Mission Ready Solutions Inc. — Proxy Solicitation & Information Statement 2023

May 2, 2023

Notice of Annual Meeting of Shareholders

and

Management Proxy Circular

MEETING TO BE CONDUCTED ONLINE ONLY ON JUNE 7, 2023

April 11, 2023

LETTER FROM THE CHAIRMAN

Dear fellow shareholders,

I am pleased to report on another year of strong growth by the Corporation for fiscal 2023, in what remained a complex operating environment. This is a testament to the relevance of the Dollarama business model and the strong execution by Management of the Corporation's long-term strategy for driving sustainable growth. It also speaks to the team's collective commitment to our purpose of providing Canadians with the best quality and value on every dollar they spend in our stores.

The Board is grateful to every member of the team for their continued dedication to the Corporation's purpose and it is with great pride that we continue to serve as stewards of the Corporation. On a personal level, I am proud to serve alongside a very qualified group of men and women who bring an invaluable mix of relevant skills, perspectives and deep experience to the Board's deliberations. Board members all firmly believe in the importance of maintaining a strong governance framework and a well-diversified Board committed to high standards. Our work in this regard continued throughout fiscal 2023.

In March of this year, we were pleased to welcome Ms. Thecla Sweeney to the Board as an independent director. Ms. Sweeney is a seasoned investment professional with two decades of experience working with growth-oriented businesses and extensive experience in Canadian retail, human resources and strategic planning. With the addition of Ms. Sweeney and the other additions made over the past years, your proposed Board is comprised of a diverse and impressive roster of experienced directors.

Fully engrained into the Corporation's strategy is the commitment to creating sustainable value and responsibly managing Environmental, Social and Governance (ESG) factors, of which the Board has oversight. The Corporation marked an important milestone last year with the publication of its climate strategy and first-generation climate goals. Since then, steady progress has been made to the satisfaction of the Board and we look forward to providing stakeholders with a comprehensive update upon the publication of our next ESG report. The Board views ESG as a journey along which we must continue to raise the bar, while ensuring that our goals are actionable, meaningful, and in line with our business model and significant growth aspirations.

Your Board is confident that Dollarama is well-positioned for the future with a clear strategy for sustainable growth and strong Management to execute on that strategy, guided by a robust governance framework. We would like to sincerely thank you, our shareholders, for your continued trust and support and we encourage you to carefully review the enclosed proxy materials and information regarding our upcoming virtual Annual Meeting. We look forward to your participation.

Sincerely,

(signed) Stephen Gunn

Stephen Gunn Chairman of the Board

NOTICE OF 2023 ANNUAL MEETING OF SHAREHOLDERS AND NOTICE OF AVAILABILITY OF PROXY MATERIALS

NOTICE IS HEREBY GIVEN that the annual meeting of the shareholders (the "Meeting") of Dollarama Inc. ("Dollarama" or the "Corporation") will be conducted online only, via live audio webcast, on June 7, 2023 at 9:00 a.m. (Montreal time) at www.virtualshareholdermeeting.com/DOLR2023 for the purposes of:

• (1) receiving the consolidated financial statements of the Corporation for the fiscal year ended January 29, 2023, together with the independent auditor's report thereon (see page 10 of the accompanying management proxy circular (the "Circular"));
• (2) electing the ten (10) directors named in the Circular for the ensuing year (see page 10 of the Circular);
• (3) appointing the auditor of the Corporation for the ensuing year and authorizing the directors to fix its remuneration (see page 11 of the Circular);
• (4) considering an advisory non-binding resolution on the Corporation's approach to executive compensation, as more particularly described in the Circular (see page 12 of the Circular);
• (5) considering the shareholder proposals set forth in Schedule B of the Circular (see page 13 of the Circular); and
• (6) transacting such other business as may properly come before the Meeting or any adjournment thereof.

Additional information on matters to be put before the Meeting is set forth in the Circular.

Shareholders are entitled to receive notice and to vote at the Meeting if they were shareholders as at the close of business on the record date, being April 13, 2023.

By following the instructions set forth in the Circular and logging on to www.virtualshareholdermeeting.com/DOLR2023, shareholders will be able to attend the Meeting live, submit questions and vote their shares while the Meeting is being held.

Registered and non-registered shareholders entitled to vote at the Meeting may vote by proxy in advance of the Meeting. However, only registered shareholders and duly appointed proxyholders (including non-registered shareholders who have duly appointed themselves as proxyholder) will be entitled to vote at the Meeting during the live audio webcast. Non-registered shareholders who have not duly appointed themselves as proxyholders will be able to attend the Meeting and ask questions but will not be able to vote. Guests will be able to attend the Meeting but will not be able to submit questions, vote their shares (if any) or otherwise participate in the Meeting.

Please note that shareholders and duly appointed proxyholders will need the 16-digit control number indicated on the form of proxy or voting instruction form accompanying this Notice or the 8-character Appointee Identification Number, as applicable, in order to log on to the Meeting as "Shareholder" or "Proxyholder / Appointee". Otherwise, they will have to log on as "Guests". Please refer to the accompanying Circular for additional details on how to appoint yourself as proxyholder and how to log on to the Meeting.

Regardless of whether or not shareholders are able to attend the Meeting (or any adjournment thereof) via the live audio webcast, shareholders are strongly encouraged to complete, date, sign and return the accompanying form of proxy or voting instruction form, as applicable, in accordance with the instructions set out on such form and in the Circular, or alternatively to vote over the Internet or by telephone, at their discretion, in accordance with the instructions provided on such

form and in the Circular. To be used at the Meeting, proxies must be received by 9:00 a.m. (Montreal time) two (2) business days prior to the Meeting, being June 5, 2023, or, if the Meeting is adjourned or postponed, by not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time and date of the adjourned or postponed meeting.

The Corporation is using the notice-and-access procedures permitted by Canadian securities laws for the delivery of the Circular, the management's discussion and analysis, the consolidated financial statements of the Corporation and the auditor's report for the fiscal year ended January 29, 2023, and other related materials of the Meeting (the "Proxy Materials") to shareholders. Under the notice-and-access procedures, instead of receiving paper copies of the Proxy Materials, shareholders receive a copy of this notice of 2023 annual meeting of shareholders and notice of availability of proxy materials (the "Notice of Meeting") (which provides information on how to access copies of the Proxy Materials, how to request a paper copy of the Proxy Materials and details about the Meeting) and a form of proxy or voting instruction form, as applicable. Adopting the notice-and-access procedures facilitates access to the Proxy Materials and contributes to the protection of the environment by reducing the amount of paper sent to shareholders.

The Proxy Materials will be available online at https://materials.proxyvote.com/25675T, in French and in English, and on SEDAR under the Corporation's profile at www.sedar.com.

Shareholders may request a paper copy of the Proxy Materials by mail, free of charge, by calling Broadridge Investor Communications Corporation ("Broadridge") toll free at 1-877-907-7643 (Canada and U.S.) or 303-562-9305 for English and 303-562-9306 for French (international), either before or after the Meeting. Shareholders will be asked to enter the 16-digit control number indicated on the form of proxy or voting instruction form they received with this Notice of Meeting to request a paper copy of the Proxy Materials.

To receive the Proxy Materials in advance of the voting deadline and the Meeting date, requests for paper copies must be received by no later than May 24, 2023. If a shareholder requests a paper copy of the Proxy Materials, please note that another form of proxy or voting instruction form will not be sent; please retain the one received with this Notice of Meeting for voting purposes.

The Corporation elected to conduct the Meeting virtually again this year, in order to maximize shareholder attendance for those who would be unable to attend in person. All shareholders, regardless of their geographic location, will have an equal opportunity to participate in the Meeting. We remain committed to ensuring that shareholder meetings encourage shareholder participation and engagement. We believe that the use of technology-enhanced shareholder communications will facilitate individual investor participation, making the Meeting accessible and engaging for all involved. The Corporation will welcome other opportunities to engage with its shareholders throughout the year, as will be described in the Circular.

If you have any questions regarding this Notice of Meeting, the notice-and-access procedures or the Meeting, please contact Broadridge at 1-844-916-0609 for English and 1-844-973-0593 for French (Canada and U.S.) or 303-562-9305 for English and 303-562-9306 for French (international).

Dated at Montreal, Quebec, this 11th day of April 2023.

By order of the board of directors,

(signed) Laurence L'Abbé

Laurence L'Abbé Senior Vice-President, Legal Affairs and Corporate Secretary

NOTICE-AND-ACCESS2
IMPORTANT INFORMATION ABOUT THE MEETING 3
Attending the Online Meeting 3
Rules of Conduct of the Meeting 4
VOTING INFORMATION 5
Who Can Vote5
Voting by Proxy in Advance of the Meeting 6
How Your Shares Will Be Voted6
Participating and Voting at the Meeting 7
Changing Your Vote or Revoking your Proxy 9
Interest of Certain Persons in Matters to be Acted Upon 9
Voting Securities and Principal Holders of Voting Securities9
BUSINESS OF THE MEETING10
Financial Statements10
Election of Directors 10
Appointment of Auditor11
Advisory Vote on Executive Compensation 12
Shareholder Proposals13
NOMINEES FOR ELECTION TO THE BOARD OF DIRECTORS 13
Description of Proposed Director Nominees 13
Director Compensation24
Director Share Ownership Guidelines27
Cease Trade Orders or Bankruptcies 28
Penalties or Sanctions29
COMPENSATION DISCUSSION AND ANALYSIS30
Compensation Objectives 30
Annual Compensation Review Process30
Compensation Consulting Services31
Comparator Group 31
Performance Graph33
Compensation Components34
Additional Information on Long-Term Incentive Plans39
Summary Compensation Table 44
Incentive Plan Awards46
Termination and Change of Control Benefits 47
Pension Benefits 51
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS51
INDEBTEDNESS OF DIRECTORS AND EXECUTIVE OFFICERS 52
INTEREST OF INFORMED PERSONS IN MATERIAL TRANSACTIONS52 CORPORATE GOVERNANCE53
Board of Directors 53
Board of Directors Committees 58
Orientation and Continuing Education 61
Assessments62
Nomination of Directors62
Advance Notice of Director Nominations 63
Code of Conduct 64
Diversity64
Indemnification and Insurance66
ESG Matters 67
Shareholder Communication and Engagement 68
GENERAL 69
ADDITIONAL INFORMATION69
SHAREHOLDER PROPOSALS 69
APPROVAL BY DIRECTORS 69
SCHEDULE A – MANDATE OF THE BOARD OF DIRECTOR A-1
SCHEDULE B – SHAREHOLDER PROPOSALS B-1

MANAGEMENT PROXY CIRCULAR

This management proxy circular (the "Circular") is furnished by management of Dollarama Inc. ("Dollarama" or the "Corporation") in connection with the solicitation of proxies for use at the annual meeting of shareholders (the "Meeting") to be conducted online only, via live audio webcast, at www.virtualshareholdermeeting.com/DOLR2023 on June 7, 2023 at 9:00 a.m. (Montreal time), or any adjournment thereof, for the purposes set forth in the notice of 2023 annual meeting of shareholders and notice of availability of proxy materials (the "Notice of Meeting").

It is expected that the solicitation will be made primarily by mail and by Internet, but proxies may also be solicited by telephone, in writing or in person, by directors, officers or regular employees of the Corporation who will receive no compensation therefor in addition to their regular remuneration. The solicitation of proxies is being made by or on behalf of management of the Corporation. The cost of the solicitation is expected to be nominal and will be borne by the Corporation.

The board of directors of the Corporation (the "Board of Directors") approved the contents of this Circular and authorized it to be made available to and/or sent, as applicable, to each shareholder of the Corporation who is eligible to receive notice of, and vote his or her shares at, the Meeting, as well as to the Corporation's auditor and each of its directors.

Unless otherwise indicated, all information provided in this Circular is given as at April 11, 2023.

NOTICE-AND-ACCESS

The Corporation is using the notice-and-access procedures permitted by Canadian securities laws for the delivery of the Circular, the management's discussion and analysis, the consolidated financial statements of the Corporation and the auditor's report for the fiscal year ended January 29, 2023, and other related materials of the Meeting (the "Proxy Materials") to shareholders. Under the notice-and-access procedures, instead of receiving paper copies of the Proxy Materials, shareholders receive the Notice of Meeting (which provides information on how to access copies of the Proxy Materials, how to request a paper copy of the Proxy Materials and details about the Meeting) and a form of proxy or voting instruction form, as applicable. Adopting the notice-and-access procedures facilitates access to the Proxy Materials and contributes to the protection of the environment by reducing the amount of paper sent to shareholders.

The Proxy Materials will be available online at https://materials.proxyvote.com/25675T, in French and in English, and on SEDAR under the Corporation's profile at www.sedar.com.

Shareholders may request a paper copy of the Proxy Materials by mail, free of charge, by calling Broadridge Investor Communications Corporation ("Broadridge") toll free at 1-877-907-7643 (Canada and U.S.) or 303- 562-9305 for English and 303-562-9306 for French (international) before or after the Meeting date. Shareholders will be asked to enter the 16-digit control number indicated on the form of proxy or voting instruction form, as applicable, they received to request a paper copy of the Proxy Materials.

To receive the Proxy Materials in advance of the voting deadline and Meeting date, requests for paper copies must be received by no later than May 24, 2023. If you do request a paper copy of the Proxy Materials, please note that another form of proxy or voting instruction form, as applicable, will not be sent; please retain the one received with the Notice of Meeting for voting purposes.

If you have any questions regarding the Notice of Meeting, the notice-and-access procedures or the Meeting, please contact Broadridge at 1-844-916-0609 for English and 1-844-973-0593 for French (Canada and U.S.) or 303-562-9305 for English and 303-562-9306 for French (international).

IMPORTANT INFORMATION ABOUT THE MEETING

The Meeting will be conducted online only, via live audio webcast, with simultaneous translation in both official languages. Shareholders will not be able to attend the Meeting in person. You will be able to attend, participate and vote at the Meeting online via the live audio webcast by following the instructions set forth in this Circular. The Chairman of the Board of Directors and certain senior executive officers will participate in the Meeting and will be available for questions.

The Corporation elected to conduct the Meeting virtually again this year, in order to maximize shareholder attendance for those who would be unable to attend in person. All shareholders, regardless of their geographic location, will have an equal opportunity to participate in the Meeting. We remain committed to ensuring that shareholder meetings encourage shareholder participation and engagement. We believe that the use of technology-enhanced shareholder communications will facilitate individual investor participation, making the Meeting accessible and engaging for all involved. The platform chosen to hold the Meeting allows for all shareholders to attend the Meeting through a single sign-on process, to follow deliberations in the language of their choice, and to ask questions. To be able to otherwise participate and vote at the Meeting, please carefully follow the instructions set out below under the heading "Participating and Voting at the Meeting".

ATTENDING THE ONLINE MEETING

Registered and non-registered shareholders, duly appointed proxyholders and guests will be able to attend the Meeting through the live audio webcast at www.virtualshareholdermeeting.com/DOLR2023. Details on who is entitled to vote at the Meeting are set forth in the section below entitled "Who Can Vote".

The Meeting platform is fully supported across browsers and devices running the most updated version of applicable software plugins. If you have any doubt, you can check your system's compatibility by visiting www.virtualshareholdermeeting.com/DOLR2023. You should ensure you have a strong, preferably high-speed, Internet connection wherever you intend to participate in the Meeting.

The Meeting will begin promptly at 9:00 a.m. (Montreal time) on June 7, 2023. Online check-in will begin at 8:45 a.m. You should allow ample time for online check-in procedures and follow the instructions set out in this Circular for accessing the live audio webcast.

For any technical difficulties experienced during the check-in process or during the Meeting, please call the technical support number posted on the Meeting log-in page. If you are participating in the virtual Meeting, you must remain connected to the Internet at all times during the Meeting in order to vote when balloting commences. It is your responsibility to ensure Internet connectivity for the duration of the Meeting. If you lose connectivity once the Meeting has commenced, there may be insufficient time to resolve your issue before ballot voting is completed.

RULES OF CONDUCT OF THE MEETING

In the interest of holding a fair and productive Meeting, the following rules will apply during the Meeting.

• 1. The Corporation's by-laws describe requirements for meetings of shareholders, and the Chair of the Meeting will conduct the meeting consistent with those requirements.
• 1. A shareholder needs to have held shares as at the close of business on the record date of April 13, 2023 in order to vote or submit questions while participating in the Meeting. To vote or submit questions, shareholders are asked to strictly follow the instructions set out in the Circular.
• 1. The agenda of the Meeting set forth in the section entitled "Business of the Meeting" beginning on page 10 of this Circular will be strictly followed.
• 1. All shareholders and proxyholders who log on using their 16-digit control number or the 8-character Appointee Identification Number, as applicable, are permitted to ask questions during the Meeting. If a shareholder or a duly appointed proxyholder has a question about one of the matters on the agenda to be voted on at the Meeting, such question should be submitted as soon as possible during the Meeting so that it can be addressed at the appropriate time. Questions may be asked during the Meeting by writing through the live webcast at www.virtualshareholdermeeting.com/DOLR2023 after logging in, typing the question into the "Ask a Question" field, and clicking "Submit". Guests will not be able to submit questions either before or during the Meeting. Subject to the rules of conduct described in this Circular, we will answer questions on any matters on the agenda before the voting is closed.
• 1. Following adjournment of the formal business of the Meeting, management will give a presentation about the Corporation's business and activities. At the conclusion of this presentation, the Corporation will hold a live Q&A session to address general questions either submitted in writing before the Meeting through corporatesecretary@dollarama.com (providing the investor's full name included on the form of proxy or voting instruction form, as applicable, to allow the Corporation to confirm the sender's status as shareholder as at the record date) or during the Meeting. General questions received during the course of the Meeting, but not on matters on the agenda, will be addressed during this question period, subject to the rules of conduct described in this Circular.
• 1. To allow the Corporation to answer as many questions as possible from shareholders, please ensure your questions are succinct and cover only one topic per question. Questions from multiple shareholders on the same topic or that are otherwise related may be grouped, summarized and answered together.
• 1. The Chair of the Meeting reserves the right to edit or reject questions he deems inappropriate, or to limit the number of questions per shareholder to ensure that as many shareholders as possible have the opportunity to ask questions. The Chair of the Meeting has broad authority to conduct the Meeting in an orderly manner. To ensure the Meeting is conducted in a manner that is fair to all shareholders, the Chair of the Meeting may exercise broad discretion in the order in which questions are asked and the amount of time devoted to any one question.
• 1. The Corporation does not intend to address any questions that are, among other things:
• irrelevant to the business of the Corporation or to the business of the Meeting;
  • related to material non-public information of the Corporation;
  • related to personal grievances;
  • derogatory references to individuals or that are otherwise in bad taste;
  • hostile or otherwise disruptive to the ordinary conduct of the Meeting;
  • repetitious statements already made by another shareholder or questions that have already been addressed in response to a previous shareholder question;
  • in furtherance of a shareholder's personal or business interests; or
  • out of order or not otherwise suitable for the conduct of the Meeting as determined by the Chair of the Meeting or the Corporate Secretary, in their reasonable judgment.
• 1. If there are any matters of individual concern to a shareholder and not of general concern to all shareholders, or if a question was not otherwise answered, such matters may be raised separately after the Meeting by contacting the Corporate Secretary at corporatesecretary@dollarama.com.
• 1. Shareholders who submitted proposals for the Meeting will be allowed to present their proposals over the telephone during the Meeting. The duration of this presentation should not exceed the time needed to read the proposal and the arguments accompanying the proposal reproduced in this Circular.
• 1. To the extent possible using the electronic solutions available, the Corporation intends to conduct the Meeting in such a manner so as to resemble as much as possible an in-person meeting and to maximize shareholder engagement and not limit the ability of shareholders to meaningfully participate in the Meeting.
• 1. In the event of a technical malfunction or other significant problem that disrupts the Meeting, the Chair of the Meeting may adjourn, recess, or expedite the Meeting, or take such other action as the Chair determines is appropriate considering the circumstances.
• 1. Recording of the Meeting is prohibited. A recording of the webcast will be available on Broadridge's virtual shareholder meeting website and the Corporation's website for approximately one year from the date of the Meeting.

VOTING INFORMATION

WHO CAN VOTE

Each common share owned as at the close of business on April 13, 2023, the record date, entitles the holder to one vote on any and all resolutions voted on at the Meeting. This includes the election of directors, the other matters listed on the Notice of Meeting and any other business that may arise at the Meeting.

All matters that are scheduled to be voted upon at the Meeting are ordinary resolutions. Ordinary resolutions are passed by a simple majority, meaning that if more than half of the votes that are cast at the Meeting are in favour, then the resolution passes. Shareholders may oppose certain matters proposed at the Meeting by either withholding their vote from, or voting their common shares against, such resolution at the Meeting, depending on the specific resolution. As a shareholder, it is very important that you read this Circular carefully and then vote your shares, either by proxy or online at the Meeting.

Your common shares are either registered in your name or are held in the name of a nominee (nonregistered). Whether you are a registered or non-registered shareholder, you can vote your common shares at the Meeting or by proxy in advance of the Meeting, as explained below. Voting by proxy in advance of the Meeting is the easiest way to vote your shares. You can also participate and vote at the Meeting during the live audio webcast, provided you follow the instructions set out below.

Registered Shareholders

You are a registered shareholder if your name appears on your share certificate or your Direct Registration System (DRS) confirmation. If you are not sure whether you are a registered shareholder, please contact Computershare Investor Services Inc. at 1-800-564-6253 or 514-982-7555.

Non-Registered Shareholders

You are a non-registered shareholder if your common shares are registered in the name of an intermediary, such as a bank, a trust company, a securities dealer or broker, or an administrator of a self-administered RRSP, RRIF, RESP or similar plan, that, in turn, holds those shares through a central depository such as CDS Clearing and Depository Services Inc. (CDS) (each an "Intermediary"). If your common shares are listed in an account statement provided to you by your broker, those common shares are, in all likelihood, not registered in your name. Such common shares will more likely be registered under the name of an Intermediary.

Without specific instructions, Intermediaries are prohibited from voting the common shares for their client. Pursuant to National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer ("NI 54-101"), each Intermediary is required to request voting instructions from nonregistered shareholders prior to shareholders meetings. Intermediaries have their own procedures for sending materials and their own guidelines for the return of documents. Non-registered shareholders should strictly follow those instructions to ensure that the voting rights attached to their common shares are cast at the Meeting.

The Corporation will not send the Proxy Materials directly to non-objecting beneficial owners under NI 54- 101. The Corporation intends to pay for secondary intermediaries to deliver the Proxy Materials to objecting beneficial owners.

