Lithium Energi Exploration Inc. — Proxy Solicitation & Information Statement 2025

Jan 2, 2025

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON JANUARY 31, 2025

NOTICE IS HEREBY GIVEN that the Annual General and Special Meeting (the “Meeting”) of the holders of common shares (“Shareholders”) of Lithium Energi Exploration Inc. (the “Company”) will be held on Friday January 31, 2025, at 10:00 a.m. (Vancouver Time) at the offices of Farris, LLP, which are located at Pacific Centre South, 25th Floor, 700 W Georgia Street, Vancouver, BC, Canada V7Y 1B3 for the following purposes:

1. to receive and consider the audited financial statements of the Company, together with the notes thereto and auditor’s report thereon, for the financial years ended February 29, 2024, and February 28, 2023;
2. to fix the number of directors of the Company at four (4) and to elect directors of the Company to hold office until the next annual meeting of Shareholders;
3. to appoint Dale Matheson Carr-Hilton LaBonte LLP, Chartered Professional Accountants, as auditor of the Company for the ensuing year and to authorize the directors of the Company to fix the remuneration to be paid to the auditor;
4. to consider, and if deemed advisable, to approve the continuation of the Stock Option Plan of the Company in the form attached as Appendix “C” hereto;
5. to consider, and if deemed advisable, to pass, with or without variation, an ordinary resolution of disinterested Shareholders approving an amendment to that certain credit facility between the Company and Arena Investors, LP, as more particularly described in the accompanying management information circular dated December 27, 2024 (the “Circular”); and
6. to transact such further and other business as may be properly brought before the Meeting and any adjournment thereof.

The Circular provides additional information relating to the matters to be dealt with at the Meeting and is deemed to form part of this Notice. Shareholders are advised to review the Circular before voting.

No other matters are contemplated, however, any permitted amendment to or variation of any matter identified in this Notice may properly be considered at the Meeting. The Meeting may also consider the transaction of such further and other business as may properly come before the Meeting or any adjournment. Accompanying this Notice is a (i) form of proxy or voting instruction form, and (ii) financial statements request form.

The board of directors of the Company (the “Board”) has fixed the close of business on December 20, 2024, as the record date for the determination of the Shareholders entitled to receive notice of, and to vote at, the Meeting or any adjournment thereof. Only Shareholders whose names have been entered in the register of Shareholders as at the close of business on the record date, will be entitled to receive notice of and to vote on all matters to be voted on at the Meeting.

VOTING

Registered Shareholders are asked to return their proxy(ies) using one of the following methods in advance of the proxy cut-off date as set out in the accompanying proxy:

Internet: www.investorvote.com

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Telephone: 1-866-732-VOTE (8683)

To vote by telephone or the internet, Shareholders will need to enter the Control Number shown on the accompanying proxy.

Mail: Computershare Investor Services Inc., 8th Floor, 100 University Avenue, Toronto, Ontario M5J 2Y1

Non-registered Shareholders (“Beneficial Shareholders”) are asked to use the voting instruction form provided by your intermediary (e.g. bank, trust company, broker, etc.) and return it as early as practicable to ensure your voting instructions are transmitted on time. It must be received by your intermediary with sufficient time for them to file a proxy by the deadline.

Your vote is important. Please be sure to vote in advance of the Meeting. The cut-off time for the deposit of proxies is 10:00 a.m. (Vancouver Time) on Wednesday, January 29, 2025, or such earlier time as may be directed on the form.

DATED at Toronto, Ontario, this 27th day of December 2024.

BY ORDER OF THE BOARD OF DIRECTORS:

(signed) “Ali Rahman”

Ali Rahman

Chief Executive Officer and Director