Li-FT Power Ltd. — Proxy Solicitation & Information Statement 2025

Apr 8, 2025

LI-FT POWER LTD.
1218-1030 WEST GEORGIA STREET
VANCOUVER, B.C., V6E 2Y3

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that an annual general meeting (the “Meeting”) of the shareholders of Li-FT Power Ltd. (the “Company”) will be held virtually on Thursday, May 8, 2025 at 10:00 am (Pacific Time). At the Meeting, the shareholders will consider resolutions to:

(a) set the number of directors of the Company at seven;

(b) elect directors for the ensuing year;

(c) appoint BDO Canada LLP as auditor of the Company for the ensuing year and authorize the directors to determine the remuneration to be paid; and

(d) consider and, if deemed appropriate, to pass an ordinary resolution approving the Omnibus Share Incentive Plan of the Company; and

(e) transact such other business as may properly be put before the Meeting.

The Company has determined to hold the Meeting virtually, as permitted by the Business Corporations Act (British Columbia). As a result, there will be no in person attendance at the Meeting, which will be held electronically. Shareholders are urged to vote on the matters before the Meeting by proxy and to listen to the Meeting online. Registered shareholders or proxyholders representing registered shareholders participating in the Meeting virtually will be considered to be present in person at the Meeting for the purposes of determining quorum. Non-registered shareholders who have not duly appointed themselves as a proxyholder will be able to attend the Meeting as a guest, but will not be able to vote at the Meeting.

All shareholders are entitled to attend and vote at the Meeting either virtually in person, if a registered shareholder, or by proxy. The Board of Directors (the “Board”) requests that all shareholders who will not be attending the Meeting read, date and sign the accompanying proxy and deliver it to Odyssey Trust Company (the “Transfer Agent”). If a shareholder does not deliver a proxy to Odyssey Trust Company, 350 – 409 Granville Street, Vancouver, British Columbia, V6C 1T2 by 10:00 a.m. (Pacific Time) on Tuesday, May 6, 2025 (or before 48 hours, excluding Saturdays, Sundays and holidays before any adjournment of the meeting at which the proxy is to be used) then the shareholder will not be entitled to vote at the Meeting by proxy. Only shareholders of record at the close of business on March 24, 2025 will be entitled to vote at the Meeting.

Shareholders will have two options to access the Meeting, being via teleconference or through the Zoom application, which requires internet connectivity. Registered shareholders wishing to vote in person and any shareholders wishing to view materials that may be presented by the Company’s management will need to utilize the Zoom application but any shareholder may listen to the Meeting via teleconference. Registered shareholders participating via teleconference will not be able to vote in person at the Meeting as the Company’s scrutineer must take steps to verify the identity of registered shareholders using the video features.

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In order to dial into the Meeting, shareholders will phone 1 778 907 2071 and enter the Meeting ID and Password noted below.

In order to access the Meeting through Zoom, shareholders will need to download the application onto their computer or smartphone and then once the application is loaded, enter the Meeting ID and Password below or open the following link:

https://us02web.zoom.us/j/89040135770

Meeting ID: 890 4013 5770

Password: 571736

Shareholders will have the option through the application to join the video and audio or simply view and listen.

An information circular and a form of proxy accompany this notice.

DATED at Vancouver, British Columbia, the 7th day of April, 2025.

ON BEHALF OF THE BOARD

(signed) “Francis MacDonald”

Francis MacDonald
Chief Executive Officer