Non-registered shareholders who have not duly appointed themselves as proxyholder will not be entitled to vote at the Meeting during the live audio webcast. If you are a non-registered shareholder and have not appointed yourself as a proxyholder, you will be able to attend the Meeting and ask questions, but you will not be able to vote your shares at the Meeting. To appoint yourself as proxyholder, you may follow the instructions set out below under the heading "Participating and Voting at the Meeting".

VOTING BY PROXY IN ADVANCE OF THE MEETING

Regardless of whether or not shareholders are able to attend the Meeting (or any adjournment thereof) via the live audio webcast, we strongly encourage them to vote in advance of the Meeting. Below are the different ways in which registered and non-registered shareholders can give voting instructions, details of which are found on the form of proxy or voting instruction form provided, as applicable.

• By Internet Go to www.proxyvote.com and follow the instructions. You will need the 16-digit control number found on your form of proxy or voting instruction form, as applicable.
• By mail Complete, date and sign your form of proxy or voting instruction form, as applicable, in accordance with the instructions set out on such form, and return it in the prepaid envelope provided to Data Processing Centre, P.O. Box 3700, STN Industrial Park, Markham (ON), L3R 9Z9 Canada.
• By telephone Call 1-800-474-7493 (English) or 1-800-474-7501 (French). You will need the 16 digit control number found on your form of proxy or voting instruction form, as applicable.

Your duly completed form of proxy or voting instruction form or your Internet or telephone voting instructions, as applicable, must be received before the proxy deadline, which is by 9:00 a.m. (Montreal time) two (2) business days prior to the Meeting, being June 5, 2023, or, if the Meeting is adjourned or postponed, by not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time and date of the adjourned or postponed meeting.

HOW YOUR SHARES WILL BE VOTED

Your proxyholder is the person you appoint to cast your votes at the Meeting on your behalf. You may choose Stephen Gunn or Neil Rossy or any other person that you want to be your proxyholder. If you want to authorize Stephen Gunn or Neil Rossy as your proxyholder, please leave the box near the top of the form blank as the names of Stephen Gunn and Neil Rossy are already pre-printed on the form. If you return the form and have left the box for the proxyholder's name blank, then Stephen Gunn or Neil Rossy will automatically become your proxyholder.

Each shareholder is entitled to appoint a person other than the individuals named in the form of proxy or voting instruction form to represent such shareholder at the Meeting. Please note that your proxyholder is not required to be a shareholder of the Corporation. To appoint a third-party proxyholder, you may follow the instructions set out below under the heading "Participating and Voting at the Meeting".

You may instruct your proxyholder how you want to vote on the matters listed in the Notice of Meeting by checking the appropriate boxes on the form. If you have specified on the form how you want to vote on a particular issue (by checking FOR or AGAINST with respect to the election of the directors, the advisory non-binding resolution on the Corporation's approach to executive compensation and the shareholder proposals set forth in Schedule B of this Circular, and by checking FOR or WITHHOLD with respect to the appointment of the auditors), then your proxyholder must cast your votes as instructed. By checking WITHHOLD on the form, where applicable, you will be abstaining from voting. If you have NOT specified how to vote on a particular matter, your proxyholder is entitled to vote your common shares as he or she sees fit.

Please note that if your form of proxy or voting instruction form, as applicable, does not specify how to vote on any particular matter and you have authorized Stephen Gunn or Neil Rossy to act as your proxyholder, your common shares will be voted at the Meeting as follows:

• ✓ FOR the election of each of management's nominees as directors of the Corporation;
• ✓ FOR the appointment of PricewaterhouseCoopers LLP as auditor of the Corporation and the authorization of the directors of the Corporation to fix its remuneration;
• ✓ FOR the adoption of the advisory non-binding resolution on the Corporation's approach to executive compensation (the "Say-on-Pay Advisory Resolution"); and
• X AGAINST the shareholder proposals set forth in Schedule B attached to this Circular.

For more information on these matters, please see the section entitled "Business of the Meeting" beginning on page 10 of this Circular. The form of proxy or voting instruction form, as applicable, also confers discretionary authority upon the persons named therein with respect to amendments to matters identified in the Notice of Meeting and with respect to other matters which may properly come before the Meeting. At the date of this Circular, management of the Corporation is not aware of any such amendments or other matters.

PARTICIPATING AND VOTING AT THE MEETING

Only registered shareholders and duly appointed proxyholders (including non-registered shareholders who have duly appointed themselves as proxyholder) will be entitled to vote at the Meeting during the live audio webcast using an Internet connected device such as a computer, laptop, tablet or smartphone. Non-registered shareholders who have not duly appointed themselves as proxyholders will be able to attend the Meeting and ask questions but will not be able to vote.

The steps you need to follow to participate and vote at the Meeting will depend on whether you are a registered shareholder or a non-registered shareholder.

Registered Shareholders	Non-Registered Shareholders	Proxyholders (including Non-Registered Shareholders who have duly appointed themselves as proxyholder)
If you are a registered shareholder, you will receive a form of proxy containing the relevant details concerning the business of the Meeting, including a control number that must be used to vote by proxy in advance of the Meeting or join the live audio webcast on the day of the Meeting. If you wish to participate and vote at the Meeting, do not complete the form of proxy, and instead, follow these steps:	If you are a non-registered shareholder and wish to participate and vote at the Meeting yourself: First, you need appoint yourself as proxyholder. You may appoint yourself as proxyholder by (i) following the instructions on your voting instruction form, completing the voting instruction form and returning it to your Intermediary, (ii) visiting www.proxyvote.com, or (iii) telephone if your Intermediary provides you with this option. You must follow the instructions	If you have been appointed as third-party proxyholder for a registered or non-registered shareholder, or if you are a non-registered shareholder and have duly appointed yourself as proxyholder, you can access the Meeting, and participate and vote at the Meeting during the live audio webcast, by following these steps: First, log into www.virtualshareholdermeeting.com/DOLR2023 15 minutes before the Meeting starts. You should allow ample time to check into the virtual Meeting and to complete the related procedures.
First, log into www.virtualshareholdermeeting.com /DOLR2023 15 minutes before the Meeting starts. You should allow ample time to check into the virtual Meeting and to complete the related procedures. Second, enter the 16-digit control number included on your form of proxy into the "Shareholder Login" section and click "Join Meeting".	and deadlines provided by your Intermediary in order to do so. Second, given the Meeting will take place virtually, the process for you to appoint yourself to participate and vote at the Meeting is different than it would be for an in-person Meeting. In addition to the first step above, you must follow the additional instructions on your voting instruction form very carefully, including (i) inserting your name as the "Appointee Name", and (ii) designating	Second, enter the Appointee Name and the Appointee Identification Number exactly as it was provided on the applicable form of proxy or voting instruction form or through www.proxyvote.com and click on "Submit". If this information is not available to you, or if you do not enter it exactly as provided, you will not be able to participate and vote at the Meeting as proxyholder. Third, follow the instructions to access the Meeting and vote when prompted.
Third, follow the instructions to access the Meeting, and vote when prompted. Even if you currently plan to participate and vote at the Meeting,	an 8-character "Appointee Identification Number" in the spaces provided in your voting instruction form or online at www.proxyvote.com. Such appointee information is required for you to participate and vote at the Meeting.	If you have been appointed as proxyholder for more than one shareholder, you will be asked to enter the Appointee Name and the Appointee Identification Number for each separate shareholder in order to vote the applicable common shares on their behalf.
you should consider voting your common shares in advance so that your vote will be counted if you later decide not to attend the Meeting. You should note however that if you access and vote on any matter at the Meeting, you will	Such steps must be completed prior to the proxy deadline or you will not be able to participate and vote at the Meeting. If you are a non-registered shareholder, have duly appointed yourself to participate and vote at the Meeting and want to know how to access the	Third-party proxyholders will be informed of the Appointee Name and 8-character Appointee Identification Number prior to the Meeting by the shareholder who appointed them to act as proxyholder at the Meeting. Third-party proxyholders who have forgotten or misplaced the applicable Appointee Name and/or the Appointee Identification Number should contact

revoke any previously submitted proxy.	Meeting to participate and vote thereat, see the right column entitled "Proxyholders (including Non Registered Shareholders who have duly appointed themselves as proxyholder)".	the shareholder who appointed them as quickly as possible. Shareholders who have forgotten or misplaced the applicable Appointee Name and/or the Appointee Identification Number must create a new one through www.proxyvote.com.

Appointing a Third-Party Proxyholder to Participate and Vote at the Meeting

Registered Shareholders	Non-Registered Shareholders
You may also appoint a third-party proxyholder to participate and vote at the Meeting on your behalf (other than the persons designated by management as set out on your form of proxy). If you wish for a third-party proxyholder to participate and vote at the Meeting on your behalf:	You may also appoint a third-party proxyholder to participate and vote at the Meeting on your behalf (other than the persons designated by management as set out on your voting instruction form). If you wish for a third-party proxyholder to participate and vote at the Meeting on your behalf:
First, you need to appoint the third-party proxyholder by (i) following the instructions on your form of proxy, completing and returning your form of proxy to Broadridge, or (ii) visiting www.proxyvote.com.	First, you need to appoint the third-party proxyholder by (i) following the instructions on your voting instruction form, completing the voting instruction form and returning it to your Intermediary, (ii) visiting www.proxyvote.com, or (iii) telephone if your Intermediary provides you with this option. You must
Second, given the Meeting will take place virtually, the process for you to appoint a third-party proxyholder to participate and vote at the Meeting on your behalf is	follow the instructions and deadlines provided by your Intermediary in order to do so.
different than it would be for an in-person Meeting. In addition to the first step above, you must follow the additional instructions on your form of proxy very carefully, including inserting an "Appointee Name" and designating an 8-character "Appointee Identification Number" in the spaces provided in your form of proxy or online at www.proxyvote.com. Such appointee information is required to participate and vote at the Meeting on your behalf.	Second, given the Meeting will take place virtually, the process for you to appoint a third-party proxyholder to participate and vote at the Meeting on your behalf is different than it would be for an in-person Meeting. In addition to the first step above, you must follow the additional instructions on your voting instruction form very carefully, including (i) inserting an "Appointee Name" (i.e. the name of your third party proxyholder), and (ii) designating an 8-character "Appointee Identification Number" in the spaces provided in your voting instruction form or online at www.proxyvote.com.
Third, you need to inform your third-party proxyholder of the exact Appointee Name and 8-character Appointee	Such appointee information is required to participate and vote at the Meeting on your behalf.
Identification Number prior to the Meeting. Your third-party proxyholder will require both your Appointee Name and your Appointee Identification Number in order to participate and vote on your behalf at the Meeting.	Third, you need to inform your third-party proxyholder of the exact Appointee Name and 8-character Appointee Identification Number prior to the Meeting. Your third-party proxyholder will require both your Appointee Name and your Appointee Identification Number in order to participate and vote on your behalf at the Meeting.
The first and second steps above must be completed prior to the proxy deadline or neither you nor your third-party proxyholder will be able to participate and vote at the Meeting.

If you fail to provide the exact Appointee Name and Appointee Identification Number to your third-party proxyholder appointed to participate and vote at the Meeting on your behalf, neither you nor your third-party proxyholder will be able to participate and vote at the Meeting.

If you wish to appoint a third-party proxyholder, you are encouraged to do so online at www.proxyvote.com, as this will allow you to share the Appointee Name and the Appointee Identification Number with your third-party proxyholder easily.

How to Attend the Meeting as a Guest

If you wish to attend the Meeting as a guest, you can attend the Meeting by logging into www.virtualshareholdermeeting.com/DOLR2023 15 minutes before the Meeting starts. You should allow ample time to check into the virtual Meeting and to complete the related procedures. You must complete the "Guest Login" section and click "Enter Here". Guests will be able to attend the Meeting but will not be able to submit questions, vote their shares (if any) or otherwise participate in the Meeting.

CHANGING YOUR VOTE OR REVOKING YOUR PROXY

A shareholder who executes and returns the form of proxy or voting instruction form may revoke same in any manner permitted by law.

If you are a registered shareholder and you change your mind about how you voted before the Meeting and/or you want to revoke your proxy, you may do so by providing new voting instructions or proxyholder appointment information at www.proxyvote.com at a later time, or a new form of proxy to Broadridge at a later date, or by delivering a signed written notice specifying your instructions to the registered office of the Corporation at 5805 Royalmount Avenue, Montreal, Quebec, H4P 0A1, Attention: Corporate Secretary, at any time up to and including June 6, 2023, the last business day preceding the date of the Meeting, or any adjournment thereof. A registered shareholder may also access the Meeting via the live audio webcast to participate and vote at the Meeting, which will revoke any previously submitted proxy.

If you are a non-registered shareholder and you change your mind about how you voted before the Meeting and/or you want to revoke your proxy, contact your broker or other Intermediary to find out what to do. Please note that your Intermediary will need to receive any new instructions in enough time to act on them.

INTEREST OF CERTAIN PERSONS IN MATTERS TO BE ACTED UPON

No proposed nominee for election as a director of the Corporation, or any person who has been a director or executive officer of the Corporation at any time since the beginning of the Corporation's last fiscal year, nor any associate or affiliate of any such persons, has any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter to be acted upon at the Meeting, other than as set forth herein.

VOTING SECURITIES AND PRINCIPAL HOLDERS OF VOTING SECURITIES

As at April 11, 2023, there were 285,402,218 common shares issued and outstanding. Each common share carries the right to one vote on all matters to come before the Meeting.

Only persons registered as shareholders on the books of the Corporation as at the close of business on April 13, 2023, the record date, are entitled to receive notice of, and to vote at, the Meeting, and no person becoming a shareholder after the record date shall be entitled to receive notice of and to vote at the Meeting or any adjournment thereof.

To the knowledge of the directors and executive officers of the Corporation, based on the information publicly available as at April 11, 2023, no person beneficially owns, or controls or directs, directly or indirectly, either alone or together with any joint actors, 10% or more of the outstanding common shares of the Corporation.

BUSINESS OF THE MEETING

The items to be covered at the Meeting are as follows:

• (1) Presentation before the shareholders of the consolidated financial statements of the Corporation for the fiscal year ended January 29, 2023, together with the independent auditor's report thereon;
• (2) Election of each of the ten (10) directors named in this Circular for the ensuing year;
• (3) Appointment of the auditor of the Corporation for the ensuing year and authorization of the directors to fix the auditor's remuneration;
• (4) Consideration of the Say-on-Pay Advisory Resolution;
• (5) Consideration of the shareholder proposals set out in Schedule B to this Circular; and
• (6) Consideration of such other business, if any, as may properly be brought before the Meeting or any adjournment thereof.

As at the date of this Circular, management of the Corporation is not aware of any changes to the items listed above and does not expect any other items to be brought forward at the Meeting. If there are changes or new items, your proxyholder will be entitled to vote on those items as he or she sees fit.

FINANCIAL STATEMENTS

The audited consolidated financial statements of the Corporation for the fiscal year ended January 29, 2023, together with the independent auditor's report thereon, will be submitted at the Meeting but no vote thereon is required. These audited consolidated financial statements, together with the management's discussion and analysis, were sent to shareholders who requested copies thereof and are also available on SEDAR under the Corporation's profile at www.sedar.com, at https://materials.proxyvote.com/25675, and on the Corporation's website at www.dollarama.com.

ELECTION OF DIRECTORS

The Board of Directors is currently comprised of ten (10) directors. The ten (10) persons identified in the section entitled "Nominees for Election to the Board of Directors" will be nominated for election as directors at the Meeting. Each of them was elected at the annual meeting of shareholders of the Corporation held on June 8, 2022 by at least a majority of the votes cast by proxy or at such meeting, except for Thecla Sweeney who was appointed by the Board of Directors effective March 29, 2023, and who will stand for election for the first time at the Meeting. Each director will hold office until the close of the next annual meeting of shareholders or until a successor is elected or appointed. The directors are elected annually and, unless reelected, retire from office at the close of the next annual meeting of shareholders.

The election of directors at the Meeting is governed by the new majority voting requirements under the Canada Business Corporations Act (the "CBCA") and its regulations, which came into force on August 31, 2022. These requirements are such that in an uncontested election of directors, a nominee must receive a majority of the total votes cast "for" and "against" such nominee in favour of their election in order to be elected as a director (versus "for" or "withhold" as was the case previously). If a nominee does not receive a majority of votes cast by shareholders in favour of their election, they will not be elected and the Board position will remain open, except that an incumbent director will be permitted to remain in office until the earlier of (a) the 90th day after the day of the election or (b) the day on which their successor is appointed or elected. These statutory majority voting requirements only apply to "uncontested" elections of directors, meaning elections where the number of director nominees is the same as the number of directors to be elected to the Board (such as the election of directors to take place at the Meeting). In light of the new statutory majority voting requirements applicable to the Corporation under the CBCA, the Board of Directors resolved to revoke the Corporation's Majority Voting Policy, such that this policy will no longer apply at the Meeting. See "Corporate Governance – Board of Directors – Majority Voting Requirements".

Unless a proxy specifies that the common shares it represents should be voted against the election of one or more directors or voted in accordance with the specification in the proxy, the persons named in the form of proxy or voting instruction form, as applicable, intend to vote FOR the election of each of the nominees listed in this Circular.

Management of the Corporation does not expect that any of the nominees will be unable or unavailable to serve as a director. However, if, for any reason, at the time of the Meeting, any of the nominees is unable or unavailable to serve, unless otherwise specified, it is intended that the persons designated in the form of proxy or voting instruction form, as applicable, will vote in their discretion for a substitute nominee or nominees.

APPOINTMENT OF AUDITOR

At the Meeting, shareholders will be asked to appoint the firm of PricewaterhouseCoopers LLP to hold office as the Corporation's auditor until the close of the next annual meeting of shareholders and to authorize the Board of Directors to fix its remuneration.

PricewaterhouseCoopers LLP has served as auditor of the Corporation since February 1, 2007. It has informed management that it is independent with respect to the Corporation within the meaning of the Code of ethics of chartered professional accountants.

Unless a proxy specifies that the common shares it represents should be withheld from voting in respect of the appointment of the auditor or voted in accordance with the specification in the proxy, the persons named in the form of proxy or voting instruction form, as applicable, intend to vote FOR the appointment of PricewaterhouseCoopers LLP as auditor of the Corporation and the authorization of the directors of the Corporation to fix its remuneration.

For the fiscal years ended January 29, 2023 and January 30, 2022, the Corporation was billed the following fees by its external auditor, PricewaterhouseCoopers LLP:

	Fiscal year ended January 29, 2023	Fiscal year ended January 30, 2022
Audit Fees(1)	\$969,925	\$910,095
Audit-Related Fees(2)	\$453,825	\$88,250
Tax Fees(3)	Nil	\$12,162
All Other Fees(4)	\$54,950	\$48,300
Total Fees	\$1,478,700	\$1,058,807

(1) "Audit Fees" include fees necessary to perform the annual audit of the consolidated financial statements. This category also includes audit fees related to new accounting standards and required procedures in connection with the offering of senior unsecured notes.

(2) "Audit-Related Fees" include fees for assurance and related services that are reasonably related to the performance of the audit or review of the financial statements and are not reported under "Audit Fees". This category includes fees related to specified procedures on internal controls.

(3) "Tax Fees" include fees for all tax services other than those included in "Audit Fees" and "Audit-Related Fees". This category includes fees for tax advice, tax planning as well as assistance in connection with provincial and federal tax audits conducted in the normal course of business.

(4) "Other Fees" include fees for products and services provided by the external auditor other than those included above. This category includes fees related to translation services.

Additional details with respect to the audit committee of the Board of Directors (the "Audit Committee") can be found in the section entitled "Audit Committee Information" of the Corporation's annual information form, available on SEDAR at www.sedar.com and on the Corporation's website at www.dollarama.com.

ADVISORY VOTE ON EXECUTIVE COMPENSATION

The Human Resources and Compensation Committee and the Board of Directors spend considerable time and effort overseeing the Corporation's executive compensation program, and are satisfied that the policies and programs in place are based on fundamental principles of pay-for-performance aimed at aligning the interests of the senior executive team with those of shareholders and reflecting competitive market practices. This compensation approach allows the Corporation to attract, retain and motivate highperforming executives who will be incentivized to increase business performance and enhance shareholder value on a sustainable basis.

At last year's annual meeting, the Corporation received strong support from its shareholders in respect of the Corporation's approach to executive compensation disclosed in the 2022 management proxy circular, with 94.66% of the votes cast at the meeting being in favour of the advisory resolution on executive compensation.

In 2022, acknowledging the keen interest of institutional and other shareholders for sustainability and environmental, social and governance (ESG) factors, the Human Resources and Compensation Committee initiated a market review of performance metrics used in executive compensation plans of retailers and other peers with a view to integrating ESG-related metrics in the compensation of named executive officers. During the fiscal year ended January 29, 2023, the Human Resources and Compensation Committee continued its review and analysis regarding the incorporation of ESG performance metric(s) in executive compensation, in alignment with the Corporation's business strategy and evolving ESG strategy. An update is provided under "Compensation Discussion and Analysis – Annual Compensation Review Process".

The Board of Directors is committed to maintaining an ongoing engagement process with the Corporation's shareholders by offering them the opportunity to cast, at the Meeting or by proxy, an advisory vote on the Corporation's approach to executive compensation, which is described in further details under the section "Compensation Discussion and Analysis" starting on page 30 of this Circular. As a result, at the Meeting, shareholders will be asked to consider and, if deemed appropriate, adopt the following Say-on-Pay Advisory Resolution:

"BE IT RESOLVED, on an advisory basis and not to diminish the role and responsibilities of the Board of Directors, that the shareholders of the Corporation accept the approach to executive compensation disclosed in the management proxy circular delivered in advance of the 2023 annual meeting of shareholders of the Corporation."

As this is an advisory vote, the results will not be binding upon the Board of Directors. However, the Human Resources and Compensation Committee and the Board of Directors will review and analyze the voting results and, as appropriate, take into account such results when reviewing executive compensation policies and programs in the future. Results of the vote will be disclosed in the report of voting results and related press release to be posted on SEDAR at www.sedar.com and on the Corporation's website at www.dollarama.com shortly after the Meeting.

Voting results on the Say-on-Pay Advisory Resolution over the last three years are outlined below.

	FOR		AGAINST
	# %		#	%
2022 Annual General Meeting	231,175,069	94.66	13,038,785	5.34
2021 Annual General Meeting	227,183,141	91.13	22,108,966	8.87
2020 Annual General Meeting	186,417,154	87.90	25,662,540	12.10

Unless a proxy specifies that the common shares it represents should be voted against the Say-on-Pay Advisory Resolution, the persons named in the form of proxy or voting instruction form, as applicable, intend to vote FOR the approval of the Say-on-Pay Advisory Resolution.

