting by webcast or teleconference in listen-only mode. Online voting will not be available and Shareholders who are unable to attend in-person, are encouraged to vote in advance by proxy. All shareholders are invited to submit questions to be addressed by the management team after the business of the Meeting is completed, by sending an email to corporatesecretary@interfor.com by May 7, 2025.

At the Meeting, shareholders will be asked to consider and vote on the following:

1. to receive the consolidated financial statements of the Company for the year ended December 31, 2024 and the auditor's report (see the section titled "Receiving the Consolidated Financial Statements and Auditor's Report" on page 10 of the Information Circular);
2. to set the number of directors at eleven (see the section titled "Setting the Number of Directors" on page 10 of the Information Circular);
3. to elect the directors (see the section titled "Electing the Directors" on page 10 of the Information Circular);
4. to appoint the auditor and authorize the directors to set the auditor's fees (see the section titled "Appointing the Auditor" on page 19 of the Information Circular);
5. to consider a non-binding advisory resolution on the Company's approach to executive compensation (see the section titled "Having a "Say on Pay"" on page 19 of the Information Circular); and
6. to transact any other business that may properly come before the Meeting.

PLEASE REVIEW THE INFORMATION CIRCULAR BEFORE VOTING.

INTERFOR 2025
Notice and Access Notification

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Websites where the Information Circular is Posted

The Information Circular can be accessed online at the Company's website at www.interfor.com/investors/reports on March 12, 2025 and for at least one year after that date. The Information Circular can also be accessed under the Company's profile on SEDAR+ at www.sedarplus.ca.

How to Obtain Paper Copies of the Information Circular

At any time prior to the date of the Meeting, any shareholder can request a paper copy of the Information Circular free of charge by calling the Company toll free at 1-844-210-2879. If you request a paper copy of the Information Circular before the Meeting, a paper copy will be sent to you within three business days of receiving your request. To receive a paper copy of the Information Circular before the deadline for submitting your proxy form or the date of the Meeting, you are advised to make your request at least five business days in advance of such dates, being April 29, 2025 and May 1, 2025, respectively.

On or after the date of Meeting, any shareholder can request a paper copy of the Information Circular by calling the Company toll free at 1-844-210-2879 and a paper copy will be sent to you free of charge within 10 calendar days of receiving your request.

How to Vote Your Common Shares

How you vote depends on whether you are a registered or a beneficial shareholder. For information on how to determine whether you are a registered or beneficial shareholder, please see page 6 of the Information Circular.

If you are a registered shareholder, you can attend the Meeting and cast your vote in person, or appoint someone else as your proxy to attend and vote your common shares for you by completing the proxy form included with this notice and delivering it to the Company's transfer agent in accordance with the instructions on the proxy form (online at www.investorvote.com, telephonically by calling 1-866-732-8683, or by mail to Computershare Investor Services Inc., Attn: Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1). In order to be valid, proxy forms must be received by Computershare Investor Services Inc. by no later than 12 p.m. (Pacific Time) on May 6, 2025 or, if the Meeting is adjourned or postponed, at least 48 hours excluding Saturdays, Sundays and holidays before any adjourned or postponed meeting.

If you are a beneficial shareholder, please return your voting instructions in accordance with the instructions on the voting instruction form included with this notice. To be taken into account, your voting instructions must be delivered sufficiently in advance of the proxy deposit deadline to enable your nominee to act on your instructions prior to the deadline (12 p.m. (Pacific Time) on May 6, 2025). If you are a beneficial shareholder and do not complete and return your voting instruction form in accordance with the directions provided to you, you may lose the right to vote at the Meeting, either in person or by proxy.

Who to Contact with Questions on Notice and Access

If you have any questions about this "notice and access" process, you can call Computershare Investor Services Inc. toll free (North America) at 1-866-964-0492. If you have any questions about voting your common shares, you can contact Computershare Investor Services Inc. by email at service@computershare.com or by calling 1-800-564-6253 (North America, toll free) or +1 514-982-7555 (international).

INTERFOR 2025
Notice and Access Notification