Lithium Ionic Corp. — Proxy Solicitation & Information Statement 2022

Mar 16, 2022

POCML 6 Inc. (the “Company”)

FORM OF PROXY (“PROXY”)

Annual and Special Meeting Monday, March 28, 2022 at 10:00 a.m. (EST) Irwin Lowy LLP, Suite 401, 217 Queen Street West, Toronto, ON M5V 0R2 (the “Meeting”)

RECORD DATE: February 25, 2022 CONTROL NUMBER: SEQUENCE #: FILING DEADLINE FOR PROXY: Thursday, March 24, 2022 at 10:00 a.m. (EST)

VOTING METHOD

INTERNET	Go towww.voteproxyonline.comand enter the 12
	digit control numberabove
FACSIMILE	416-595-9593
MAIL	TSX Trust Company
	301 - 100 Adelaide Street West
	Toronto, Ontario,M5H 4H1

The undersigned hereby appoints David D'Onofrio (the “Management Nominee”), 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 HIGHLIGHTED TEXT ABOVE THE BOXES

- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -	- SEE VOTING GUIDELINES ON REVERSE -
RESOLUTIONS – MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BYHIGHLIGHTED TEXT ABOVE THE BOXES
1. Election of Directors		FOR						WITHHOLD
a) David D'Onofrio
b) Adam Parsons
c) Pasquale DiCapo
2. Election of Directors - Conditional		FOR						WITHHOLD
To elect,conditional upon completion of the Proposed QualifyingTransaction,the Lithium Ionic Directors:
a) Helio Diniz
b) Patrizia Ferraresa
c) Blake Hylands
d) David Gower
e) Lawrence Guy
f) Michael Shuh
3. Appointment of Auditor		FOR						WITHHOLD
To re-appointMNP LLPand if the Proposed Qualifying Transaction is completed, to appointMcGovern Hurley LLPas the successor auditor.
4. Approval of Stock Option Plan		FOR						AGAINST
To approve and confirm the stock option plan of the Company.
5. Consolidation		FOR						AGAINST
To pass, with or without variation, a special resolution to effect the consolidation (the “Consolidation”) of all of the issued and outstanding common shares of the
Company on the basis of 0.61983471 old common shares for one (1) new common share, or such other ratio that results in the Company having 7,500,000 common shares outstanding, plus such number of common shares resulting from the exercise of all, or part, of the outstanding broker warrants issued and outstanding upon completion of the Consolidation, as more fully described in the circular of the Company.
**6. Articles of Amendment - Name Change **		FOR						AGAINST
To pass, with or without variation, a special resolution of shareholders amending the Company’s a or such other name as the directors of the Company may determine and may be acceptable to the	rticles to change the name of the Company to "Lithium Ionic Corp." applicable regulatory authorities.
	This proxy revokes and supersedes all earlier dated proxies andMUST BE SIGNED
PLEASE PRINT NAME	Signature of registered owner(s) Date (MM/DD/YYYY)

PLEASE PRINT NAME

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

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Proxy Voting – Guidelines and Conditions

1. THIS PROXY IS SOLICITED BY MANAGEMENT OF THE COMPANY.

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 Company.

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 Company.

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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