SHAREHOLDER PROPOSALS

The Corporation received a total of five shareholder proposals.

Two proposals were submitted by the Mouvement d'éducation et de défense des actionnaires ("MÉDAC"), a holder of common shares of the Corporation having its principal office at 82 Sherbrooke Street West, Montreal, Quebec, H2X 1X3, Canada. MÉDAC's proposals were submitted in French and translated into English by the Corporation. Following discussions with the Corporation, MÉDAC agreed to withdraw its proposals but nonetheless requested that they be reproduced in the Circular for information purposes only.

Two proposals were submitted by the B.C. General Employees' Union General Fund and the B.C. General Employees' Union Defence Fund (collectively, "BCGEU"), holders of common shares of the Corporation having their principal office at 4911 Canada Way, Burnaby, British Columbia, V5G 3W3, Canada.

One proposal was submitted by the Shareholder Association for Research & Education ("SHARE") on behalf of the British Columbia Teachers' Federation, a holder of common shares of the Corporation having its principal office at 550 West 6th Avenue #100, Vancouver, British Columbia, V5Z 4P2, Canada.

The full text of the proposals submitted for consideration at the Meeting, along with the proposals withdrawn by MÉDAC, has been reproduced in Schedule B to this Circular, along with the Corporation's responses.

The Board of Directors recommends that shareholders vote AGAINST each of the foregoing proposals for the reasons described in Schedule B to this Circular. Unless a proxy specifies that the common shares it represents should be voted for the shareholder proposals, the persons named in the form of proxy or voting instruction form, as applicable, intend to vote AGAINST the proposals.

NOMINEES FOR ELECTION TO THE BOARD OF DIRECTORS

DESCRIPTION OF PROPOSED DIRECTOR NOMINEES

Of the ten (10) proposed director nominees, nine (9) director nominees will stand for re-election and one (1) director nominee will stand for election for the first time at the Meeting. Directors are elected each year at the annual meeting of shareholders, except that the Board of Directors can appoint directors in certain circumstances between annual meetings. Directors elected at the Meeting will hold office until the close of the next annual meeting of shareholders or until their successor is elected or appointed. All nominees have established their eligibility and willingness to serve as directors. If prior to the Meeting, any of the listed nominees becomes unable or unavailable to serve, proxies will be voted for any other nominee or nominees at the discretion of the proxyholder.

The following tables provide information about the proposed director nominees as at April 11, 2023.

Explanatory Notes Associated with Proposed Nominees' Profiles

• (1) Shares/Options Value based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the fiscal year ended January 29, 2023. Prior to the adoption of the DSU Plan (as hereinafter defined) in December 2014, option grants were made to non-executive directors under the Director Compensation Policy then in effect. See "Nominees for Election to the Board of Directors – Director Compensation".
• (2) DSUs Deferred share units ("DSUs") comprising the annual equity retainer, in the amount of \$75,000, vest on the first anniversary of the grant date whereas DSUs granted at the end of each quarter to non-executive directors who elected to receive the cash component of their compensation in DSUs in lieu of cash vest immediately upon being granted. The number of DSUs includes additional DSUs credited as dividend equivalents up to January 29, 2023. The value of a DSU when redeemed for cash is equivalent to the volume weighted average trading price of the common shares of the Corporation on the Toronto Stock Exchange (the "TSX") for the five trading days immediately preceding the date of redemption. However, for the purposes of this Circular, the total value of vested DSUs is calculated based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the Corporation's fiscal year ended January 29, 2023. Only non-executive directors are eligible to receive DSUs.
• (3) Equity ownership Equity ownership was assessed as at January 29, 2023, based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the fiscal year. For further details on share ownership guidelines applicable to directors, see "Nominees for Election to the Board of Directors – Director Share Ownership Guidelines". Note that Neil Rossy is subject to Executive Share Ownership Guidelines rather than Director Share Ownership Guidelines as he is not compensated for his role as director. For further details, see "Compensation Discussion and Analysis – Executive Share Ownership Guidelines".

JOSHUA BEKENSTEIN Senior Advisor

Massachusetts, USA Age: 64

Director since 2004 Independent

Bain Capital Partners, LP

Joshua Bekenstein is a member of the Board of Directors and a member of the Human Resources and Compensation Committee. Mr. Bekenstein is Senior Advisor of Bain Capital, a leading global private investment firm. Prior to joining Bain Capital in 1984, Mr. Bekenstein spent several years at Bain & Company, Inc., where he was involved with companies in a variety of industries. Mr. Bekenstein serves as a director of Canada Goose Holdings Inc., BRP Inc., and Bright Horizons Family Solutions Inc., and sits on the compensation committee of some of those corporations. Mr. Bekenstein received a Bachelor of Arts from Yale University and a Master of Business Administration (MBA) from Harvard Business School.

The Board of Directors acknowledges Mr. Bekenstein's long tenure as director of the Corporation and believes he remains an independent director who brings critical insight to the Corporation and the Board of Directors across a number of areas of expertise. Accordingly, the Board of Directors recommends that shareholders vote FOR Mr. Bekenstein's re-election.

2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For:	% 91.23	# 222,802,783	Board of Directors Human Resources and Compensation Committee	6/6 (100.0%) 5/5 (100.0%)
Withheld:	8.77	21,411,071	Total	11/11 (100.0%)

Other Public Company Directorships in Past Five Years
Canada Goose Holdings Inc.	2017 – present
BRP Inc.	2013 – present
Bright Horizons Family Solutions Inc.	2013 – present
The Michaels Companies, Inc.	2014 – 2021

	Top Relevant Competencies Retail / Business	ESG
  	Retail Industry Senior Executive Leadership / Strategic Planning International Development and Operations	 	Health and Safety of employees Wellness Education and Training of Employees
	Human Resources / Executive compensation

Corporate Governance

Value of Total Compensation Received as Director

Fiscal year ended January 29, 2023: \$160,000 Fiscal year ended January 30, 2022: \$147,055

Securities Held as at January 29, 2023

Common Shares (#)	Common Shares(1) (\$)	Options Vested/Total (#)	Options(1) Vested Only (\$)	DSUs(2) Vested/Total (#)	DSU(2) Vested Only (\$)	Total Value of Securities Held Vested Only (\$)
24,716	1,983,459	24,000 / 24,000	1,604,180	26,716 / 27,920	2,143,959	5,731,598

Total Ownership as Multiple of Retainer as at January 29, 2023 (3) (Target: 3x annual retainer): 38.2x

GREGORY DAVID Chief Executive Officer

Ontario, Canada Age: 55

Not independent (i)

financial and strategic advisory services to private and public companies. Previously, he worked at Claridge Inc. from 1998 to 2000 and at McKinsey & Co. from 1996 to 1998. He has a Bachelor of Commerce with honours from Queen's University, a Bachelor of Civil Law and a Bachelor of Laws from McGill University and a Master of Business Administration with Distinction from Harvard Business Director since 2004 School.

Gregory David is a member of the Board of Directors. He is the Chief Executive Officer of GRI Capital Inc., a private investment management firm, and has been with such company and its affiliates since 2003. He is also a director of Roots Corporation since October 2017 and sits on its governance, compensation and nominating committee. Since July 2022, Mr. David is also a member of the Board of Governors of McGill University. From 2000 to 2003, Mr. David provided

2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For:	% 92.08	# 224,877,360	Board of Directors Total	6/6 (100.0%) 6/6 (100.0%)
Withheld:	7.92	19,336,494

Other Public Company Directorships in Past Five Years				Top Relevant Competencies Retail / Business		ESG
Roots Corporation	2017 – present		    	Retail Industry Senior Executive Leadership / Strategic Planning Real Estate Information Technology and Security Legal		 	Community Support Wellness Education and Training of Employees
	Value of Total Compensation Received as Director
Fiscal year ended January 29, 2023: \$150,000					Fiscal year ended January 30, 2022: \$134,000
	Securities Held as at January 29, 2023
Common Shares (#)	Common Shares (\$)	Options Vested/Total (#)		Options(1) Vested Only (\$)	DSUs(2) Vested/Total (#)		DSU(2) Vested Only (\$)	Total Value of Securities Held Vested Only (\$)

GRI Capital Inc.

Total Ownership as Multiple of Retainer as at January 29, 2023(3)

(Target: 3x annual retainer): 20.7x

— — 24,000 / 24,000 1,604,180 18,693 / 19,897 1,500,113 3,104,293

⁽i) Mr. David is not considered independent due to his relationship with Neil Rossy and other members of the current or former management. He is Chief Executive Officer of GRI Capital Inc., a private investment management firm controlled by the Rossy family.

ELISA D. GARCIA C. Chief Legal Officer

Florida, USA Age: 65

Director since 2015 Independent

Macy's, Inc.

Elisa Garcia is a member of the Board of Directors and a member of the Human Resources and Compensation Committee and the Nominating and Governance Committee. Ms. Garcia currently serves as Chief Legal Officer of Macy's, Inc. Prior to joining Macy's, Inc. in August 2016, she served as Executive Vice President and Chief Legal Officer of Office Depot, Inc., a leading global provider of products, services, and solutions for the workplace headquartered in Boca Raton, Florida. Earlier in her career, she served as Latin American Regional Counsel for Philip Morris International and Corporate Counsel for GAF Corporation. She also sits on the board of the Institute for Inclusion in the Legal Profession and on the board of DirectWomen, a U.S. non-profit organization that works to increase the representation of women lawyers on corporate boards. Ms. Garcia is a graduate of the St. John's University School of Law, and also received a joint BA/MS in Political Science and Management and Policy Sciences from W. Averell Harriman College, State University of New York at Stony Brook.

2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For: Withheld:	% 98.42 1.58	# 240,365,185 3,848,669	Board of Directors Nominating and Governance Committee Human Resources and Compensation Committee Total	6/6 (100.0%) 2/2 (100.0%) 5/5 (100.0%) 13/13 (100.0%)

Other Public Company Directorships in Past Five Years				Top Relevant Competencies Retail / Business		ESG
—			    	Retail Industry Senior Executive Leadership / Strategic Planning Human Resources / Executive Compensation Legal / Corporate Governance Information Technology and Security		 Sustainability 	Diversity, Equity and Inclusion
	Value of Total Compensation Received as Director
	Fiscal year ended January 29, 2023: \$167,500					Fiscal year ended January 30, 2022: \$144,945
	Securities Held as at January 29, 2023
Common Shares (#)	Common Shares (\$)	Options Vested/Total (#)		Options Vested Only (\$)	DSUs(2) Vested/Total (#)	DSU(2) Vested Only (\$)	Total Value of Securities Held Vested Only (\$)

— — — — 24,732 / 25,936 1,984,743 1,984,743

Total Ownership as Multiple of Retainer as at January 29, 2023 (3) (Target: 3x annual retainer): 13.2x

Ontario, Canada Age: 68

Director since 2009 Chairman since 2018 Independent

Shareholders Voting Results

For:	91.58	223,658,112
Withheld:	8.42	20,555,742

Canada Goose Holdings Inc.	2017 – present
Recipe Unlimited	2015 – 2022
Holdings Inc.

STEPHEN GUNN Corporate Director

Stephen Gunn is the Chairman of the Board of Directors since June 2018. Before that date, he acted as the Lead Director of the Board of Directors. Mr. Gunn is also the Chair of the Nominating and Governance Committee and a member of the Human Resources and Compensation Committee. Mr. Gunn also serves as director and member of the audit committee of Canada Goose Holdings Inc. Prior to November 2014, Mr. Gunn served as chief executive officer of Sleep Country Canada Inc., the Canadian mattress retailer he cofounded, and also served as co-chair of the board of directors of Sleep Country Canada Holdings Inc. before stepping down in May 2019. Mr. Gunn received a Bachelor of Applied Science in Electrical Engineering from Queen's University and a Master of Business Administration (MBA) from the University of Western Ontario.

2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For: Withheld:	% 91.58 8.42	# 223,658,112 20,555,742	Board of Directors (Chairman) Human Resources and Compensation Committee Nominating and Governance Committee (Chair) Total	6/6 (100.0%) 5/5 (100.0%) 2/2 (100.0%) 13/13 (100.0%)

Other Public Company Directorships in Past Five Years		Top Relevant Competencies Retail / Business			ESG
Canada Goose Holdings Inc. Recipe Unlimited Sleep Country Canada Holdings Inc.	2017 – present 2015 – 2022 2015 – 2019	    	Retail Industry Senior Executive Leadership / Strategic Planning Financial Accounting and Reporting Expertise Human Resources / Executive Compensation Corporate Governance	 	Energy Reduction or Other Climate Sensitive Practices Health and Safety of Employees

Value of Total Compensation Received as Director

Fiscal year ended January 29, 2023: \$330,000 Fiscal year ended January 30, 2022: \$271,000

Securities Held as at January 29, 2023

Common Shares (#)	Common Shares(1) (\$)	Options Vested/Total (#)	Options(1) Vested Only (\$)	DSUs(2) Vested/Total (#)	DSU(2) Vested Only (\$)	Total Value of Securities Held Vested Only (\$)
119,767	9,611,302	12,000 / 12,000	785,440	11,908 / 13,513	955,617	11,352,359

Total Ownership as Multiple of Retainer as at January 29, 2023 (3) (Target: 3x annual retainer): 75.7x

KRISTIN MUGFORD Senior Lecturer

Massachusetts, USA Age: 54

Director since 2018 Independent

			Harvard College.
2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For: Withheld:	% 98.64 1.36	# 240,882,519 3,331,335	Board of Directors Audit Committee Human Resources and Compensation Committee (Chair) Total	6/6 (100.0%) 4/4 (100.0%) 5/5 (100.0%) 15/15 (100.0%)
Other Public Company			Top Relevant Competencies

Harvard Business School

 Perella Weinberg 2022 – present  Senior Executive Leadership / Partners LP Strategic Planning  Wellness Education and  Financial Accounting and Training of Employees Reporting Expertise  Risk Management and	Directorships in Past Five Years	Retail / Business	ESG
 Human Resources / Executive Compensation  Corporate Governance		Mitigation		Diversity, Equity and Inclusion

Kristin Mugford is a member of the Board of Directors, a member of the Audit Committee and the Chair of the Human Resources and Compensation. Ms. Mugford is currently the Melvin Tukman Senior Lecturer of Business Administration in the Finance Unit at the Harvard Business School. Prior to academia, she spent nearly 20 years with Bain Capital Partners, LP, joining their private equity business in 1994, where she focused on the consumer and media industries, before becoming the firm's first female managing director. In 1998, she helped start Bain Capital Credit, LP (formerly known as Sankaty Advisors, LP), the credit affiliate of Bain Capital Partners, LP, where she was a senior member of its management and investment committee. She began her career at the Walt Disney Company. Since June 2022, Ms. Mugford serves as a director of Perella Weinberg Partners LP and as a member of its compensation committee. She is also a member of the board of directors of Towne Park, a leading parking and hospitality services provider. Ms. Mugford graduated from Harvard Business School as a Baker Scholar and holds an AB with honors in economics from

Value of Total Compensation Received as Director

Fiscal year ended January 29, 2023: \$180,000 Fiscal year ended January 30, 2022: \$156,104

Securities Held as at January 29, 2023

Common Shares (#)	Common Shares (\$)	Options Vested/Total (#)	Options Vested Only (\$)	DSUs(2) Vested/Total (#)	DSU(2) Vested Only (\$)	Total Value of Securities Held Vested Only (\$)
—	—	—	—	14,023 / 15,227	1,125,346	1,125,346

Total Ownership as Multiple of Retainer as at January 29, 2023(3) (Target: 3x annual retainer): 7.5x

NICHOLAS NOMICOS Senior Advisor

					Attendance
# 224,559,621 19,654,233		Board of Directors Audit Committee Total			6/6 (100.0%) 4/4 (100.0%) 10/10 (100.0%)
		Retail / Business
		 Retail Industry  Logistics    Compensation		Community Support	Diversity, Equity and Inclusion
Common Shares (\$) —	Options (#)	Options(1) Vested Only (\$) 785,440	DSUs(2) Vested/Total (#) 27,190 / 28,394	DSU(2) Vested Only (\$) 2,181,998 (3)	Total Value of Securities Held Vested Only (\$) 2,967,438 19.8x
	Massachusetts, USA Director since 2004 2022 Annual Meeting of Shareholders Voting Results 91.95 8.05 Other Public Company Directorships in Past Five Years	2016 – present Fiscal year ended January 29, 2023: \$160,000 Securities Held as at January 29, 2023	Value of Total Compensation Received as Director Vested/Total 12,000 / 12,000	Board/Committee Memberships Top Relevant Competencies Distribution, Warehousing and Senior Executive Leadership / Strategic Planning Financial Accounting and Reporting Expertise Human Resources / Executive	Nicholas Nomicos is a member of the Board of Directors and a member of the Audit Committee. Mr. Nomicos is a Senior Advisor at Nonantum Capital Partners, LLC, a middle market private equity firm that he founded with other executives in 2018. He served as its Managing Director from April 2018 to December 2021. Mr. Nomicos is also a director of BRP Inc. and a member of its audit committee, and sits on the boards of two private companies, Christianbook, LLC and Luxury Brand Holdings, dba Ross-Simons, a private multi-channel retailer based in the United States. Until December 2016, Mr. Nomicos was Managing Director at Bain Capital Credit, LP (formerly known as Sankaty Advisors, LP), the credit affiliate of Bain Capital Partners, LP. Prior to 2011, he was an Operating Partner at Bain Capital Partners, LP where he worked since 1999 in a variety of investments in the manufacturing and consumer product sectors. Mr. Nomicos received a Bachelor of Science in Engineering from Princeton University and a Master of Business Administration (MBA) from Harvard Business School. The Board of Directors acknowledges Mr. Nomicos' long tenure as director of the Corporation and believes he remains independent and brings extensive knowledge and experience to the Board of Directors and the Audit Committee in strategic leadership and planning, finance along with a strong understanding of the retail industry. Accordingly, the Board of Directors recommends that shareholders vote FOR Mr. Nomicos' re-election. ESG   Fiscal year ended January 30, 2022: \$153,896 Total Ownership as Multiple of Retainer as at January 29, 2023 (Target: 3x annual retainer):

Nonantum Capital Partners, LLC

Quebec, Canada Age: 53

Director since 2004 Not independent (i)

Shareholders Voting Results

Withheld:	1.87	4,564,997

NEIL ROSSY President and Chief Executive Officer Dollarama Inc.

Neil Rossy is a member of the Board of Directors since 2004 and serves as President and Chief Executive Officer of the Corporation since May 1, 2016. Prior to being appointed to this office by the Board of Directors, he had served as Chief Merchandising Officer of Dollarama since 2010. With the company since its inception in 1992, he has been involved in all aspects of Dollarama's business, supply chain and day-to-day operations. Over the last three decades, Neil Rossy has played an increasingly important role in strategic decisions related to warehousing and distribution, direct sourcing, brand identity, product development and merchandising innovations that define Dollarama and underpin its success. He is a graduate of Queen's University.

2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For:	%	#	Board of Directors	6/6 (100.0%)
	98.13	239,648,857	Total	6/6 (100.0%)

Other Public Company Directorships in Past Five Years	Top Relevant Competencies Retail / Business	ESG
—	 Retail Industry		Community Support
	 Distribution, Warehousing and Logistics  International Sourcing		Health and Safety of Employees
	 Senior Executive Leadership / Strategic Planning  Information Technology and

Value of Total Compensation Received as Director

Neil Rossy does not receive any compensation from the Corporation for his services as director. For further details on his compensation as President and Chief Executive Officer, see "Compensation Discussion and Analysis – Summary Compensation Table".

Security

Securities Held as at January 29, 2023

Common Shares(ii) (#)	Common Shares (\$)	Options Vested/Total (#)	Options(1) Vested Only (\$)	DSUs Vested/Total (#)	DSU Vested Only (\$)	Total Value of Securities Held Vested Only (\$)
8,306,493	666,596,063	642,000 / 1,157,181	24,170,592	—	—	690,766,655

Total Ownership as Multiple of Retainer as at January 29, 2023 (3) (Target: 5x base salary): 524.8x

⁽i) Mr. Rossy is not considered independent because he is President and Chief Executive Officer of the Corporation.

⁽ii) The total number of common shares held by Mr. Rossy includes shares held directly, indirectly and those over which Mr. Rossy exercised control or direction as at January 29, 2023.

Quebec, Canada Age: 54

Director since 2021 Independent

SAMIRA SAKHIA President and Chief Executing Officer Knight Therapeutics Inc.

Samira Sakhia is a member of the Board of Directors and a member of the Audit Committee. She is the Chief Executive Officer and President as well as a member of the board of directors of Knight Therapeutics Inc. ("Knight"), a leading Canadian specialty pharmaceutical company, which she joined in August 2016 as President and Chief Operating Officer. She served additionally as its Chief Financial Officer from October 2017 to March 2020. Prior to joining Knight, Ms. Sakhia served as the Chief Financial Officer at Paladin Labs Inc., a specialty pharmaceutical company, from 2001 to 2015. Ms. Sakhia serves on the board of the Montreal Society for the Prevention of Cruelty to Animals, the International Advisory Board of McGill's Desautels Faculty of Management, and is a member of the Board of Governors of McGill University and an independent Board member at the McGill University Health Center. Ms. Sakhia holds an MBA, a Bachelor of Commerce and a Graduate Diploma in Accountancy from McGill University.

2022 Annual Meeting of Shareholders Voting Results				Board/Committee Memberships				Attendance
For: Withheld:	% 99.50 0.50	# 242,997,117 1,216,662		Total	Board of Directors Audit Committee				6/6 (100.0%) 4/4 (100.0%) 10/10 (100.0%)
Other Public Company Directorships in Past Five Years					Top Relevant Competencies		ESG
Knight Therapeutics Inc. Profound Medical Inc. Crescita Therapeutics Inc. Antibe Therapeutics Inc.		2017 – 2019 2016 – 2019 2014 – 2018	2016 – present	Retail / Business  Distribution, Warehousing and Logistics  International Sourcing  Senior Executive Leadership / Strategic Planning  Financial Accounting and Reporting Expertise  International Development and Operations			 	Community Support	Diversity, Equity and Inclusion
		Value of Total Compensation Received as Director
		Fiscal year ended January 29, 2023: \$160,000				Fiscal year ended January 30, 2022: \$88,534
		Securities Held as at January 29, 2023
Common Shares (#) —	(\$) —	Common Shares	Options Vested/Total (#) —		Options Vested Only (\$) —	DSUs(2) Vested/Total (#) 2,633 / 3,837		DSU(2) Vested Only (\$) 211,298	Total Value of Securities Held Vested Only (\$) 211,298

Total Ownership as Multiple of Retainer as at January 29, 2023 (i) (Target: 3x annual retainer): 1.4x

(i) Ms. Sakhia has until June 2026 to reach the required level of equity ownership. For further details on the share ownership guidelines applicable to directors, see "Nominees for Election to the Board of Directors – Director Share Ownership Guidelines".

