KDA GROUP INC. — Proxy Solicitation & Information Statement 2025

Jan 27, 2025

KDA GROUP INC.

NOTICE OF AN ANNUAL GENERAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that an annual general meeting of shareholders (the "Meeting") of KDA GROUP INC. (the "Corporation") will be held on Thursday, February 20, 2025, at 10:30 a.m. (Eastern Standard Time – Québec time) at Le Michelangelo located at 3111 Chemin Saint-Louis, Québec, Québec, G1W 1R6, and at any adjournment or postponement thereof, for the following purposes:

1. To receive the financial statements of the Corporation for the year ended July 31, 2024 and the auditor's report;
2. To elect directors of the Corporation;
3. To appoint the auditor and authorize the Board of Directors to set their compensation; and
4. To transact such other business as may properly come before the Meeting.

Only those holders of Class A shares of the Corporation who are registered holders as at the close of business on January 16, 2025 may exercise, in person or by proxy, their voting rights in accordance with the rights attached to their shares.

The accompanying Management Information Circular provides detailed information on matters to be dealt with at the Meeting and is hereby deemed to be an integral part of this Notice of Meeting.

Thetford Mines, Québec, January 22, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

(s) Marc Lemieux

Marc Lemieux, Chief Executive Officer

Shareholders eligible to vote but unable to attend in person are requested to complete, sign and forthwith return the enclosed form of proxy in the envelope provided for that purpose. A form of proxy will not be valid for the Meeting or any adjournment thereof unless it is deposited with Computershare Investor Services Inc., 100 University Avenue, 8th Floor, Toronto, Ontario, M5J 2Y1, transfer agent of the Corporation, not later than 5:00 p.m. (Eastern Daylight Time) two business days preceding the Meeting or any adjournment thereof. Also, the proxy can be received by the Chairman or Secretary of the Meeting at the time and place of the Meeting or any adjournment thereof, prior to the commencement thereof. Any question regarding proxies may be addressed to Computershare Investor Services Inc. at 1-800-564-6253, Shareholders Services.