Jack Nathan Medical Corp. — Proxy Solicitation & Information Statement 2020

May 4, 2020

Woodbridge Ventures Inc. (the "Corporation") FORM OF PROXY ("PROXY") Annual General and Special Meeting May 26, 2020 at 1:00 p.m. (Toronto time) To be held virtually by teleconference (the "Meeting")

RECORD DATE: April 15, 2020 CONTROL NUMBER: SEQUENCE #: FILING DEADLINE FOR PROXY: May 22, 2020 at 1:00 p.m. (Toronto time)

VOTING METHOD
INTERNET	Go to www.voteproxyonline.com and enter the 12 digit control number above
FACSIMILE	416-595-9593
MAIL	TSX Trust Company
301 - 100 Adelaide Street West
Toronto, Ontario, M5H 4H1

The undersigned hereby appoints Raphael Danon, whom failing David Ellison (the "Management Nominees"), or instead of any of them, the following Appointee

Please print appointee name

as proxyholder 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 Meeting and at any adjournment(s) or postponement(s) thereof, to the same extent and with the same power as if the undersigned were personally present at the said Meeting or such adjournment(s) or postponement(s) thereof in accordance with voting instructions, if any, provided below.

• SEE VOTING GUIDELINES ON REVERSE -

RESOLUTIONS – MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BY NONLIGHTED TEXT ABOVE THE BOXES

1. Election of Directors	FOR	WITHHOLD	5. Share Consolidation	FOR	AGAINST
a) Raphael Danon	☐	☐	To approve a special resolution authorizing the board of directors of the Corporation to consolidate the common shares of the Corporation on the basis of one (1) new common share for three (3) old common shares and amend the Corporation's articles accordingly, as more particularly described in the Corporation's Management Information Circular dated April 26, 2020, under the heading "Particulars of Matters to be Acted Upon – Special Business – Matters Relating to the Proposed Qualifying Transaction- Approval of Share Consolidation".	☐	☐
b) John MacPhail	☐	☐		☐	☐
c) Neil Labatte	☐	☐		☐	☐
d) David Tsubouchi	☐	☐		☐	☐
2. Appointment of Auditor	FOR	WITHHOLD	6. Adoption of New Class of Shares - Restricted Voting Shares	FOR	AGAINST
Appointment of MNP LLP, Chartered Accountants as Auditor of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration.	☐	☐	To approve a special resolution authorizing an amendment of the articles of the Corporation to create a new class of restricted voting shares, the details of which are contained in the Corporation's Management Information Circular dated April 26, 2020, under the heading "Particulars of Matters to be Acted Upon – Special Business – Matters Relating to the Proposed Qualifying Transaction – Adoption of Restricted Voting Shares".	☐	☐
3. Stock Option Plan	FOR	AGAINST		☐	☐
To approve an ordinary resolution ratifying and confirming the 10% "rolling" stock option plan of the Corporation, the details of which are contained in the Corporation's Management Information Circular dated April 26, 2020, under the heading "Particulars of Matters to be Acted Upon – Special Business – Ratification of Stock Option Plan".	☐	☐		☐	☐
4. Name Change	FOR	AGAINST
To approve a special resolution authorizing an amendment to the articles of the Corporation providing for a name change of the Corporation to "Jack Nathan Medical Corp." or such other name as shall be acceptable to the directors and applicable regulatory authorities, to take effect only in the event that all conditions to the effectiveness of the Corporation's Proposed Qualifying Transaction with Jack Nathan Medical Inc., are satisfied of waived as more particularly described in the Corporation's Management Information Circular dated April 26, 2020, under the heading "Particulars of Matters to be Acted Upon – Special Business – Matters Relating to the Proposed Qualifying Transaction- Name Change".	☐	☐

This proxy revokes and supersedes all earlier dated proxies and MUST BE SIGNED

PLEASE PRINT NAME Signature of registered owner(s) Date (MM/DD/YYYY)

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TMX | TSX Trust

Proxy Voting – Guidelines and Conditions

1. THIS PROXY IS SOLICITED BY MANAGEMENT OF THE CORPORATION.
2. THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.
3. If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution on the reverse. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.
4. This proxy confers discretionary authority on the person named to vote in his or her discretion with respect to amendments or variations to the matters identified in the Notice of the Meeting accompanying the proxy or such other matters which may properly come before the Meeting or any adjournment or postponement thereof.
5. Each security holder has the right to appoint a person other than the Management Nominees specified herein to represent them at the Meeting or any adjournment or postponement thereof. Such right may be exercised by inserting in the space labeled "Please print appointee name", the name of the person to be appointed, who need not be a security holder of the Corporation.
6. To be valid, this proxy must be signed. Please date the proxy. If the proxy is not dated, it is deemed to bear the date of its mailing to the security holders of the Corporation.
7. To be valid, this proxy must be filed using one of the Voting Methods and must be received by TSX Trust Company before the Filing Deadline for Proxies, noted on the reverse or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting. 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.
8. If the security holder is a corporation, the proxy must be executed by an officer or attorney thereof duly authorized, and the security holder may be required to provide documentation evidencing the signatory's power to sign the proxy.
9. Guidelines for proper execution of the proxy are available at www.stac.ca. Please refer to the Proxy Protocol.

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Request for Financial Statements

In accordance with securities regulations, security holders may elect to receive Annual Financial Statements, Interim Financial Statements and MD&As.

Instead of receiving the financial statements by mail, you may choose to view these documents on SEDAR at www.sedar.com.

I am currently a security holder of the Corporation and as such request the following:

☐ Annual Financial Statements with MD&A ☐ Interim Financial Statements with MD&A

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Woodbridge Ventures Inc. 2020

www.tsxtrust.com VANCOUVER CALGARY TORONTO MONTRÉAL