THECLA SWEENEY

Ontario, Canada Age: 51

Director since March 2023 Independent

Founding Partner Alphi Capital

Thecla Sweeney is a member of the Board of Directors since March 29, 2023. Ms. Sweeney is a founding partner of Alphi Capital Inc., a private equity firm based in Toronto that invests in mid-market Canadian companies. Prior to founding Alphi Capital in 2022, Ms. Sweeney served as Executive Chair and Chief Executive Officer for Motion LP, a privately-held provider of complex mobility and accessibility solutions in Canada, and as Operating Partner for Birch Hill Equity Partners Management Inc., a private equity firm, both based in Toronto, Ontario. She was with Birch Hill from April 2004 to July 2022, with a number of positions of increasing responsibility and was made Partner in 2010 and became an Operating Partner in November 2020. Prior to joining Birch Hill, Ms. Sweeney worked in business development for Regional Airlines Holdings Inc. (Porter Airlines) and was a consultant for Bain & Company. She currently serves on the board of directors of Restaurant Brands International Inc. Ms. Sweeney previously served on the boards of Motion LP, Mastermind LP, a privately-held specialty toy retailer, FlexNetworks LP, a privately-held telecom business and Sleep Country Canada. Ms. Sweeney received an undergraduate degree (Honours) from the University of Western Ontario and an MBA from Richard Ivey School of Business, from which she graduated as an Ivey Scholar.

2022 Annual Meeting of Shareholders Voting Results		Board/Committee Memberships	Attendance (i)
For: Withheld:	% N/A N/A	# N/A N/A	Board of Directors Total	N/A N/A
Other Public Company			Top Relevant Competencies

Directorships in Past Five Years			Retail / Business	ESG
Restaurant Brands International Inc.	2022 – present	  	Retail Industry Senior Executive Leadership / Strategic Planning Financial Accounting and Reporting Expertise	  	Diversity, Equity and Inclusion Health and Safety of Employees Wellness education and training of employees

• Human Resources / Executive
• Compensation
• Corporate Governance

Value of Total Compensation Received as Director(i)(ii)

Fiscal year ended January 29, 2023: N/A Fiscal year ended January 30, 2022: N/A

Securities Held as at January 29, 2023
----------------------------------------	--	--	--	--	--	--

Common Common Shares(1) Shares (#) (\$) N/A N/A	Options Vested/Total (#) N/A	Options Vested Only (\$) N/A	DSUs(2) Vested/Total (#) N/A	DSU(2) Vested Only (\$) N/A	Total Value of Securities Held Vested Only (\$) N/A
----------------------------------------------------------------------	---------------------------------------	---------------------------------------	---------------------------------------	--------------------------------------	-----------------------------------------------------------------

Total Ownership as Multiple of Retainer as at January 29, 2023 (3)(iii) (Target: 3x annual retainer): —

⁽i) Ms. Sweeney was appointed as independent director effective March 29, 2023.

⁽ii) Ms. Sweeney's appointment was effective March 29, 2023. She did not receive any compensation from the Corporation during the fiscal year ended January 29, 2023.

⁽iii) Ms. Sweeney has until March 2028 to reach the required level of equity ownership. For further details on the share ownership guidelines applicable to directors, see "Nominees for Election to the Board of Directors – Director Share Ownership Guidelines".

HUW THOMAS, FCPA, FCA Corporate Director

Ontario, Canada Age: 70

Independent

Shareholders Voting Results

	%	#
For:	97.42	237.913.987
Withheld:	2.58	6,299,867

Huw Thomas, FCPA, FCA, is a member of the Board of Directors, Chair of the Audit Committee and a member of the Nominating and Governance Committee. Mr. Thomas served as Chief Executive Officer of SmartCentres Real Estate Investment Trust ("SmartCentres REIT", formerly known as Smart Real Estate Investment Trust) from 2013 to June 2018 and also occupied the office of President of SmartCentres REIT from 2013 to August 2016. He remained a trustee of SmartCentres REIT until May 2019. Prior to that, from 1996 to 2010, Mr. Thomas served in various senior financial roles at Canadian Tire Corporation, Limited, including nine years as Chief Financial Officer. Mr. Thomas is also chairman of the board of directors of Chartwell Retirement Residences. He holds a Bachelor of Science degree in Economics from the University of London (U.K.), and is a Certified U.K. and Canadian Chartered Professional Accountant. He received his Fellowship designation (FCPA) from the Chartered Professional Accountants of Ontario in 2013. Director since 2011

2022 Annual Meeting of Shareholders Voting Results			Board/Committee Memberships	Attendance
For:	% 97.42	# 237,913,987	Board of Directors Audit Committee (Chair)	6/6 (100.0%) 4/4 (100.0%)
Withheld:	2.58	6,299,867	Nominating and Governance Committee Total	2/2 (100.0%) 12/12 (100.0%)

Other Public Company Directorships in Past Five Years			Top Relevant Competencies Retail / Business	ESG
Chartwell Retirement SmartCentres REIT	2012 – present 2011 – 2019	     	Retail Industry Real Estate Information Technology and Security Senior Executive Leadership / Strategic Planning Financial Accounting and Reporting Expertise Risk Management and Mitigation	 	Sustainability Energy Reduction or Other Climate Sensitive Practices

Value of Total Compensation Received as Director

Fiscal year ended January 29, 2023: \$177,500 Fiscal year ended January 30, 2022: \$157,484

Securities Held as at January 29, 2023

Common Shares (#)	Common Shares(1) (\$)	Options Vested/Total (#)	Options Vested Only (\$)	DSUs(2) Vested/Total (#)	DSU(2) Vested Only (\$)	Total Value of Securities Held Vested Only (\$)
10,000	802,500	—	—	23,663 / 24,867	1,898,956	2,701,456

Total Ownership as Multiple of Retainer as at January 29, 2023(3) (Target: 3x annual retainer): 18.0x

DIRECTOR COMPENSATION

Director Compensation Policy

Each director who is not a member of the management of the Corporation (each a "non-executive director") is eligible to receive compensation under the Director Compensation Policy. Neil Rossy does not receive any compensation from the Corporation for his services as director. For further details on his compensation as President and Chief Executive Officer, see "Compensation Discussion and Analysis – Summary Compensation Table".

The Director Compensation Policy is reviewed by the Human Resources and Compensation Committee on a regular basis to determine whether (i) it is competitive in order to attract and retain the most qualified individuals to serve on the Board of Directors and its committees, (ii) it provides appropriate compensation for the responsibilities assumed by the directors, and (iii) it aligns the interests of the directors with the long-term interests of the Corporation's shareholders.

During the fiscal year ended January 30, 2022, the Human Resources and Compensation Committee retained the services of PCI Compensation Consulting Inc. ("PCI") to provide independent advice and services with respect to director compensation matters and to conduct a review of the Director Compensation Policy, among other things. In January 2022, the Board of Directors approved the current Director Compensation Policy developed with PCI, which included changes intended mainly to eliminate meeting fees in favor of all-inclusive retainers in order to better align the Corporation's policy with that of companies in its new comparator group.

The following table summarizes the terms of the Director Compensation Policy applicable for the fiscal year ended January 29, 2023.

Compensation Component(1)	Amount
Annual Cash Retainer(2)
Chairman	\$205,000
Other Non-Executive Directors	\$75,000
Annual Equity Retainer(3)
Chairman	\$100,000
Other Non-Executive Directors	\$75,000
Committee Chair Cash Retainer(2)
Audit Committee	\$20,000
Human Resources and Compensation Committee	\$20,000
Nominating and Governance Committee	\$15,000
Committee Member Cash Retainer(2)
Audit Committee	\$10,000
Human Resources and Compensation Committee	\$10,000
Nominating and Governance Committee	\$7,500

(1) Travel fees as well as out-of-pocket expenses incurred by non-executive directors in attending board meetings, committee meetings and shareholders meetings and in the performance of other duties as directors of the Corporation are also reimbursed by the Corporation.

(2) The annual cash retainer, the committee chair cash retainer and the committee member cash retainer (collectively, the "Cash Retainer") are paid on a quarterly basis.

(3) The annual equity retainer consists of an award of DSUs under the Corporation's Deferred Share Unit Plan, as further described below.

Deferred Share Unit Plan for Non-Executive Directors

The Deferred Share Unit Plan (the "DSU Plan"), introduced in December 2014, provides non-executive directors with the opportunity to receive compensation in the form of equity and participate in the long-term success of the Corporation. The DSU Plan aims to promote a greater alignment of interests between directors and shareholders for the duration of each director's tenure.

Annual Equity Retainer

Non-executive directors receive an annual equity retainer consisting of DSUs on the first day of each fiscal year. DSUs comprising the annual equity retainer vest on the first anniversary of the date of grant, together with additional DSUs credited as dividend equivalents in respect of such annual DSUs.

Election to Receive Cash Compensation in DSUs

In addition to the annual equity retainer, non-executive directors may elect to receive all or a portion of their Cash Retainer in the form of DSUs. If so elected, the Corporation credits to the director's notional account, on a quarterly basis, such number of DSUs equal to the amount that the director elects to receive in the form of DSUs divided by the volume weighted average trading price of the common shares on the TSX for the five (5) trading days ending on the last business day of each fiscal quarter. Dividend equivalents in the form of additional DSUs that are equal in value to dividends paid on common shares are also credited to the director's notional account on each dividend payment date based on the number of DSUs in such director's notional account as of the dividend record date. DSUs credited to a director's notional account as a result of the election by such director to receive all or a portion of his or her cash compensation in the form of DSUs vest immediately. The election to receive all or a portion of the Cash Retainer in the form of DSUs is made prior to the beginning of a fiscal year and is irrevocable for that fiscal year.

For the fiscal year ended January 29, 2023, all of the Corporation's non-executive directors elected to receive 100% of their Cash Retainer in the form of DSUs, except Gregory David who elected to receive 50% of his Cash Retainer in the form of DSUs and Stephen Gunn and Huw Thomas who elected to receive the full amount in cash. All three of them hold common shares of the Corporation and/or vested DSUs with a current value significantly exceeding the threshold set under the Director Share Ownership Guidelines. For further details on equity ownership, refer to each nominee's profile under "Nominees for Election to the Board of Directors – Director Share Ownership Guidelines".

Redemption

DSUs credited to a director's notional account remain in such account for as long as he or she is a director and they can only be redeemed following the director's resignation from the Board of Directors or death, either, at the Corporation's sole discretion, (i) in cash based on the volume weighted average trading price of the common shares on the TSX for the five (5) trading days immediately preceding the date of redemption or death, as applicable, or (ii) in common shares to be acquired on the open market by the Corporation, in each case net of any applicable tax withholdings. The DSU Plan is not dilutive. DSUs granted as part of the annual equity retainer vest on the first anniversary of the date of grant, whereas DSUs granted in lieu of the Cash Retainer pursuant to a director's election vest immediately upon being granted.

Total Compensation for Non-Executive Directors

The following table provides information regarding the compensation earned by non-executive directors during the fiscal year ended January 29, 2023.

Allocation of Total

						Compensation(5)
Name(1)	Cash Retainers(2) (\$)	Option Based Awards(3) (\$)	Share-Based Awards(4)(5) (\$)	All Other Compen sation (\$)	Total Compensation (\$)	In Cash (\$)	In DSUs (\$)
J. Bekenstein	85,000	—	75,000	—	160,000	—	160,000
G. David	75,000	—	75,000	—	150,000	37,500	112,500
E. Garcia	92,500	—	75,000	—	167,500	—	167,500
S. Gunn	230,000	—	100,000	—	330,000	230,000	100,000
K. Mugford	105,000	—	75,000	—	180,000	—	180,000
N. Nomicos	85,000	—	75,000	—	160,000	—	160,000
S. Sakhia	85,000	—	75,000	—	160,000	—	160,000
T. Sweeney(6)	—	—	—	—	—	—	—
H. Thomas	102,500	—	75,000	—	177,500	102,500	75,000

(1) No compensation is paid to Neil Rossy, the Corporation's President and Chief Executive Officer, for his service as director.

(2) Includes the Chairman retainer, the non-executive director retainers, the committee chair retainers and the committee member retainers, as applicable.

(3) No options were granted to non-executive directors since the adoption of the DSU Plan in December 2014.

(4) The value disclosed in this column consists of the grant date value of the annual equity retainers paid in DSUs on January 31, 2022, the first day of the Corporation's fiscal year ended January 29, 2023, to all non-executive directors.

(5) In addition to the annual equity retainer disclosed under "Share-Based Awards", non-executive directors may elect to receive all or a portion of their Cash Retainers in DSUs.

(6) Thecla Sweeney was appointed as independent director effective March 29, 2023 and therefore did not receive any compensation from the Corporation during the fiscal year ended January 29, 2023.

Option-Based Awards and Share-Based Awards – Value Outstanding at Year End

The following table summarizes the number and the value of options and DSUs held by non-executive directors as at the end of the fiscal year ended January 29, 2023. No option grants were made to non-executive directors after the adoption of the DSU Plan in December 2014.

			Option-Based Awards	Share-Based Awards
Name	Number of Securities Underlying Unexercised Options (#)	Option Exercise Price (\$)	Option Expiration Date	Value of Unexercised In-The Money Options(1) (\$)	Number of Shares or Units of Shares that have not Vested(2) (#)	Market or Payout Value of Share Based Awards that have not Vested(2) (\$)	Market or Payout Value of Vested Share-Based Awards not Paid out or Distributed(3) (\$)
J. Bekenstein	12,000	12.0217	Apr.11, 2023	818,740	1,203	96,541	2,143,959
	12,000	14.7967	Apr.8, 2024	785,440	—	—	—
G. David	12,000	12.0217	Apr.11, 2023	818,740	1,203	96,541	1,500,113
	12,000	14.7967	Apr.8, 2024	785,440	—	—	—
E. Garcia	—	—	—	—	1,203	96,541	1,984,743
S. Gunn	12,000	14,7967	Apr.8, 2024	785,440	1,605	128,801	955,617
K. Mugford	—	—	—	—	1,203	96,541	1,125,346
N. Nomicos	12,000	14.7967	Apr.8, 2024	785,440	1,203 —	96,541 —	2,181,998 —
S. Sakhia	—	—	—	—	1,203	96,541	211,298
T. Sweeney(4)	—	—	—	—	—	—	—
H. Thomas	—	—	—	—	1,203	96,541	1,898,956

• (1) Based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the fiscal year ended January 29, 2023. Includes the in-the-money value of both vested and unvested options.
• (2) DSUs comprising the annual equity retainer, together with additional DSUs credited as dividend equivalents in respect of such annual DSUs, vest on the first anniversary of the date of grant. Consequently, the annual DSU award made on January 31, 2022 had not vested as at January 29, 2023.
• (3) The value of a DSU when redeemed for cash is equivalent to the volume weighted average trading price of the common shares of the Corporation on the TSX for the five trading days immediately preceding the date of redemption. However, for the purposes of this Circular, the total value of vested DSUs is calculated based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the Corporation's fiscal year ended January 29, 2023. DSUs granted at the end of each quarter to non-executive directors who elected to receive all or a portion of the cash component of their compensation in DSUs in lieu of cash vest immediately upon being granted. DSUs are only redeemed upon the non-executive director ceasing to act as director of the Corporation for any reason, including by death, disability, retirement or resignation.
• (4) Thecla Sweeney was appointed as independent director effective March 29, 2023 and therefore did not receive any awards during the fiscal year ended January 29, 2023.

Option-Based Awards and Share-Based Awards – Value Vested During the Year

The following table provides a summary of the value of option-based and share-based awards vested and of non-equity incentive plan compensation earned by non-executive directors during the fiscal year ended January 29, 2023.

Name	Option-Based Awards – Value Vested During the Fiscal Year (\$)	Share-Based Awards – Value Vested During the Fiscal Year(1) (\$)	Non-Equity Incentive Plan Compensation – Value Earned During the Fiscal Year (\$)
J. Bekenstein	—	210,335	—
G. David	—	160,099	—
E. Garcia	—	217,478	—
S. Gunn	—	120,375	—
K. Mugford	—	227,669	—
N. Nomicos	—	210,416	—
S. Sakhia	—	154,642	—
T. Sweeney(2)	—	—	—
H. Thomas	—	123,104	—

(1) DSUs granted at the end of each quarter to non-executive directors who elected to receive all or a portion of their Cash Retainers in the form of DSUs vest immediately upon being granted whereas DSUs comprising the annual equity retainer vest on the first anniversary of the date of grant. The value of a DSU when redeemed for cash is equivalent to the volume weighted average trading price of the common shares of the Corporation on the TSX for the five trading days immediately preceding the date of redemption. However, for the purposes of this Circular, the total value of vested DSUs is calculated based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the Corporation's fiscal year ended January 29, 2023.

(2) Thecla Sweeney was appointed as independent director effective March 29, 2023.

DIRECTOR SHARE OWNERSHIP GUIDELINES

Upon recommendation of the Nominating and Governance Committee, the Board of Directors adopted Director Share Ownership Guidelines in April 2012 in order to better align directors' interests with shareholders' interests. Such guidelines were last amended on February 1, 2022.

Under the guidelines, each non-executive director is required to accumulate at least three (3) times the value of the annual retainer for board membership (including cash and equity), being \$150,000, representing a total value of \$450,000 for the fiscal year ended January 29, 2023, in common shares, unexercised vested options and/or vested DSUs, within five years following such director's election or appointment to the Board of Directors, or within two years following February 1, 2022, the date of the guidelines' latest amendment, whichever is later. This increase of the ownership threshold was made to better align the Corporation's guidelines with those of companies in its new comparator group established in December 2021. See "Compensation Discussion and Analysis – Comparator Group".

See "Nominees for Election to the Board of Directors – Description of Proposed Director Nominees" for information concerning the individual holdings of the director nominees and their respective level of attainment of the Director Share Ownership Guidelines.

Each non-executive director is required to continue to hold such minimum value in common shares, unexercised vested options and/or vested DSUs throughout the remainder of his or her tenure as director. The Director Share Ownership Guidelines also prohibit directors from entering into any transaction that would operate as a hedge against, or would offset a decrease in market value of, such director's ownership position.

Neil Rossy is subject to the Executive Share Ownership Guidelines rather than the Director Share Ownership Guidelines as he is not compensated for his role as director. See "Compensation Discussion and Analysis – Executive Share Ownership Guidelines".

CEASE TRADE ORDERS OR BANKRUPTCIES

To the knowledge of the Corporation, none of the proposed nominees for election to the Board of Directors:

• (a) is, as at the date of this Circular, or has been, within the 10 years before the date of this Circular, a director, chief executive officer or chief financial officer of any company (including the Corporation) that,
• (i) was subject to an order that was issued while the proposed director was acting in the capacity as director, chief executive officer or chief financial officer; or
• (ii) was subject to an order that was issued after the proposed director ceased to be a director, chief executive officer or chief financial officer and which resulted from an event that occurred while that person was acting in the capacity as director, chief executive officer or chief financial officer.

For the purposes of the paragraphs above, "order" means: (i) a cease trade order; (ii) an order similar to a cease trade order; or (iii) an order that denied the relevant company access to any exemption under securities legislation, in each case that was in effect for a period of more than 30 consecutive days.

To the knowledge of the Corporation, none of the proposed nominees for election to the Board of Directors:

• (a) is, as at the date of this Circular, or has been within the 10 years before the date of this Circular, a director or executive officer of any company (including the Corporation) that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or
• (b) has, within the 10 years before the date of this Circular, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold his or her assets;

except for:

• (i) Stephen Gunn, a director of the Corporation, who was previously a director of Golf Town Canada Inc., which, together with certain of its Canadian affiliates, sought and obtained protection under the Companies' Creditors Arrangement Act (Canada) pursuant to an Initial Order of the Ontario Superior Court of Justice dated September 14, 2016;
• (ii) Joshua Bekenstein, a director of the Corporation, who was from 2005 to 2019 a director of Toys "R" Us, Inc., which filed for bankruptcy and for protection under the Companies' Creditors Arrangement Act (Canada) in September 2017, and who was from 2010 to 2017 a director of The Gymboree Corporation, which filed for bankruptcy in June 2017; and
• (iii) Samira Sakhia, a director of the Corporation, who in 2013 was appointed director of Allon Therapeutics Inc. upon its acquisition by Paladin Labs Inc. in the context of a proposal under the Bankruptcy and Insolvency Act (Canada).

PENALTIES OR SANCTIONS

To the knowledge of the Corporation, none of the proposed nominees for election to the Board of Directors has been subject to:

• (a) any penalties or sanctions imposed by a court relating to securities legislation or by a securities regulatory authority or has entered into a settlement agreement with a securities regulatory authority; or
• (b) any other penalties or sanctions imposed by a court or regulatory body that would likely be considered important to a reasonable securityholder in deciding whether to vote for a proposed director.

COMPENSATION DISCUSSION AND ANALYSIS

The following discussion describes the significant elements of the Corporation's Executive Officer Compensation Policy, with particular emphasis on the process used for determining compensation payable to the Corporation's named executive officers ("NEOs") for the fiscal year ended January 29, 2023, being (i) the President and Chief Executive Officer, (ii) the Chief Financial Officer, and (iii) each of the next three most highly compensated executive officers (or individuals acting in a similar capacity) of the Corporation, including any of its subsidiaries.

For the fiscal year ended January 29, 2023, the NEOs are:

• Neil Rossy, President and Chief Executive Officer ("CEO")
• Jean-Philippe (J.P.) Towner, Chief Financial Officer ("CFO")
• Johanne Choinière, Chief Operating Officer ("COO")
• Nicolas Hien, Chief Information Officer ("CIO")
• Geoffrey Robillard, Senior Vice-President, Import Division ("SVP Import")

COMPENSATION OBJECTIVES

The Corporation's Executive Officer Compensation Policy is administered by the Human Resources and Compensation Committee, which makes recommendations to the Board of Directors. The compensation policy is designed to attract and retain high-performing executive officers, to motivate and reward them for their performance and contribution to the long-term success of the Corporation, and to align the interests of executive officers with those of the Corporation's shareholders.

The Board of Directors seeks to compensate executive officers with an appropriate pay mix combining competitive base salaries with short-term and long-term performance-driven incentives which support the Corporation's business strategy and long-term sustainable growth. Accordingly, a significant portion of the executive officers' total direct compensation is linked to the achievement of high but attainable performance goals. This compensation approach reflects the Corporation's commitment to ensuring that the Executive Officer Compensation Policy is based on a pay-for-performance philosophy and the creation of long-term shareholder value.

ANNUAL COMPENSATION REVIEW PROCESS

On an annual basis, the Human Resources and Compensation Committee reviews the Corporation's compensation objectives, strategies and plans for each fiscal year, as well as the financial results, in order to recommend to the Board of Directors the compensation to be awarded to each NEO. The Human Resources and Compensation Committee solicits input from the CEO regarding the performance of the other NEOs. Based on recommendations made by the Human Resources and Compensation Committee, the Board of Directors approves base salaries, annual bonuses and equity incentive compensation for NEOs, as well as corporate goals and objectives relevant to the compensation of NEOs.

Each component of executive compensation, namely the base salary, the annual bonus and the awards under the long-term equity incentive plan (the "LTIP"), further described under "Compensation Components", is also reviewed annually by the Human Resources and Compensation Committee to ensure that it accurately reflects the Corporation's compensation objectives and the market in which the Corporation competes for talent. Adjustments are approved by the Board of Directors if deemed necessary and appropriate and they become effective for the then current fiscal year.

As part of the annual compensation review process, the Human Resources and Compensation Committee continued during the fiscal year ended January 29, 2023 to review and develop its approach to integrating ESG performance metrics in the compensation of NEOs, in alignment with the Corporation's business strategy and evolving ESG strategy. A comprehensive market review, including a review of performance metrics used in executive incentive plans of retailers and other peers, was completed with the assistance of PCI and presented to the Human Resources and Compensation Committee in December 2022.

The Human Resources and Compensation Committee notes that market research and feedback gathered from different stakeholders showed a rapidly evolving ESG landscape and expanding regulations on ESG frameworks, compliance and reporting. As a result, in fiscal 2024, the Human Resources and Compensation Committee will continue to monitor the rapid evolution of the ESG environment and pursue its work to select metric(s) that align with the Corporation's business and ESG strategy, and that are relevant, meaningful, and can be measured based on reliable information. The Human Resources and Compensation Committee expects to integrate ESG-related metric(s) in the executive compensation of NEOs no later than for the fiscal year ending January 29, 2025, as planned.

COMPENSATION CONSULTING SERVICES

For the fiscal year ended January 29, 2023, the Corporation retained the services of PCI to provide market intelligence on executive and director compensation trends. PCI was originally retained by the Corporation in September 2021. The mandate entrusted to PCI by the Corporation's management was focused on:

• (i) the benchmarking of the Corporation's executive compensation and director compensation packages against compensation offered by companies comprising the comparator group (as hereinafter defined); and
• (ii) a review of market practices with respect to the use of ESG-related metrics in executive compensation plans.

Findings from PCI's work were submitted by management to the Human Resources and Compensation Committee and constituted one of the many elements of the committee's annual review.

The Human Resources and Compensation Committee chose not to retain independent counsel or consultants to advise its members on questions concerning executive and/or director compensation for the fiscal year ended January 29, 2023, and chose to rely on the knowledge and experience of its members, internal human resources expertise, external market data gathered, at management's request, by PCI, and, in the case of NEOs other than the CEO, on the recommendations of the CEO to set appropriate levels of compensation for NEOs.

For the fiscal year ended January 30, 2022, the Corporation retained the services of Willis Towers Watson ("Towers") (until September 2021) and PCI (from September 2021) to provide executive compensation consulting services. Towers was originally retained by the Corporation in 2014.

For the fiscal years ended January 29, 2023 and January 30, 2022, the Corporation was billed by PCI and Towers the following fees:

	Fiscal Year Ended January 29, 2023	Fiscal Year Ended January 30, 2022
Executive Compensation-Related Fees (PCI)	\$68,611	\$97,770
All Other Fees (PCI)	Nil	Nil
Executive Compensation-Related Fees (Towers)	Nil	\$90,250
All Other Fees (Towers)	\$162,315(1)	\$114,821(1)
Total Fees Billed	\$230,926	\$302,841

(1) Represented fees billed by Towers in connection with pay equity consulting services and other consulting services provided in connection with the Corporation's group insurance plan. The services rendered by Towers were not required to be preapproved by the Human Resources and Compensation Committee or by the Board of Directors. Towers did not provide services to the Corporation's directors or executive officers directly.

COMPARATOR GROUP

Every year, the Human Resources and Compensation Committee compares the compensation practices and elements of compensation of the Corporation against those of a comparator group composed of companies sharing industry, geographical scope and/or financial characteristics (including revenues, market capitalization, growth, and profitability) with the Corporation. Such exercise aims at assessing the competitiveness of the Corporation's compensation and ensuring that the Corporation is well positioned to attract and retain the talent required to execute its growth strategy. The companies that comprise the comparator group share similar economic and business challenges as the Corporation and are likely to recruit talent from the same pool of candidates as the Corporation, making performance and compensation comparisons meaningful.

The composition of the comparator group is reviewed by the Human Resources and Compensation Committee at least every four years, unless a material change in the Corporation's profile or in the profile of one or more companies comprising the comparator group calls for an earlier review.

In December 2021, the Human Resources and Compensation Committee reviewed recommendations made by PCI on the composition of the comparator group and proposed to the Board of Directors a new comparator group comprised of 18 publicly-listed companies, 13 of whom have operations outside of Canada.

The comparator group used for purposes of benchmarking executive and director compensation awarded for the fiscal year ended January 29, 2023 was composed of the following companies:

Comparator Group

Alimentation Couche-Tard Inc. lululemon athletica, inc. Aritzia Inc. Metro Inc. BRP Inc. Quebecor Inc. Burlington Stores, Inc. Richelieu Hardware Ltd Canada Goose Holdings Inc. Saputo Inc. Canadian Tire Corporation, Limited Stella-Jones Inc. Dollar Tree, Inc. TFI International Inc. Gildan Activewear Inc. Transcontinental Inc. Leon's Furniture Ltd The North West Company Inc.

PERFORMANCE GRAPH

The following table and graph illustrate the cumulative total shareholder return ("TSR") of a \$100 investment in the common shares of the Corporation, with dividend reinvestments, compared to the cumulative return on the S&P/TSX Composite Index for the five-year period from January 28, 2018 to January 29, 2023.

The trend shown by the graph represents a marked growth in the TSR from January 28, 2018 to January 29, 2023, with the Corporation generally tracking the S&P/TSX Composite Index and outperforming it at the end of the five year period.

Total annual compensation of the NEOs who were in office at the end of each fiscal year increased by approximately 45.2% between January 28, 2018 and January 29, 2023. Over the same period, the TSR of a \$100 investment in the common shares of the Corporation, with dividend reinvestments, grew by 44.8%. Based on the foregoing, the Board believes that the Corporation's Executive Officer Compensation Policy was generally aligned with the experience of the Corporation's shareholders and there was no disconnect between pay and performance at any time during those years.

	January 28,	February 3,	February 2,	January 31,	January 30,	January 29,
	2018	2019	2020	2021	2022	2023
NEOs Total Annual	\$13.5	\$10.3	\$9.7	\$13.4	\$15.9	\$19.6
Compensation	million(1)	million(2)	million(3)	million(4)	million(5)	million(6)
Dollarama TSR	\$100.00	\$61.90	\$80.52	\$89.59	\$115.82	\$144.75

(1) Includes total annual compensation for Larry Rossy, Neil Rossy, Michael Ross, Johanne Choinière and Geoffrey Robillard.

(2) Includes total annual compensation for Neil Rossy, Michael Ross, Johanne Choinière, Geoffrey Robillard and John Assaly. Even though Larry Rossy qualified as the Corporation's sixth NEO for the fiscal year ended February 3, 2019, in his capacity as the Corporation's former Executive Chairman, his annual compensation was excluded for comparison purposes, given that in prior fiscal years there were only five NEOs comprised in the Corporation's total annual compensation pool used for purposes of this table. Taking into account Larry Rossy's annual compensation, the NEOs' total annual compensation for the fiscal year ended February 3, 2019 was \$11.0 million.

(3) Includes total annual compensation for Neil Rossy, Michael Ross, Johanne Choinière, Geoffrey Robillard and John Assaly.

(4) Includes total annual compensation for Neil Rossy, Michael Ross, Johanne Choinière, Geoffrey Robillard and Nicolas Hien.

(5) Includes total annual compensation for Neil Rossy, J.P. Towner, Johanne Choinière, Geoffrey Robillard and Nicolas Hien. Even though Michael Ross qualified as the Corporation's sixth NEO for the fiscal year ended January 30, 2022, in his capacity as the Corporation's former CFO, his annual compensation was excluded for comparison purposes, given that in prior fiscal years there were only five NEOs comprised in the Corporation's total annual compensation pool used for purposes of this table. Taking into account Michael Ross' annual compensation, the NEOs' total annual compensation for the fiscal year ended January 30, 2022 was \$16.5 million.

(6) Includes total annual compensation for Neil Rossy, J.P. Towner, Johanne Choinière, Geoffrey Robillard and Nicolas Hien.

COMPENSATION COMPONENTS

The elements composing the Corporation's executive compensation program are determined in accordance with the Corporation's compensation objectives and existing market standards, and are reviewed against those of the companies comprising the comparator group.

The elements of the Corporation's executive compensation program for the fiscal year ended January 29, 2023 are described below.

Compensation Element	Focus	Purpose	Form	Performance Period
Direct Compensation
Base Salary (fixed)		Provides competitive fixed pay based on job scope, skills, experience, and market competitiveness	Cash	1 year
Variable Incentive	Short-term	Annual bonus rewards the achievement of annual profitability and growth	Cash	1 year
Award		These incentive plans motivate NEOs to create	Options	Up to 10 years
	Long-term	sustainable shareholder value over the long-term	PSUs	3 years
Indirect Compensation
Defined Contribution Pension Plan		Contributes to financial security after retirement	Pension	Retirement

Base Salary

Base salaries for NEOs are established based on a range of factors, both quantitative and qualitative. The Human Resources and Compensation Committee generally considers the median of compensation levels paid by the companies comprising the comparator group for similar positions. Qualitative factors such as the scope and breadth of an executive officer's role and responsibilities, his or her prior relevant experience, and the overall market demand for such position are also considered by the Human Resources and Compensation Committee in the determination of base salaries. The base salary is also assessed in light of the level of the other compensation components to ensure that such NEO's total compensation is in line with the Corporation's overall compensation philosophy.

Base salaries are reviewed annually to ensure that they continue to reflect individual performance and market conditions, and merit increases or adjustments are made, as deemed appropriate. Under specific circumstances, the Human Resources and Compensation Committee may recommend adjustments as warranted throughout the year for promotions or other changes in the scope or breadth of an executive officer's role or responsibilities.

During the fiscal year ended January 29, 2023, the Human Resources and Compensation Committee mandated PCI to benchmark the total direct compensation package of the CFO against compensation packages of Chief Financial Officers of companies included in the comparator group. Based on the results of this exercise, the base salary of the CFO was adjusted to position his total direct compensation between the 50th and 75th percentile of Chief Financial Officers in the Corporation's comparator group. As a result, the CFO's base salary was increased from \$550,000 to \$616,000 effective as of September 12, 2022.

Short-term Incentives

NEOs and certain other members of the management team of the Corporation are eligible to receive an annual incentive cash bonus (the "Bonus"). NEOs' Bonuses are determined after the end of each fiscal year by the Human Resources and Compensation Committee in accordance with the Executive Officer Compensation Policy, subject to final approval by the Board of Directors.

Individual Target Bonus

The terms of employment of each NEO provide for an individual bonus target, established as a percentage of such NEO's base salary (the "Target Bonus").

NEO	Target Bonus
Neil Rossy, CEO	150%
J.P. Towner, CFO	75%
Johanne Choinière, COO	75%
Nicolas Hien, CIO	65% / 100%(1)
Geoffrey Robillard, SVP Import	N/A(2)

(1) Nicolas Hien is eligible to an annual bonus in his role as CIO of the Corporation, based on a target of 65% of his base salary, and is also eligible to an annual bonus in his role as Executive Vice-President of Dollarcity, established as a percentage (100%) of his base salary in this other role. See "Compensation Discussion and Analysis – Summary Compensation Table".

(2) Geoffrey Robillard's Target Bonus was fixed at \$500,000 for the fiscal year ended January 29, 2023.

Performance Metrics

For the fiscal year ended January 29, 2023, the Human Resources and Compensation Committee relied on three key levers of the Corporation's growth strategy to calculate the Bonus of the CEO, CFO, COO and CIO, namely the EBITDA year-over-year growth (the "EBITDA Growth"), comparable store sales ("SSS") year-over-year growth (the "SSS Growth") and the number of net new stores ("NNS") opened during the fiscal year (the "Real Estate Growth"), each metric measured against a target set by the Human Resources and Compensation Committee at the beginning of the fiscal year. For the fiscal year ended January 29, 2023, the Human Resources and Compensation Committee set the following targets for EBITDA Growth, SSS Growth and Real Estate Growth:

Fiscal 2023	Fiscal 2023	Fiscal 2023
EBITDA Growth Target	SSS Growth Target	Real Estate Growth Target
8.0%	5.0%	65 NNS

The "EBITDA Growth Target", the "SSS Growth Target" and the "Real Estate Growth Target" respectively accounted for 60%, 20% and 20% of the Target Bonus.

• EBITDA represents operating income, in accordance with generally accepted accounting principles in Canada ("GAAP"), plus amortization and depreciation, and includes the Corporation's share of net earnings of its equity-accounted investment. EBITDA is a non-GAAP measure and as a result does not have a standardized meaning prescribed by GAAP. Refer to the Corporation's Management's Discussion and Analysis for the fiscal year ended January 29, 2023, which is available on SEDAR at www.sedar.com and on the Corporation's website at www.dollarama.com, for a reconciliation of EBITDA to operating income, the most directly comparable GAAP measure. EBITDA growth is a non-GAAP ratio and represents the increase in EBITDA, in percentage, compared to the previous year's EBITDA. Refer to the discussion under "Sliding Scales" below as regards adjustments made by the Board of Directors to the Corporation's EBITDA in the context of the COVID-19 pandemic for the sole purpose of calculating short-term incentives.
• Comparable store sales (SSS) growth is a supplemental financial measure. It represents the percentage increase or decrease, as applicable, of the sales of Dollarama stores, including relocated and expanded stores, open for at least 13 complete fiscal months relative to the same period in the prior fiscal year. SSS growth is a key metric in the retail industry, often used by analysts to determine the effectiveness of management in producing revenue growth from existing assets. The primary drivers of SSS performance are changes in the number of transactions and in the average transaction size, both strong indicators of retail success. Refer to the discussion under "Sliding Scales" below as regards adjustments made by the Board of Directors to the Corporation's comparable store sales growth metric in the context of the COVID-19 pandemic for the sole purpose of calculating short-term incentives.
• The number of net new stores represents the total number of new stores opened during the fiscal year, excluding relocated stores and net of store closures.

Sliding Scales

If the Corporation meets each of the EBITDA Growth Target, the SSS Growth Target and the Real Estate Growth Target, then the CEO, CFO, COO and CIO receive 100% of their respective Target Bonus. If the Corporation's performance is below or exceeds one or more of the applicable targets, the corresponding prorated portion of the NEO's Target Bonus is established based on a sliding scale, subject to the thresholds described below. If the threshold level for a metric is not met, payout for that metric is nil. These sliding scales are not capped, and the achievement of each target is reviewed and calculated independently.

The following table describes the key thresholds of the sliding scales used to establish the Bonuses of the CEO, CFO, COO and CIO for the fiscal year ended January 29, 2023.

Fiscal 2023 EBITDA Growth Sliding Scale 60% of Target Bonus		Fiscal 2023 SSS Growth Sliding Scale 20% of Target Bonus			Fiscal 2023 NNS Growth Sliding Scale 20% of Target Bonus
EBITDA Growth	Payout (as a % of Target Bonus)	SSS Growth	Payout (as a % of Target Bonus)		Real Estate Growth	Payout (as a % of Target Bonus)
0%	0%	4.0%	0%		60	0%
8.0%	60%	5.0%	20%		65	20%
16.0%	120%	6.0%	40%		70	40%
24.0%	180%	7.0%	60%		75	60%

The EBITDA Growth Target, the SSS Growth Target and the Real Estate Growth Target are designed to be stretch objectives in order to drive sustainable long-term growth of corporate and operational performance. They are set at a challenging and ambitious level and are attainable with significant management effort and disciplined execution. The Board of Directors has the discretion to exclude certain extraordinary and non-recurring items for the purpose of determining Bonuses to be awarded to NEOs if it determines the circumstances so warrant.

During both fiscal years ended January 30, 2022 and January 29, 2023, the Corporation's EBITDA reflected incremental direct costs related to COVID-19 measures, totaling \$35.5 million and \$1.6 million, respectively, as reported in the Corporation's annual management's discussion and analysis filed on SEDAR (www.sedar.com) and available on the Corporation's website (www.dollarama.com). It was decided to exclude those incremental costs for the purposes of calculating EBITDA year-over-year growth given the extraordinary nature of COVID-19. No other adjustments were made to calculate EBITDA year-over-year growth for the purposes of determining Bonus entitlements. A reconciliation of EBITDA to EBITDA growth, as adjusted for COVID-19, is included below.

	Years Ended
(dollars in thousands)	Jan. 29, 2023 \$	Jan. 30, 2022 \$
EBITDA YoY EBITDA Growth	1,523,293 18.8%	1,282,577
Add: Incremental direct COVID-related costs COVID-Adjusted EBITDA YoY COVID-Adjusted EBITDA Growth	1,591 1,524,884 15.7%	35,512 1,318,089

Also, for the fiscal year ended January 29, 2023, the Corporation's actual SSS year-over-year growth performance was adjusted down from 12.0% to 8.8% in order to neutralize the impact of the positive adjustment of 3.2% made during the fiscal year ended January 30, 2022. As disclosed in last year's circular, during the fiscal year ended January 30, 2022, the Corporation's SSS performance was materially impacted by COVID-related restrictions, specifically by the ban on the sale of non-essential items in Ontario (where approximately 40% of the Corporation's stores are located) from April 8, 2021 to June 11, 2021, which coincided with a peak seasonal sales period. As a result, the actual SSS year-over-year growth percentage was exceptionally adjusted in fiscal 2022 from 1.7% to 4.9% to account for the impact of such factor, which was completely outside of the control of NEOs.

Actual Bonuses

For the fiscal year ended January 29, 2023:

• EBITDA grew 18.8% compared to the previous fiscal year, or 15.7% on a COVID-adjusted basis (as explained above under "Sliding Scales");
• SSS grew 12.0% compared to the previous fiscal year, or 8.8% on an adjusted basis (as explained above under "Sliding Scales");
• The Corporation opened 65 net new stores.

As a result, the payout for each metric, calculated as a percentage of the total Target Bonus, amounted to the following for the CEO, CFO, COO and CIO:

				EBITDA Growth 60%	SSS Growth 20%	Real Estate Growth 20%		Total Bonus
	Base Salary		Bonus Target	Target Bonus Achieved	Target Bonus Achieved	Target Bonus Achieved		Target Bonus Achieved
N. Rossy CEO	\$1,316,370	150.0%	\$1,974,555	118.0%	96.0%	20.0%	234.0%	\$4,620,459
J.P. Towner CFO	\$575,496(1)	75.0%	\$431,622	118.0%	96.0%	20.0%	234.0%	\$1,009,995
J. Choinière COO	\$668,328	75.0%	\$501,246	118.0%	96.0%	20.0%	234.0%	\$1,172,916
N. Hien CIO	\$309,600	65.0%	\$201,240(2)	118.0%	96.0%	20.0%	234.0%	\$470,902 (2)

CIO

(1) Represents the base salary effectively received by J.P. Towner during the fiscal year ended January 29, 2023 (taking into account his inyear increase in base salary from \$550,000 to \$616,000 effective September 12, 2022).

(2) Nicolas Hien is also eligible to an annual bonus in his role as Executive Vice-President of Dollarcity, which bonus payout amounted to US\$124,200 (\$161,460), representing approximately 115% of his base salary for this role, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.30, being the average rate for Fiscal 2023.

Geoffrey Robillard, SVP Import, received his Target Bonus of \$500,000 (representing approximately 33% of his base salary), which payout is not based on the achievement of the metrics described above but rather on individual performance, as assessed by the Human Resources and Compensation Committee, upon recommendation of the CEO.

Long-Term Equity Incentives

Shares Options

The Human Resources and Compensation Committee believes that equity-based awards are an important component of its Executive Officer Compensation Policy and should represent a significant portion of the total direct compensation of executive officers. They allow the Corporation to reward executive officers for their sustained contributions to the Corporation. Equity-based awards also reward continued employment by an executive officer, with an associated benefit to the Corporation of employee continuity and retention. Specifically, the Human Resources and Compensation Committee believes that share options provide management with a strong link to long-term corporate performance and the creation of shareholder value, and therefore support the Corporation's pay-for-performance philosophy and the alignment of the interests of executive officers with those of the Corporation's shareholders.

The management option plan of the Corporation adopted on October 16, 2009 (the "Option Plan") allows the Corporation the opportunity to grant options to purchase common shares to executive officers. A total of 43,615,158 common shares were set aside and reserved for allotment for the purpose of the Option Plan (the "Total Reserve") as at October 16, 2009. See "Management Option Plan" for a detailed description of the terms and conditions attaching to options granted under the Option Plan.

On June 8, 2011, the Board of Directors approved an annual option grant plan (the "Annual Grant Plan") which provides guidelines for annual grants of options to NEOs and other members of the senior management team. The Board of Directors also approved a maximum number of options that may be granted by the Human Resources and Compensation Committee pursuant to the Annual Grant Plan, which corresponded to the maximum number of common shares reserved for issuance under the Option Plan as at June 8, 2011, and delegated to such committee the power to administer and modify, from time to time, the Annual Grant Plan and grant options on an annual basis in accordance with the terms thereof. The first grants under the Annual Grant Plan were made on January 18, 2012. As at April 11, 2023, a total of 10,511,132 options remained issuable under the Option Plan.

Performance Share Units

On March 30, 2021, upon recommendation of the Human Resources and Compensation Committee, the Board of Directors adopted the Corporation's first performance share unit plan (the "PSU Plan"). While the Human Resources and Compensation Committee believes that share options are sufficiently tied to performance, the introduction of the PSU Plan, which sets out a more precise performance metric, was aimed at complementing the Corporation's existing LTIP. Moreover, the Corporation made this amendment to the LTIP in order to bring it in line with trends in executive compensation and make it even more focused on performance and creation of value for the Corporation and its shareholders.

Awards under the LTIP are allocated so that at all times PSUs represent a minimum of 50% of the target dollar value of the LTIP award. As such, the LTIP has the advantage of reducing the dilution of common shares because proportionally less options are granted every year under the LTIP as they are now partially replaced by PSUs, which units are settled on the vesting date in cash and/or in common shares of the Corporation purchased on the open market, at the discretion of the Corporation.

The Human Resources and Compensation Committee is responsible for approving the annual grants under the PSU Plan, as well as the performance objectives, the metrics against which performance will be measured at the end of the reference period and the applicable payout target and vesting scale. For awards made during the fiscal year ended January 29, 2023 and scheduled to vest in 2025, the chosen performance metric is earnings per share (EPS) growth.

If the EPS target for a grant is met at the end of the applicable reference period, payout will be made at 100%. If the EPS target is not met, but the minimum threshold is achieved, PSUs will still retain residual value and be paid out at the applicable vesting percentage below 100%. If the EPS target is exceeded, PSUs will be paid out at a rate of up to 200%. Payouts are capped at 200% under the Corporation's PSU plan.

Key Terms Applicable to Components of the LTIP

The LTIP is comprised of the Option Plan and the PSU Plan. The table below provides a summary of key terms applicable to each component of the LTIP:

	Share Options	PSUs
Eligible participants	Employees, officers and directors(1)	Employees and officers
Link to corporate strategy	 Motivate the achievement of financial success and long-term growth  Attract, retain and motivate key talent  Align executive and shareholder interests	 Motivate the achievement of financial success and medium-term growth  Attract, retain and motivate key talent  Align executive and shareholder interests
Payout range (as a % of the grant award)	Payouts are dependent on the difference between the exercise price and the market price	0% to 200%
Term	10 years	3 years
Vesting type	Rateably each year over 5 years on anniversary of grant	rd anniversary of grant Cliff vest on 3
Vesting criteria	Time-based vesting	Vest upon achievement of performance objectives established at the time of the award
Methods of payment	Common shares issued from Treasury	Cash, common shares purchased on the open market or a combination of both

(1) Although non-executive directors are eligible to receive options under the Option Plan, the last grant of options to non-executive directors was made on April 8, 2014. Directors are now granted DSUs instead of options.

ADDITIONAL INFORMATION ON LONG-TERM INCENTIVE PLANS

The Option Plan and the PSU Plan are administered by the Human Resources and Compensation Committee, which approves grants on an annual basis, all in the context of the Corporation's overall executive compensation program and its incentive and retention objectives previously described.

Management Option Plan

All grants under the Option Plan must comply with the terms of the Option Plan, the Annual Grant Plan and their corresponding grant agreement. The table below outlines the main terms and conditions of the Option Plan. The following information is qualified in its entirety by the text of the Option Plan, which can be found on SEDAR at www.sedar.com.

Exercise price	Exercise price of options determined using the volume weighted average trading price of the common shares for the five-trading day period before the grant date. If the grant is made during a black-out period, the exercise price is determined using the volume weighted average trading price of the common shares for the five-trading day period following the last day of such black-out period.
Term	10 years from the date of grant (subject to a shorter term for changes in employment status, as described below, or to an extension due to a black-out period).
Vesting	Options vest and become exercisable over a 5-year period, as to 20% of the options on each anniversary of the date of grant.
Total, individual and insider limits	The aggregate number of common shares:  reserved for issuance at any time to any one optionee shall not exceed 5% of the issued and outstanding common shares at such time;  issued to any one insider and his/her associates under the Option Plan or any other proposed or established share compensation arrangement of the Corporation within any one-year period shall not exceed 5% of the issued and outstanding common shares;  (i) issued to insiders and their associates under the Option Plan or any other proposed or established share compensation arrangement within any one-year period shall not exceed 5% of the issued and outstanding common shares and (ii) issuable to insiders and their associates at any time under the Option Plan or any other proposed or established share compensation arrangement shall not exceed 5% of the issued and outstanding common shares.

Expiry of options	Options expire on the earliest to occur of:  the date on which the term of the options expires;  365 days from the date of the optionee's death;  90 days from the date of the optionee's disability or retirement;  30 days from the termination of the optionee's employment or term of office without cause; and  the date on which of the optionee's employment or term of office is terminated for cause by the Corporation or voluntarily by the optionee.
Transferability	No option is assignable or transferable except by will or by the laws of succession and, during the lifetime of the optionee, only he or she may exercise any option.
Change of control	In the event of a change of control, the Board of Directors may provide for substitution or replacement options or may take any of the following actions:
	 provide that any or all options shall terminate upon a change of control, provided that any such outstanding options that have vested shall remain exercisable until consummation of such change of control;  make any outstanding option exercisable in full.
Amendments	Shareholder approval is required to make the following amendments:
	 any change to the maximum number of common shares issuable from treasury under the Option Plan;
	 any amendment which reduces the exercise price of any option after the options have been granted, or any cancellation of an option and the substitution of that option by a new option with a reduced price, except in the case of an adjustment as provided under the Option Plan;
	 any amendment which extends the exercise period of any option beyond the original exercise period, except in case of an extension due to a black-out period;
	 any amendment which would permit any option granted under the Option Plan to be transferable or assignable by any optionee other than as allowed under the Option Plan;
	 any amendment which increases the maximum number of common shares that may be issued to (i) insiders and their associates, or (ii) any one insider and his/her associates under the Option Plan or any other proposed or established share compensation arrangement of the Corporation in a one-year period, except in case of an adjustment as provided under the Option Plan; or
	 any amendment to the amendment provisions of the Option Plan.

Performance Share Unit Plan

All grants under the PSU Plan must comply with the terms of the PSU Plan and their corresponding grant agreement. The table below outlines the main terms and conditions of the PSU Plan.

Grants	Grants are typically awarded as a dollar amount. The number of PSUs granted is based on:  the dollar value of the award; and  the volume weighted average trading price of the common shares for the five-trading day period ending on the grant date and rounded down to the nearest unit. If the grant is made during a black-out period, the market value shall be the volume weighted average trading price of the common shares for the five-trading day period following the last day of such black-out period.
Dividend equivalents	Credited as additional PSUs at the same rate as dividends declared and paid on common shares.
Establishment of performance criteria	By the Board of Directors after evaluation and recommendation of the Human Resources and Compensation Committee.
Performance period	The performance period spans the three (3) fiscal years that begin on the first day of the fiscal year in which the grants are made.
Vesting date	Cliff-vesting on a date following the end of the applicable three-year performance period, as determined on the grant date.
Payout	Payouts vary from 0% to 200% of the number of PSUs granted depending on performance against the criteria set by the Board of Directors.
Rights of PSU holders	Each PSU entitles its holder, subject to the achievement of performance objectives, to receive one (1) common share of the Corporation or, at the sole discretion of the Corporation, a cash equivalent, or a combination of both, 30 days following their vesting.
Dilution	None; PSUs are settled in cash or in common shares purchased on the open market.
Transferability	No PSU is assignable or transferable except by will or by the laws of succession.

Change of control	If not replaced or substituted for, PSUs may become fully vested as of the date of the change of control, at the discretion of the Board of Directors.
	If the participant's employment is terminated without cause within 12 months following a change of control, unvested PSUs are settled having regard to the pro rata achievement of performance criteria up to the termination date.
Death	All PSUs vest immediately at a vesting percentage of 100% and are settled by the 90th day following the holder's death.
Retirement/Disability	Unvested PSUs are settled on a pro rata basis based on active employment and paid after completion of the full performance period.
Termination without cause	rd year of the performance period, unvested PSUs are settled on a If the termination date is during the 3 pro rata basis based on active employment and paid after completion of the full performance period. If the termination date is earlier, PSUs are forfeited and cancelled.

Executive Share Ownership Guidelines

Executive Share Ownership Guidelines applicable to NEOs were initially adopted in 2012 in order to encourage the alignment of their interests with those of shareholders and to ensure that NEOs are financially committed to the Corporation through personal equity ownership. On February 1, 2022, upon recommendation of the Human Resources and Compensation Committee, the Board of Directors approved an increase in the CEO's equity ownership threshold. Subsequently, on December 6, 2022, upon recommendation of the Human Resources and Compensation Committee, the Board of Directors approved an increase in the equity ownership threshold for all NEOs other than the CEO.

Consequently, each NEO (other than the CEO) is now expected to accumulate, within five (5) years following his or her appointment or designation as NEO, common shares and/or unexercised vested options equal to two (2) times his or her annual base salary. The CEO is expected to accumulate common shares and/or unexercised vested options equal to five (5) times his annual base salary. PSUs are not taken into account when calculating the minimum share ownership threshold.

The following table sets forth the compliance by each NEO with the Executive Share Ownership Guidelines as at January 29, 2023. The Corporation values share ownership on the last trading day of the fiscal year and uses the base salary in effect as of that date to assess compliance.

		Equity Ownership as at January 29, 2023
NEO	Guideline	Common Shares (#)	Market Value of Common Shares(1) (\$)	Options (#)	Unexercised Vested Options (#)	Value of Vested In the-Money Options(1) (\$)	Total Value of Equity Ownership(1) Vested Only (\$)	Total Ownership as Multiple of Base Salary
Neil Rossy CEO	5x	8,306,493	666,596,063	1,157,181	642,000	24,170,592	690,766,655	524.8x
J.P. Towner CFO	2x	―	―	120,922	35,400	920,699	920,699	1.5x
Johanne Choinière COO	2x	66,000	5,296,500	940,160	834,600	46,840,718	52,137,218	78.0x
Nicolas Hien CIO	2x	―	―	144,571	88,350	4,104,384	4,104,384	13.3x
Geoffrey Robillard SVP Import	2x	500,000	40,125,000	―	―	―	40,125,000	25.9x

(1) Based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the Corporation's fiscal year ended January 29, 2023.

Compliance with the Executive Share Ownership Guidelines is reviewed annually by the Nominating and Governance Committee. All NEOs included in the above table satisfied the ownership threshold applicable under the Executive Share Ownership Guidelines as at January 29, 2023, except for J.P. Towner, who has until March 2026 to reach the recommended ownership threshold.

The Executive Share Ownership Guidelines also prohibit NEOs from entering into any transaction that would operate as a hedge against, or would offset a decrease in market value of, such officer's ownership position.

Executive Compensation Clawback Policy

The Board of Directors adopted an Executive Compensation Clawback Policy in 2012 concerning performance-based incentive awards. Under the policy, which applies to all executive officers, the Board of Directors may, at its sole discretion, to the full extent permitted by applicable laws and to the extent it determines it is in the Corporation's best interest to do so, require reimbursement of all or a portion of any performance-based incentive compensation received by an executive officer or former executive officer after the date the policy was adopted, if:

• the performance-based incentive compensation was based on the achievement of certain financial results that were subsequently restated;
• the executive officer engaged in intentional misconduct or fraud that caused or partially caused the need for the restatement; and
• the amount of performance-based incentive compensation that would have been awarded to the executive officer would have been lower had the financial results been properly reported.

Compensation Risk Management

In accordance with its mandate, the Human Resources and Compensation Committee reviewed the Corporation's Executive Officer Compensation Policy for the year ended January 29, 2023 to determine whether it created or incentivized any inappropriate or excessive risk-taking by executive officers.

Below is a list of elements identified by the Human Resources and Compensation Committee in its risk assessment that support the committee's effective oversight and risk mitigation objectives.

What we do

• Maintain a Human Resources and Compensation Committee composed of independent directors who have the necessary skills, knowledge and experience to carry out its responsibilities effectively.
• Retain an independent compensation advisor.
• Design an executive compensation program with a well-balanced mix of cash and equity, fixed and performance-based compensation, annual and long-term incentives.
• Maintain a pay-for-performance philosophy in which a reasonable portion of the executive compensation is "at risk" and is based on performance against pre-defined metrics that reflect the Corporation's business strategy and the creation of shareholder value (namely EBITDA Growth, SSS Growth and Real Estate Growth).
• Perform an annual review of executive compensation to ensure continued compliance with sound risk management and governance principles as well as relevance, effectiveness and alignment with the Corporation's compensation objectives and shareholders' interests.
• Benchmark compensation and incentive plans against companies in the comparator group.
• Set stretch targets for the annual and long-term incentive awards annually, within the Corporation's risk profile and with sufficient incentive for executive officers to achieve corporate objectives.
• Use a sliding scale to grant short-term incentive compensation (as opposed to an all-or-nothing proposition with a hard threshold).
• Cap payouts at 200% under the Corporation's PSU plan.
• Maintain a five-year vesting period applicable to all options granted by the Corporation.
• Maintain an Insider Trading Policy which prohibits insiders from trading the Corporation's securities on material undisclosed information or during black-out periods and from engaging in short-selling,

trading of puts or calls of common shares or any other type of equity monetization procedure. Insiders must also pre-clear transactions before carrying out a trade in the Corporation's securities.

• Maintain Executive Share Ownership Guidelines which require executive officers to hold and maintain a meaningful equity ownership in the Corporation.
• Maintain an Executive Compensation Clawback Policy which allows the Corporation to recover compensation paid to executive officers on the basis of intentional misconduct or fraud that caused or partially caused the need to restate financial results.
• Ensure compensation programs do not encourage inappropriate or excessive risk-taking.
• Maintain a code of conduct and ethics for employees, executive officers and directors to ensure the protection of assets and to guide individuals in acting ethically and responsibly.

What we don't do

• No payouts of incentive awards when performance is below threshold.
• No guaranteed increases in compensation in executive employment agreements.
• No re-pricing, backdating or exchanges of options or other long-term incentive awards.
• No counting of PSUs or unvested options toward share ownership requirements.
• No single-trigger change of control provisions in employment agreements.
• No excessive severance payments to executive officers in case of termination.
• No hedging of the Corporation's securities.

Annual incentive compensation is awarded based on the level of attainment of three performance metrics established by the Human Resources and Compensation Committee at the beginning of the fiscal year, namely the EBITDA Growth Target, the SSS Growth Target and the Real Estate Growth Target. Except in very exceptional circumstances, neither the Human Resources and Compensation Committee nor the Board of Directors will exercise discretion, either to award compensation absent attainment of the relevant performance targets (including by completing a careful assessment of the calculation of each applicable performance metric in light of the exceptional circumstances) or to reduce or increase the size of any award or payout. See "Compensation Components – Short-term Incentives" for an explanation on how adjustments have been made on a discretionary basis in order to neutralize certain of the adjustments which were made during the fiscal year ended January 30, 2022 in the exceptional context of the COVID-19 pandemic.

If warranted, the Board of Directors, upon recommendation of the Human Resources and Compensation Committee, may use its discretion to apply financial consequences to an executive in the event of a material departure from expected standards applicable to this individual, such as a serious breach of the Corporation's policies, including policies aimed at monitoring and mitigating, directly or indirectly, risks associated with ESG factors.

Following its annual risk evaluation, the Human Resources and Compensation Committee concluded that the Executive Officer Compensation Policy is designed and administered with the appropriate balance of risk and reward, does not encourage executive officers to take inappropriate or excessive risks, does not create risks that are reasonably likely to have a material adverse effect on the Corporation and ultimately contributes to align the interests of executive officers, the Corporation and its shareholders.

SUMMARY COMPENSATION TABLE

The following table sets out information concerning the compensation paid by the Corporation to the NEOs for the fiscal years ended January 29, 2023, January 30, 2022 and January 31, 2021.

					Non-Equity Incentive Plan Compensation
Name and Principal Position	Fiscal Year Ended	Base Salary (\$)	Share Based Awards(1) (\$)	Option Based Awards(2) (\$)	Annual Incentive Plan(3) (\$)	Pension Value (\$)	All Other Compensation(4) (\$)	Total Compensation (\$)
Neil Rossy	Jan. 29, 2023	1,316,370	2,336,554	2,336,546	4,620,459	18,000	―	10,627,929
CEO	Jan. 30, 2022	1,275,552	2,294,736	2,294,775	1,951,595	14,757	―	7,831,415
	Jan. 31, 2021	1,236,000	―	3,729,000	1,854,000	12,132	―	6,831,132
J.P. Towner	Jan. 29, 2023	575,496(5)	412,485	412,500	1,009,995	16,798	―	2,427,274
CFO	Jan. 30, 2022	451,923(6)	413,033	413,060 1,012,500(7)	353,077(8)	16,528	―	2,660,121
	Jan. 31, 2021	―	―	―	―	―	―	―
Johanne Choinière	Jan. 29, 2023	668,328	417,650	417,688	1,172,916	16,715	―	2,693,297
COO	Jan. 30, 2022	647,605	413,033	413,060	495,418	14,682	―	1,983,798
	Jan. 31, 2021	627,525	―	671,220	470,643	13,102	―	1,782,490
Nicolas Hien	Jan. 29, 2023	461,700(9)	323,052	323,098	632,362(10)	16,004	―	1,756,216(9)(10)
CIO	Jan. 30, 2022	431,116(11)	309,747	309,795	342,926(12)	14,663	―	1,408,247(11)(12)
	Jan. 31, 2021	410,343(13)	―	372,900	286,722(14)	13,415	―	1,083,380(13)(14)
Geoffrey Robillard	Jan. 29, 2023	1,548,000	―	―	500,000	18,459	―	2,066,459
SVP Import	Jan. 30, 2022	1,500,000	―	―	500,000	14,605	―	2,014,605
	Jan. 31, 2021	1,500,000	―	―	500,000	8,146	―	2,008,146

(1) The PSU Plan was adopted on March 30, 2021, and the first awards were made on the same date. Amounts included in this column correspond to the fair value of PSU awards on the grant date. For purposes of calculating the fair value of the PSU awards on the grant date, a 100% payout was assumed, which is consistent with the valuation method used for accounting purposes. For the fiscal year ended January 30, 2022, the fair value equals the aggregate number of PSUs granted on March 30, 2021, multiplied by the volume weighted average trading price of the common shares of the Corporation on the TSX for the five-trading day period following the last day of the black-out period (\$56.5025). For the fiscal year ended January 29, 2023, the fair value equals the aggregate number of PSUs granted on March 29, 2022, multiplied by the volume weighted average trading price of the common shares of the Corporation on the TSX for the five-trading day period following the last day of the black-out period (\$73.7898). The value of share-based awards is slightly lower than the value of option-based awards because only whole PSUs are awarded as per the terms of the PSU Plan.

(2) The value indicated in the table above reflects the estimated fair value of the options on their respective date of grant. It does not represent cash received by the optionees, and the actual value realized upon the future vesting and exercise of such options may be greater or less than the grant date fair value indicated in the table above. The grant date fair value of the options was estimated using the Black-Scholes option pricing model with the following assumptions:

			Nov. 3, 2020
Assumptions	March 29, 2022 Grant	March 30, 2021 Grant	Grant "Towner Options"	June 9, 2020 Grant
Risk-free interest rate	2.4%	1.11%	0.5%	0.5%
Expected life	6.1 years	6.1 years	6.1 years	6.2 years
Expected volatility	25.7%	26.8%	26.2%	27.8%
Dividend yield	0.3%	0.4%	0.4%	0.4%
Grant Date Fair Value (per option)	\$21.72	\$15.30	\$13.50	\$12.43

The Black-Scholes model is used to estimate option fair values because it is the most commonly used share-based award pricing model and is considered to produce a reasonable estimate of fair value. There is no difference between the fair value of the award on the date of grant and the fair value determined in accordance with IFRS 2, Share-based Payment calculated by use of the Black-Scholes option pricing model.

(3) This column lists the Bonus awarded to each NEO for the services rendered in the reporting fiscal year, which Bonus was paid in the fiscal year following the reporting fiscal year.

(4) For the fiscal years ended January 29, 2023, January 30, 2022 and January 31, 2021, none of the NEOs were entitled to perquisites or other personal benefits which, in the aggregate, represented over \$50,000 or over 10% of their total salary.

• (5) Represents the base salary effectively received by J.P. Towner during the fiscal year ended January 30, 2022 (taking into account his in-year increase in base salary from \$550,000 to \$616,000 effective September 12, 2022).
• (6) Represents the base salary effectively received by J.P. Towner between March 1, 2021, the effective date of his appointment as CFO of the Corporation, and January 30, 2022. His annualized base salary for the fiscal year ended January 30, 2022 was \$500,000.
• (7) Includes 75,000 options granted on November 3, 2020 in connection with the entering into of an employment agreement between the Corporation and J.P. Towner, effective March 1, 2021, and an option agreement granting him, in connection with his appointment and employment with the Corporation as CFO, effective March 1, 2021, options to purchase 75,000 common shares at an exercise price of \$53.8346 per option (the "Towner Options").
• (8) Represents the annual bonus effectively received by J.P. Towner, prorated for 48 weeks. His annualized bonus for the fiscal year ended January 30, 2022 was \$382,500.
• (9) Includes an amount of US\$117,000 (\$152,100) received by Nicolas Hien as base salary for his role as Executive Vice-President of Dollarcity, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.30.
• (10) Includes an amount of US\$124,200 (\$161,460) received by Nicolas Hien as annual bonus for his role as Executive Vice-President of Dollarcity, representing approximately 115% of his base salary for this role, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.30.
• (11) Includes an amount of US\$104,650 (\$131,116) received by Nicolas Hien as base salary for his role as Executive Vice-President of Dollarcity, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.2529.
• (12) Includes an amount of US\$114,954 (\$144,026) received by Nicolas Hien as annual bonus for his role as Executive Vice-President of Dollarcity, representing approximately 119% of his base salary for this role, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.2529.
• (13) Includes an amount of US\$98,150 (\$125,406) received by Nicolas Hien as base salary for his role as Executive Vice-President of Dollarcity, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.2777.
• (14) Includes an amount of US\$90,600 (\$115,760) received by Nicolas Hien as annual bonus for his role as Executive Vice-President of Dollarcity, representing approximately 92% of his base salary for this role, which amount was paid by Dollarcity in U.S. dollars and converted into Canadian dollars using the exchange rate of 1.2777.

INCENTIVE PLAN AWARDS

Outstanding Option-Based Awards and Share-Based Awards

The following table summarizes for each NEO the number of options outstanding under the Option Plan and the number of PSUs outstanding under the PSU Plan at the end of the fiscal year ended January 29, 2023.

			Option-Based Awards		Share-Based Awards
Name	Option Award Date	Number of Securities Underlying Unexercised Options(1) (#)	Option Exercise Price(1) (\$)	Option Expiration Date	Value of Unexercised In-the-Money Options(2) (\$)	Number of Shares or Units of Shares that have not Vested(3) (#)	Market or Payout Value of Share Based Awards that have not Vested(4) (\$)	Market or Payout Value of Vested Share Based Awards not Paid out or Distributed (\$)
N. Rossy	March 29, 2016	60,000	30.1967	Mar. 29, 2026	3,003,200	—	—	—
CEO	April 7, 2017	180,000	37.3567	Apr. 7, 2027	7,720,800	—	—	—
	March 28, 2018	180,000	51.2533	Mar. 28, 2028	5,219,400	—	—	—
	March 27, 2019	180,000	38.1706	Mar. 27, 2029	7,574,292	—	—	—
	June 9, 2020	300,000	46.7994	Jun. 9, 2030	10,035,180	—	—	—
	March 30, 2021	150,000	56.5025	Mar. 30, 2031	3,562,125	40,839	3,277,330	—
	March 29, 2022	107,181	73.7898	Mar. 29, 2032	692,411	31,734	2,546,654	—
J.P. Towner	Nov. 3, 2020	75,000(5)	53.8346	Nov. 3, 2030	1,981,155	—	—	—
CFO	March 30, 2021	27,000	56.5025	Mar. 30, 2031	641,183	7,351	589,918	—
	March 29, 2022	18,922	73.7898	Mar. 29, 2032	122,240	5,602	449,561	—
J. Choinière	April 11, 2014	300,000(6)	14.7967	Apr. 11, 2024	19,636,000	—	—	—
COO	April 11, 2014	120,000(7)	14.7967	Apr. 11, 2024	7,854,400	—	—	—
	March 24, 2015	120,000	23.6767	Mar. 24, 2025	6,778,800	—	—	—
	March 29, 2016	120,000	30.1967	Mar. 29, 2026	6,006,400	—	—	—
	April 7, 2017	72,000	37.3567	Apr. 7, 2027	3,088,320	—	—	—
	March 28, 2018	54,000	51.2533	Mar. 28, 2028	1,565,820	—	—	—
	March 27, 2019	54,000	38.1706	Mar. 27, 2029	2,272,288	—	—	—
	June 9, 2020	54,000	46.7994	Jun. 9, 2030	1,806,332	—	—	—
	March 30, 2021	27,000	56.5025	Mar. 30, 2031	641,183	7,351	589,918	—
	March 29, 2022	19,160	73.7898	Mar. 29, 2032	123,777	5,672	455,178	—
N. Hien	April 8, 2014	12,000	14.7967	Apr. 8, 2024	785,440	—	—	—
CIO	March 24, 2015	19,500	23.6767	Mar. 24, 2025	1,103,180
	March 29, 2016	15,000	30.1967	Mar. 29, 2026	750,800	—	—	—
	April 7, 2017	9,000	37.3567	Apr. 7, 2027	386,040	—	—	—
	March 28, 2018	12,000	51.2533	Mar. 28, 2028	347,960	—	—	—
	March 27, 2019	12,000	38.1706	Mar. 27, 2029	504,953	—	—	—
	June 9, 2020	30,000	46.7994	Jun. 9, 2030	1,003,518	—	—	—
	March 30, 2021	20,250	56.5025	Mar. 30, 2031	480,887	5,512	442,338	—
	March 29, 2022	14,821	73.7898	Mar. 29, 2032	95,747	4,388	352,137	—
G. Robillard	—	—	—	—	—	—	—	—

SVP Import

(1) Numbers of options and option exercise prices reflect the 2014 and 2018 share splits.

(2) Based on the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the fiscal year ended January 29, 2023.

(3) Including PSU dividend equivalents credited to NEOs' accounts during the fiscal years ended January 30, 2022 and January 29, 2023.

(4) This value corresponds to a 100% payout, being 100% of the aggregate number of PSUs granted on the award date multiplied by the closing price of the common shares (\$80.25) on January 27, 2023, being the last trading day of the fiscal year ended January 29, 2023. This value, which includes dividend equivalents to which each holder is entitled as per the PSU Plan, has not been, and may never be, realized. The actual gain, if any, will depend on the attainment of the PSU performance criteria and the value of the common shares of the Corporation on the date on which the vested PSUs are settled. See "Compensation Discussion and Analysis – Additional Information on Long-Term Incentive Plans".

• (5) On November 3, 2020, the Corporation entered into an employment agreement, effective March 1, 2021, and an option agreement with J.P. Towner whereby the Corporation granted him, concurrently with his appointment and employment with the Corporation as CFO, the Towner Options, being options to purchase 75,000 common shares of the Corporation at an exercise price of \$53.8346 per option. The Towner Options have a term of 10 years from the date of the grant and vest and are exercisable in equal instalments on the first, second, third, fourth and fifth anniversaries of the date of the grant. The other terms and conditions relating to the exercise of the Towner Options are governed by the provisions of the Option Plan. As at April 11, 2023, the common shares relating to the Towner Options represented 0.03% of the aggregate number of issued and outstanding common shares, on a non-diluted basis.
• (6) On April 11, 2014, the Corporation entered into an employment agreement, effective May 12, 2014, and an option agreement with Johanne Choinière whereby the Corporation granted her, concurrently with her appointment and employment with the Corporation as COO, an option to purchase 642,000 common shares of the Corporation at an exercise price of \$14.7967 per option (the "Choinière Options"). The Choinière Options have a term of 10 years from the date of the grant and vest and become exercisable in equal instalments on the first, second, third, fourth and fifth anniversaries of the date of the grant. The other terms and conditions relating to the exercise of the Choinière Options are governed by the provisions of the Option Plan. As at April 11, 2023, all of the Choinière Options had been exercised.
• (7) On April 11, 2014, the Corporation also entered into a second option agreement with Johanne Choinière whereby the Corporation granted her an option to purchase 120,000 common shares at an exercise price of \$14.7967 per option under the Annual Grant Plan.

Incentive Plan Awards – Value Vested or Earned During the Fiscal Year

The following table provides a summary of the value of option-based and share-based awards vested and of non-equity incentive plan compensation earned during the fiscal year ended January 29, 2023.

Name	Option-Based Awards – Value Vested During the Fiscal Year(1) (\$)	Share-Based Awards – Value Vested During the Fiscal Year (\$)	Non-Equity Incentive Plan Compensation – Value Earned During the Fiscal Year (\$)
Neil Rossy CEO	5,064,359	—	4,620,459
J.P. Towner CFO	476,594	—	1,009,995
Johanne Choinière COO	1,415,573	—	1,172,916
Nicolas Hien CIO	397,267	—	632,362
Geoffrey Robillard SVP Import	—	—	500,000

(1) Calculated as the difference between the market price of the common shares on the date of vesting and the exercise price payable in order to exercise the options.

TERMINATION AND CHANGE OF CONTROL BENEFITS

All NEOs (except Nicolas Hien) entered into an executive employment agreement with Dollarama L.P., the entity that operates the Dollarama business. These agreements provide for, among other things, the continuation of the executives' employment for an indeterminate term in accordance with applicable law.

The table below shows how each compensation component is treated if the employment of an NEO is terminated.

	Resignation	Retirement	Termination for Cause	Termination Without Cause or Constructive Termination
Base Salary	No continuing entitlement	No continuing entitlement	No continuing entitlement	For the CEO and COO, 24-month base salary in lieu of notice, payable by way of salary continuance or in a lump sum payment, at the sole discretion of the employer, or 24-month notice of termination (for termination without cause only). For the CFO, until the third anniversary of his appointment, 12-month base salary in lieu of notice, payable by way of salary continuance or in a lump sum payment, at the sole discretion of the employer, or 12-month notice of termination (for termination without cause only). Not applicable for the CIO and SVP Import.
Annual Bonus	Forfeited	Pro-rated for the time worked in the fiscal year to the retirement date and calculated based on the annual bonus formula once the actual metrics become known.	Forfeited	Pro-rated for the time worked in the fiscal year and calculated based on the annual bonus formula once the actual metrics become known. Payment is conditional upon fulfillment of the remainder of contractual obligations towards the employer and execution of a release of any and all claims related to employment or termination thereof.
Options	Unvested options are forfeited and cancelled	Vested options at the date of retirement are exercisable for up to 90 days after the date of retirement or until the option expiry date, whichever is earlier. Unvested options are cancelled on the date of retirement.	Forfeited and cancelled on the date of termination	Vested options at the date of termination are exercisable for up to 30 days after the date of termination or until the option expiry date, whichever is earlier. Unvested options are cancelled on the date of termination.
PSUs	Unvested PSUs are forfeited and cancelled	Unvested PSUs are settled on a pro rata basis based on active employment and paid after completion of the full performance period	Forfeited and cancelled on the date of termination	rd year of If the termination date is during the 3 the performance period, unvested PSUs are settled on a pro rata basis based on active employment and paid after completion of the full performance period. If the termination date is earlier, PSUs are forfeited and cancelled
Pension	No additional value	No additional value	No additional value	No additional value
Other	n/a	n/a	n/a	In the event that the employment of the SVP Import is terminated without cause, or in the event of constructive termination, he is entitled to an indemnity in the amount of \$1,000,000, payable over a period of three years in equal quarterly instalments. In consideration of the non-competition covenant undertaken by the SVP Import, in the event his employment is terminated without cause or in the event of his constructive termination, he is entitled to an additional aggregate amount of \$2,000,000,

quarterly instalments.

All NEOs are subject to provisions of confidentiality, non-competition and non-solicitation clauses in accordance with the Option Plan, the PSU Plan, the Code of Conduct as well as in certain cases, in accordance with their employment agreements. More specifically, the employment agreements of the CEO, CFO and COO also provide for certain restrictive covenants that continue to apply following the termination of the executive's employment, including an obligation of non-disclosure of confidential information, assignment of intellectual property rights, and non-competition, non-solicitation of suppliers and non-solicitation of employees covenants effective for a period of 24 months or 12 months, as applicable, following the executive's termination of employment. The employment agreement of the SVP Import contains similar obligations of non-disclosure of confidential information and assignment of intellectual property rights and provides that the non-competition, non-solicitation of suppliers and non-solicitation of employee restrictions shall continue to apply for a period of three years following the termination of his employment. The option agreement of the CIO contains certain restrictive covenants that continue to apply following the termination of his employment, including non-disclosure of confidential information, noncompetition, non-solicitation of suppliers and non-solicitation of employees covenants effective for a period of 24 months following the termination of his employment.

None of the employment agreements in place with the Corporation's NEOs provide for any payments triggered by a change of control. In the event of a change of control, no additional benefits would be conferred upon an NEO than would be otherwise provided under a standard severance arrangement. In order for an NEO to receive any form of payout following a change of control, there must be a "double trigger" at play, namely the NEO must be terminated without cause or constructively terminated following the change of control. Moreover, any payout would be determined on a case-by-case basis, taking into account the unique circumstances being addressed. Under the terms of the Corporation's Option Plan and the PSU Plan, the Board of Directors may take a number of actions with respect to outstanding equity awards in connection with a change of control, including the acceleration of the unvested portion of equity awards or the cancellation of outstanding awards in exchange for substitute awards.

	Resignation	Retirement	Termination for Cause	Cause or Constructive Termination
Neil Rossy CEO
Base Salary	No continuing entitlement	No continuing entitlement	No continuing entitlement	\$2,632,740
Annual Bonus	Nil	Nil(1)	Nil	Nil(1)
Options	Nil(2)	Nil(2)	Nil	Nil(2)
PSUs	Nil		Nil	Nil
Other	Nil	Nil	Nil	Nil
J.P. Towner CFO
Base Salary	No continuing entitlement	No continuing entitlement	No continuing entitlement	\$616,000
Annual Bonus	Nil	Nil(1)	Nil	Nil(1)
Options	Nil(2)	Nil(2)	Nil	Nil(2)
PSUs	Nil	⅓ of entitlement after completion of full performance period(3)	Nil	Nil
Other	Nil	Nil	Nil	Nil
Johanne Choinière COO
Base Salary	No continuing entitlement	No continuing entitlement	No continuing entitlement	\$1,336,656
Annual Bonus	Nil	Nil(1)	Nil	Nil(1)
Options	Nil(2)	Nil(2)	Nil	Nil(2)
PSUs	Nil	⅓ of entitlement after completion of full performance period(3)	Nil	Nil
Other	Nil	Nil	Nil	Nil

The table below shows the estimated incremental amounts that would have been paid to each NEO assuming that his or her employment had been terminated on January 29, 2023.

Termination Without

	Resignation	Retirement	Termination for Cause	Termination Without Cause or Constructive Termination
Nicolas Hien CIO
Base Salary	No continuing entitlement	No continuing entitlement	No continuing entitlement	No continuing entitlement
Annual Bonus	Nil	Nil(1)	Nil	Nil(1)
Options	Nil(2)	Nil(2)	Nil	Nil(2)
PSUs	Nil	⅓ of entitlement after completion of full performance period(3)	Nil	Nil
Other	Nil	Nil	Nil	Nil
Geoffrey Robillard SVP Import
Base Salary	No continuing entitlement	No continuing entitlement	No continuing entitlement	No continuing entitlement
Annual Bonus	Nil	Nil(1)	Nil	Nil(1)
Options	Nil(2)	Nil(2)	Nil	Nil(2)
PSUs	Nil	Nil(4)	Nil	Nil
Other	Nil	Nil	Nil	\$3,000,000

(1) Despite a termination as at January 29, 2023 as a result of retirement or termination without cause or constructive termination, all NEOs would still be eligible to receive the annual bonus earned for the fiscal year ended January 29, 2023, payable in April 2023, which amount is set out in the "Summary Compensation Table".

(2) Options vested as at January 29, 2023 would have remained exercisable if the employment were terminated as a result of resignation, retirement or termination without cause or construction termination, as explained in the table on page 48, and would have represented the following amounts: \$24,170,592 for Neil Rossy, \$920,699 for J.P. Towner, \$46,840,718 for Johanne Choinière, and \$4,104,384 for Nicolas Hien. See the table on page 48 for a description of the treatment of each NEO's options upon resignation, retirement, termination for cause, termination without cause or constructive termination, and refer to "Incentive Plan Awards – Outstanding Option-Based Awards and Share-Based Awards" for additional details regarding options held by each NEO.

(3) Refer to "Incentive Plan Awards - Outstanding Option-Based Awards and Share-Based Awards", footnote 4, for additional detail on the estimated value of PSUs.

(4) Geoffrey Robillard does not hold any PSUs.

The actual amounts to be paid out under any of the scenarios can only be determined at the time of the NEO's actual separation from the Corporation, and the Human Resources and Compensation Committee has the discretion to recommend to the Board of Directors the payment of additional benefits to executives upon termination if it determines the circumstances so warrant.

PENSION BENEFITS

The NEOs participate in the pension plan of the Corporation, a registered defined contribution plan (the "Pension Plan"). The maximum contribution rate under the Pension Plan for all eligible employees, including NEOs, is 5% of base earnings, and the Corporation matches contributions on a dollar for dollar basis, up to the registered retirement savings plan's deduction limit established by the Canada Revenue Agency. All NEOs chose the maximum contribution rate for the fiscal year ended January 29, 2023.

The table below provides a summary of benefits payable to the NEOs at, following or in connection with retirement pursuant to the Pension Plan as at January 29, 2023.

	Accumulated Value at Start of Fiscal Year	Compensatory	Accumulated Value at End of Fiscal Year(1)
Name	(\$)	(\$)	(\$)
Neil Rossy	308,427	18,000	342,516
CEO
J.P. Towner	31,643	16,798	66,105
CFO
Johanne Choinière	223,886	16,715	250,795
COO
Nicolas Hien	242,740	16,004	272,527
CIO
Geoffrey Robillard	274,787	18,459	300,802
SVP Import

(1) Includes both compensatory and non-compensatory amounts (the latter representing employee contributions and regular investment earnings on employer and employee contributions, as applicable).

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

The following table provides a summary, as at January 29, 2023, of the security-based compensation plans or individual compensation arrangements pursuant to which equity securities of the Corporation may be issued.

Plan Category	Number of Securities to be Issued upon Exercise of Outstanding Options	Weighted Average Exercise Price of Outstanding Options	Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (excluding securities reflected in the first column)
Equity Compensation Plans Approved by Securityholders: Option Plan	2,983,385	\$43.07	10,758,467
Individual Compensation Arrangements not Approved by Securityholders:
"Choinière Options"	300,000	\$14.80	N/A
"Towner Options"	75,000	\$53.83	N/A
Total	3,358,385

A maximum of 43,615,158 common shares may be issued under the Option Plan. As at April 11, 2023, an aggregate of 33,104,026 options had been issued under the Option Plan, an aggregate of 1,317,000 options had been issued under individual compensation arrangements, and 2,690,504 of all these options remained outstanding, representing 0.9% of issued and outstanding common shares on a non-diluted basis. As at such date, a total of 10,511,132 options remained issuable under the Option Plan, representing 3.7% of issued and outstanding common shares on a non-diluted basis.

The table below provides the number of options granted each year under the Option Plan for the fiscal year ended January 29, 2023 and for the two preceding fiscal years expressed as a percentage of the weighted average number of outstanding common shares for the applicable fiscal year (burn rates).

Fiscal Year	Number of Options Granted(1)	Weighted Average Number of Outstanding Common Shares	Options Burn Rate(1)
2023	252,435	289,412,183	0.0872%
2022	396,000	302,962,514	0.1307%
2021	823,000(2)	310,266,429	0.2653%

(1) The burn rate is calculated by dividing the number of options granted during the applicable fiscal year by the weighted average number of common shares outstanding for the applicable fiscal year.

(2) This number includes the Towner Options.

Since outstanding DSUs are not redeemable for common shares issuable from treasury but rather for cash or for common shares purchased on the open market, the burn rate for outstanding DSUs was nil for each of the last three completed fiscal years. The same applies to outstanding PSUs for the fiscal year ended January 29, 2023.

INDEBTEDNESS OF DIRECTORS AND EXECUTIVE OFFICERS

None of the directors, executive officers, employees, former directors, former executive officers or former employees of the Corporation or any of its subsidiaries, and none of their associates, is or has, at any time since the beginning of the most recently completed fiscal year, been indebted to the Corporation or any of its subsidiaries or another entity, where the indebtedness is the subject of a guarantee, support agreement, letter of credit or other similar agreement or understanding provided by the Corporation or any of its subsidiaries, except for routine indebtedness.

INTEREST OF INFORMED PERSONS IN MATERIAL TRANSACTIONS

Any transaction between the Corporation on the one hand and a related party, such as directors, officers, holders of 10% or more of the voting securities and their affiliates and associates, the immediate family members of any of the foregoing persons and any other persons whom the Board of Directors determines may be considered a related party, on the other hand, is reviewed and approved by the Board of Directors. Prior to any such review and approval, the material facts as to the related party's relationship or interest in the transaction are disclosed to the Audit Committee, which then makes a recommendation to the Board of Directors, and the transaction is not considered approved unless a majority of the directors who have no interest in the transaction approve the transaction. Independent valuations or other advice is provided to the Audit Committee and the Board of Directors, as appropriate. Moreover, the renewal of any related-party lease is submitted to the Audit Committee for review and approval.

As at January 29, 2023, the Corporation leased 19 stores, five warehouses and its head office from entities controlled by the Rossy family pursuant to long-term lease agreements.

As at January 29, 2023, the outstanding balance of lease liabilities owed to entities controlled by the Rossy family totalled \$26.6 million, compared to \$34.7 million in the previous fiscal year. Rental expenses charged by entities controlled by the Rossy family but not included in lease liabilities totalled \$7.5 million for the fiscal year ended January 29, 2023, compared to \$6.3 million in the previous fiscal year. These transactions were measured at cost, which equals fair value, being the amount of consideration established at market terms.

CORPORATE GOVERNANCE

BOARD OF DIRECTORS

Board of Directors Size

The Board of Directors is currently comprised of ten directors. Nine directors are standing for re-election at the Meeting and one director nominee is standing for election for the first time at the Meeting. See "Nominees for Election to the Board of Directors – Description of Proposed Director Nominees". The Board of Directors is of the view that its size and its composition are adequate and allow for efficient functioning of the board as a decision-making body.

Independence

As at April 11, 2023, eight out of ten directors are considered independent. Pursuant to National Instrument 52-110 – Audit Committees, as amended from time to time ("NI 52-110"), an independent director is one who is free from any direct or indirect relationship which could, in the view of the Board of Directors, be reasonably expected to interfere with the exercise of a director's independent judgment. The independence of directors is determined by the Board of Directors based on a questionnaire completed by each director annually, one-on-one meetings between the Chair of the Nominating and Governance Committee and each director aimed at assessing their independence, as well as other factual circumstances deemed relevant by the Board of Directors and reviewed on an ongoing basis.

The following table indicates the status of directors in terms of independence as at the date of this Circular.

		Status
Name	Independent	Not Independent	Comments
Joshua Bekenstein Member of the Human Resources and Compensation Committee	✓		Mr. Bekenstein is considered independent. The Board of Directors does not believe that his long tenure impairs his ability to act independently of management.
Gregory David		✓	Mr. David is not considered independent due to his relationship with the CEO and other members of the current or former management. He is Chief Executive Officer of GRI Capital Inc., a holding company controlled by the Rossy family.
Elisa Garcia	✓
Member of the Human Resources and Compensation Committee Member of the Nominating and Governance Committee
Stephen Gunn Chairman of the Board of Directors Chair of the Nominating and Governance Committee Member of the Human Resources and Compensation Committee	✓
Kristin Mugford Chair of the Human Resources and Compensation Committee Member of the Audit Committee	✓
Nicholas Nomicos Member of the Audit Committee	✓		Mr. Nomicos is considered independent. The Board of Directors does not believe that his long tenure impairs his ability to act independently of management.
Neil Rossy President and Chief Executive Officer		✓	Mr. Rossy is not independent as he is the CEO of the Corporation.
Samira Sakhia Member of the Audit Committee	✓
Thecla Sweeney	✓
Huw Thomas Chair of the Audit Committee Member of the Nominating and Governance Committee	✓

In addition to the independent chairmanship, the Corporation has implemented adequate structures and processes which permit the Board of Directors to function independently of the management of the Corporation. The Board of Directors maintains the exercise of independent supervision over management by encouraging open and candid discussion from independent directors.

Any independent director may, at any time, call a meeting or request an in camera portion of a board or committee meeting at which non-independent directors and members of management are not present. An in camera session is scheduled as part of every meeting of the Board of Directors and its committees to allow independent directors to meet without non-independent directors and members of management, as necessary. For the fiscal year ended January 29, 2023, the Board of Directors held six (6) in camera sessions, the Audit Committee held four (4) in camera sessions, the Human Resources and Compensation Committee held four (4) in camera sessions, and the Nominating and Governance Committee held one (1) in camera session.

Furthermore, all members of the committees of the Board of Directors are independent within the meaning of applicable Canadian securities laws. Each committee is chaired by an independent chair.

Director Tenure, Term Limits and Other Mechanisms for Board Renewal

The average tenure of the Corporation's directors is 11.7 years, and the average tenure of non-executive directors is 10.9 years.

The Corporation does not have a retirement policy for directors. The Nominating and Governance Committee considered whether to propose the adoption of term limits for directors or other mechanisms for board renewal and determined not to do so. The Board of Directors fully endorses the recommendation because it believes that imposing a term limit or an arbitrary retirement age would discount the value of experience and continuity of board service, and may have the unfortunate effect of forcing the retirement of a director who has gained extensive knowledge of the Corporation's business and affairs and who is making a valuable contribution to the Board and relevant committees he or she serves on.

Furthermore, the Board of Directors believes that a director may act independently from management even if he or she has been on the board for several years, and supports its position in that regard based on the contributions made by longer-serving directors which demonstrate that they preserve their independence of thought and continue to effectively fulfill their oversight role.

In order to ensure that the Board of Directors, as a whole, is functioning efficiently, the preferred approach is to assess the skills and experience of directors in relation to the needs of the Corporation as captured in the director skills matrix, to consider results of director evaluations, both formal and informal, and to be cognizant of the ongoing contribution of each director.

At the same time, the Board of Directors acknowledges that there is value in refreshing board membership from time to time to encourage diversity and to make available to the Board new perspectives and viewpoints, as well as complementary experience and skills. The Nominating and Governance Committee annually reviews the size, composition and effectiveness of the Board of Directors to create a healthy balance between longer-serving directors who have a deep understanding of the Corporation's business and who ensure stability, and newer directors who bring new competencies and expertise, diverse backgrounds and fresh ideas to the Board. When deemed appropriate, the Nominating and Governance Committee makes recommendations to the Board of Directors on whether to nominate a director for re-election or increase the size of the board to achieve the above-mentioned objectives.

Since its initial public offering in 2009, the Corporation has nominated a total of seven (7) new independent directors to the Board of Directors. The Corporation's success in recruiting highly qualified independent directors and refreshing its composition in recent years demonstrates the effectiveness of its Board renewal process. The recent addition of Ms. Thecla Sweeney, who brings a fresh perspective to the Board's deliberations as a seasoned investment professional with two decades of experience working with growthoriented businesses, provides another tangible example illustrating the relevance of its approach regarding Board renewal.

The Board of Directors does not believe that average tenure is too lengthy or excessive. The Board and the Nominating and Governance Committee have taken note of the voting results for the election of directors held at last year's annual meeting and, while the Corporation cannot determine with certainty the reasons for each shareholder vote, discussions with shareholders have indicated that the voting results with respect to the re-election of Messrs. Bekenstein and Nomicos may have reflected the voting policies and guidelines of a limited number of institutional shareholders, most importantly with respect to director tenure. Following the annual evaluation process spearheaded by the Chairman, the Board of Directors decided to invite Messrs. Bekenstein and Nomicos to stand for re-election again this year in recognition of their exceptional contribution to the deliberations of the Board of Directors and their deep insight into the Corporation's strategy and growth trajectory since before its initial public offering.

Directorship of Other Reporting Issuers

Some members of the Board of Directors are also members of the boards of other public companies. See "Nominees for Election to the Board of Directors – Description of Proposed Director Nominees".

The Board of Directors did not adopt a director interlock policy but is keeping informed of other public directorships held by its members to ensure that directors (i) maintain their independence and avoid potential conflicts of interest, and (ii) are able to devote the requisite time and attention to the Corporation's affairs.

As at the date of this Circular, Joshua Bekenstein and Nicholas Nomicos serve together on one other public company board, BRP Inc., and Joshua Bekenstein and Stephen Gunn serve together on one other public company board, Canada Goose Holdings Inc.

Skills

Each director has a wealth of experience in senior executive leadership and strategic planning and, collectively, directors possess the skills and expertise that enable the Board of Directors to carry out its responsibilities.

The skills matrix set out below is used to assess the overall strengths of directors and to assist in the ongoing renewal process of the Board of Directors. It is comprised of four (4) industry-specific expertise, seven (7) general business competencies and six (6) ESG-related skills, all determined by the Board of Directors as being important to the Corporation. Although directors have a breadth of experience in many areas, the skills matrix below highlights top competencies for each director. This matrix is not intended to be an exhaustive list of directors' skills.

TOP SKILLS	J. Bekenstein	G. David	E. Garcia	S. Gunn (1)	K. Mugford (1)	N. Nomicos (1)	N. Rossy	S. Sakhia (1)	T. Sweeney(1)	H. Thomas (1)
Industry-Specific Expertise
Retail industry	✓	✓	✓	✓		✓	✓		✓	✓
Distribution, warehousing and logistics						✓	✓	✓
International sourcing							✓	✓
Real estate		✓								✓
General Business Competencies
Senior executive leadership / Strategic planning	✓	✓	✓	✓	✓	✓	✓	✓	✓	✓
Financial accounting and reporting expertise				✓	✓	✓		✓	✓	✓
International development and operations	✓							✓

TOP SKILLS	J. Bekenstein	G. David	E. Garcia	S. Gunn (1)	K. Mugford (1)	N. Nomicos (1)	N. Rossy	S. Sakhia (1)	T. Sweeney(1)	H. Thomas (1)
Risk management and mitigation					✓					✓
Information technology and security		✓	✓				✓			✓
Human resources / Executive compensation	✓		✓	✓	✓	✓			✓
Corporate governance / Legal	✓	✓	✓	✓	✓				✓
Environmental, Social & Governance (ESG) Competencies
Sustainability			✓							✓
Energy reduction or other climate sensitive practices				✓						✓
Community support		✓				✓	✓	✓
Diversity, equity and inclusion			✓		✓	✓		✓	✓
Health and safety of employees	✓			✓			✓		✓
Wellness education and training of employees	✓	✓			✓				✓

(1) These individuals are all "financially literate" within the meaning of NI 52-110.

Attendance Record

The following table summarizes the attendance of individual directors at meetings of the Board of Directors and its committees held during the fiscal year ended January 29, 2023. Directors are expected to attend all meetings and each director generally attends all meetings, subject to occasional scheduling conflicts.

Director	Board of Directors (6 meetings)		Audit Committee (4 meetings)		Human Resources & Compensation Committee (5 meetings)		Nominating & Governance Committee (2 meetings)	Total Attendance
	Number	%	Number	%	Number	%	Number	%	Number	%
Joshua Bekenstein	6/6	100.0	–	–	5/5	100.0	–	–	11/11	100.0
Gregory David	6/6	100.0	–	–	–	–	–	–	6/6	100.0
Elisa Garcia	6/6	100.0	–	–	5/5	100.0	2/2	100.0	13/13	100.0
Stephen Gunn	6/6 (Chair)	100.0	–	–	5/5	100.0	2/2 (Chair)	100.0	13/13	100.0
Kristin Mugford	6/6	100.0	4/4	100.0	5/5 (Chair)	100.0	–	–	15/15	100.0
Nicholas Nomicos	6/6	100.0	4/4	100.0		–	–	–	10/10	100.0
Neil Rossy	6/6	100.0	–	–	–	–	–	–	6/6	100.0
Samira Sakhia	6/6	100.0	4/4	100.0	–	–	–	–	10/10	100.0
Huw Thomas	6/6	100.0	4/4 (Chair)	100.0	–	–	2/2	100.0	12/12	100.0

Majority Voting Requirements

The election of directors at the Meeting is governed by the new majority voting requirements under the CBCA and its regulations which came into force on August 31, 2022. These requirements are such that in an uncontested election of directors, a nominee must receive a majority of the total votes cast "for" and "against" such nominee in favour of their election in order to be elected as a director (versus "for" or "withhold" as was the case previously). If a nominee does not receive a majority of votes cast by shareholders in favour of their election, they will not be elected and the Board position will remain open, except that an incumbent director will be permitted to remain in office until the earlier of (a) the 90th day after the day of the election or (b) the day on which their successor is appointed or elected. These statutory majority voting requirements only apply to "uncontested" elections of directors, meaning elections where the number of director nominees is the same as the number of directors to be elected to the Board (such as the election of directors to take place at the Meeting). In light of the new statutory majority voting requirements applicable to the Corporation under the CBCA, the Board of Directors resolved to revoke the Corporation's Majority Voting Policy previously adopted on April 11, 2013, such that this policy will no longer apply at the Meeting.

At the annual meeting of shareholders of the Corporation held on June 8, 2022, each director was elected by at least a majority of the votes cast by proxy or in person at such meeting.

Mandate of the Board of Directors

The Board of Directors is responsible for supervising the management of the business and affairs of the Corporation. The Board of Directors' key responsibilities relate to the stewardship of management, generally through the CEO, to pursue the best interests of the Corporation, and include the following:

• (i) reviewing and approving the strategic plan and in relation thereto, approving the annual business and capital plans and policies and processes generated by management relating to the authorization of major investments and significant allocations of capital;
• (ii) supervising senior management and reviewing, in conjunction with the Human Resources and Compensation Committee and the Nominating and Governance Committee, as applicable, the succession planning of the Corporation and ensuring that other executives are in place to ensure sound management of the Corporation;
• (iii) ensuring that the Corporation has risk management systems in place;
• (iv) ensuring that the Corporation has appropriate internal controls and corporate governance policies in place and reviewing, as applicable, the Nominating and Governance Committee's recommendations regarding the Corporation's corporate governance policies, the disclosure in the Corporation's public disclosure documents relating to corporate governance practices, the relationship between management and the Board of Directors and the Board of Directors' ability to act independently from management;
• (v) ensuring a business ethics, compliance and corporate governance mindset and the creation of a culture of integrity throughout the organization; and
• (vi) overseeing and monitoring the Corporation's approach, policies and practices related to ESG matters, overseeing ESG-related risks and opportunities and delegating to its committees, as appropriate, the oversight and monitoring of specific ESG-related risks and opportunities.

Under its mandate, the Board of Directors is entitled to engage outside advisors, at the Corporation's expense, where, in the view of the Board of Directors, additional expertise or advice is required. The mandate of the Board of Directors, amended on April 20, 2021, to, among other things, expressly reflect the ESG oversight responsibility of the Board of Directors, is attached hereto as Schedule A.

Position Descriptions

Chairman of the Board of Directors and Committee Chairs

Stephen Gunn is the Corporation's independent Chairman of the Board of Directors. The Board of Directors has adopted a written position description for the Chairman which sets out the Chairman's key responsibilities, including duties related to Board of Directors' meetings, shareholders' meetings, director development and communication with shareholders and regulators.

The Board of Directors has also adopted a written position description for each of the committee chairs which sets out each of the committee chair's key responsibilities, including duties relating to setting committee meeting agendas, chairing committee meetings and working with the respective committee and management to ensure, to the greatest extent possible, the effective functioning of the committee. These descriptions are reviewed by the Board of Directors upon recommendation of the Nominating and Governance Committee.

CEO

Neil Rossy is the Corporation's CEO since May 1, 2016, and sits on the Board of Directors since 2004. The primary functions of the CEO are to lead the management of the Corporation's business and affairs and to lead the implementation of the resolutions and the policies of the Board of Directors. The Board of Directors has developed a written position description and mandate for the CEO which sets out the CEO's key responsibilities, including duties relating to strategic planning, operational direction, interaction with the Board of Directors, succession planning and communication with shareholders. The CEO mandate is reviewed by the Board of Directors annually.

BOARD OF DIRECTORS COMMITTEES

Audit Committee

The audit committee of the Corporation (the "Audit Committee") is composed of four (4) directors, namely Kristin Mugford, Nicholas Nomicos, Samira Sakhia and Huw Thomas, all of whom are and must at all times be financially literate and independent within the meaning of NI 52-110. Huw Thomas serves as the Chair of the Audit Committee. For more information regarding the relevant education, professional background and experience of each member of the Audit Committee, please refer to the section entitled "Nominees for Election to the Board of Directors – Description of Proposed Director Nominees" of this Circular.

The Board of Directors has adopted a written charter for the Audit Committee, which sets out the Audit Committee's key responsibilities, including (i) reviewing the financial statements of the Corporation and reporting on such review to the Board of Directors, (ii) ensuring that adequate procedures are in place for the review of the Corporation's public disclosure documents that contain financial information, (iii) overseeing the work and reviewing the independence of the external auditor, (iv) reviewing, evaluating and approving the internal control procedures that are implemented and maintained by management, and (v) overseeing the management and disclosure of significant and emerging information technology (IT) risks, including cybersecurity, and receiving reports from management on major IT projects and the implementation and effectiveness of related risk management programs. In order for the Audit Committee to effectively carry out its responsibility for the oversight of IT and cyber risks, the committee regularly reviews progress made on the Corporation's information security framework and roadmap as well as major developments and receives regular reports from the Chief Information Officer.

The charter of the Audit Committee was amended on April 11, 2019 to expressly reflect the ESG risk oversight responsibility delegated by the Board of Directors to the Audit Committee, on April 29, 2020 to expressly reflect the committee's IT risk and cybersecurity oversight responsibility, and on April 20, 2021 to further clarify the scope of the Audit Committee's responsibilities in the stewardship and governance of ESG risks and opportunities.

Additional information relating to the Audit Committee can be found in the section entitled "Audit Committee Information" of the Corporation's annual information form available on SEDAR at www.sedar.com and on the Corporation's website at www.dollarama.com.

Human Resources and Compensation Committee

The Human Resources and Compensation Committee is currently composed of four (4) directors, namely Joshua Bekenstein, Elisa Garcia, Stephen Gunn and Kristin Mugford, all of whom are independent. Kristin Mugford serves as the Chair of the Human Resources and Compensation Committee.

Each of these directors has a wealth of experience designing effective management incentive and compensation plans to attract and retain highly qualified executives and to align NEOs' performance objectives with those of the Corporation's stakeholders. The members of the Human Resources and Compensation Committee have several years of experience negotiating executive compensation agreements and managing or advising large private and public corporations on compensation matters. For more information regarding the professional background and experience of each member of the Human Resources and Compensation Committee, please refer to the section entitled "Nominees for Election to the Board of Directors – Description of Proposed Director Nominees" of this Circular.

The Human Resources and Compensation Committee is charged with overseeing the administration of the Corporation's compensation plans, assisting the Board of Directors with its responsibilities in regard of the Corporation's executive officers' compensation, and reviewing and approving the disclosure of executive compensation as required by securities laws before such disclosure is disseminated to the public.

As part of its oversight of the implementation of the Corporation's compensation plans and policies, the Human Resources and Compensation Committee reviews and makes recommendations to the Board of Directors with respect to the adoption or amendment of incentive and equity-based compensation plans for the Corporation.

The Human Resources and Compensation Committee annually reviews and approves the corporate goals and objectives relevant to the compensation of NEOs, evaluates their performance in light of these goals and objectives and makes recommendations to the Board of Directors regarding their compensation packages. In setting compensation, the Human Resources and Compensation Committee considers all factors it deems relevant including the value of proposed compensation packages against those offered by companies comprising the comparator group to individuals with similar responsibilities, realized and realizable compensation earned by NEOs in prior years as well as shareholder return over the same period. The Committee has also been delegated by the Board of Directors the responsibility to conduct an annual evaluation of compensation-related risks.

In addition, the Human Resources and Compensation Committee is responsible for monitoring the succession planning process for NEOs as well as other key members of the senior management team. The objective of this process is to identify individuals who are able to move into key leadership roles not only in the normal course of the Corporation's growth but also in the event of an unplanned vacancy, and to assist these individuals in developing their skills and competencies. The Human Resources and Compensation Committee receives periodic updates from management on this leadership succession planning process, discusses succession scenarios, assesses the readiness of potential candidates to fill senior leadership roles and identifies roles for which an external talent search may be required.

Finally, as part of its mandate, the Human Resources and Compensation Committee has been delegated the oversight responsibility over the Corporation's human capital management. The Human Resources and Compensation Committee receives quarterly presentations from management on key ESG metrics related to human capital management, including workforce overview (number of employees and the types of employment held by them, turnover rates, diversity, compensation, talent development, and general employee well-being). The Human Resources and Compensation Committee may retain external compensation consultants to assist in the proper discharge of its mandated responsibilities.

The Board of Directors has adopted a written charter describing the mandate of the Human Resources and Compensation Committee. The charter of such committee was amended on April 23, 2012 to expressly reflect the compensation risk oversight responsibility delegated by the Board of Directors to the Human Resources and Compensation Committee, on April 29, 2020 to expressly reflect the human capital management oversight responsibility delegated by the Board of Directors to the Human Resources and Compensation Committee, and on April 20, 2021 to further clarify the scope of the committee's ESG-related responsibilities and executive compensation-related responsibilities.

The Human Resources and Compensation Committee's responsibilities include the following:

• (i) making recommendations to the Board of Directors regarding the Corporation's overall compensation philosophy and strategy;

• (ii) making recommendations regarding the Corporation's Director Compensation Policy;

• (iii) designing, establishing and overseeing the Corporation's Executive Compensation Policy;

• (iv) reviewing and approving and then recommending to the Board of Directors the compensation of NEOs;
• (v) reviewing and approving corporate goals and objectives relevant to the compensation of NEOs, including the evaluation of their performance in light of those goals and objectives and determining their respective compensation packages based on these evaluations;
• (vi) considering, at least annually, the implications of the risks associated with the Corporation's Executive Compensation Policy and/or practices;
• (vii) reviewing and approving annually the compensation discussion and analysis to be included in the Corporation's management proxy circular;
• (viii) reviewing, at least annually, compensation market data and competitor benchmark data to attract and retain the human resources needed;
• (ix) making recommendation to the Board of Directors with respect to the Corporation's management option plan, performance share unit plan and such other compensation plans or structures to be adopted by the Corporation from time-to-time;
• (x) administering the Annual Grant Plan and granting options, up to a number corresponding to the maximum number of shares reserved for issuance under the Option Plan and approved for distribution by the Board of Directors, in accordance with the terms of the Annual Grant Plan;
• (xi) approving the annual grants under the PSU Plan, as well as the performance objectives, the metrics against which performance will be measured at the end of the reference period and the applicable payout target and vesting scale;
• (xii) developing and reviewing the Corporation's management succession plans; and
• (xiii) reviewing, on a quarterly basis, the Corporation's policies and practices pertaining to human capital management across its operations, for consistency with the Corporation's vision and strategy.

Nominating and Governance Committee

The Nominating and Governance Committee is currently composed of three (3) independent directors, namely Elisa Garcia, Stephen Gunn and Huw Thomas. Stephen Gunn serves as the Chair of the Nominating and Governance Committee.

The Nominating and Governance Committee is mandated by the Board of Directors to assess, develop, recommend and review the Corporation's policies, programs and practices relating to business conduct and ethics, including the Corporation's Code of Conduct, as well as other corporate governance policies and guidelines, including from an ESG perspective, and ensure their implementation within the Corporation, review the size of the Board of Directors to ensure optimal decision-making and effectiveness, coordinate an annual evaluation of the Board of Directors, identify individuals qualified to become directors and recommend such individuals to the Board of Directors for election or appointment to the Board of Directors, and make recommendations to the Board of Directors concerning committee appointments.

The Nominating and Governance Committee is also responsible for reviewing the Corporation's governance structures to ensure that the Board of Directors can function independently of management and for assisting in maintaining an effective interaction between management and the Board of Directors, notably with respect to the purpose of the Corporation as an organization. As necessary, the Nominating and Governance Committee may retain external advisors to assist in the proper discharge of its mandated responsibilities. The Nominating and Governance Committee reviews the mandate of the Board of Directors and the charter for each committee of the Board of Directors and recommends changes, as necessary, to the Board of Directors.

The Board of Directors has adopted a written charter describing the mandate of the Nominating and Governance Committee. The charter of such committee was amended on April 20, 2021 to clarify the scope of the committee's ESG-related responsibilities and on March 28, 2023 to further define the committee's responsibility with respect to the review of the Corporation's Code of Conduct.

ORIENTATION AND CONTINUING EDUCATION

New Director Orientation

The Corporation provides an orientation process for newly elected or appointed members of the Board of Directors to enhance their understanding of the Corporation and their responsibilities as directors. As part of this orientation process, new directors attend in-person meetings with the Chairman and committee chairs to discuss the role of the Board of Directors, its committees and the expectations of directors with respect to contribution and time commitment.

New directors are provided with extensive information on the Corporation's corporate organization, operations, strategy, industry position, business plan and financial results. In order to fully grasp the role they are expected to play as directors and/or committee members, new directors are also provided with copies of the Corporation's key documents, including the Code of Conduct, the Vendor Code of Conduct, the Corporation's ESG reports, board and corporate policies, the mandate of the Board of Directors and the charters of each committee as well as the position descriptions for the CEO, the Chairman and the chairs of each committee.

To deepen and accelerate their understanding of the Corporation's business and operations, new directors are invited to participate in onboarding sessions with members of the Corporation's senior executive team to better understand the Corporation's key priorities, milestones and risks with respect to legal, business, financial, human resources, operational, environmental and information technology matters. Tours of the Corporation's head office, distribution centre, warehouses and stores are also organized.

New directors are also assigned an incumbent director as a mentor to provide perspective on the dynamics of the Board and offer ongoing guidance with respect to the work of the Board and its committees.

Continuing Education

As part of its mandate, the Nominating and Governance Committee is responsible for providing continuing education for all members of the Board of Directors. Senior management members make regular presentations to the Board of Directors in each of their respective areas, and directors are invited to meet individually with the CEO, the CFO, the COO, the CIO and other senior executives of the Corporation to discuss further any topic of interest to ensure that their knowledge and understanding of the Corporation's business remains current. Management periodically briefs the Board of Directors with up-to-date industry and benchmarking information, and experts are also invited to make presentations to the Board of Directors on relevant subjects of interest to the directors. Furthermore, tours of the warehouses, the distribution centre and the stores are held periodically to allow directors to enhance their understanding of the operational aspects of the Corporation's business and to directly acquaint with the communities in which it is located.

Directors also attend various external conferences, seminars and courses relevant to their directorship at the Corporation and inform management on a periodic basis of their attendance to any such events. The Corporation reimburses directors for expenses incurred by their attendance.

During the year ended January 29, 2023, members of the Board of Directors attended various internal and external education sessions and management presentations on important areas of focus for the Board and the Corporation, such as trends and developments in corporate governance, emerging practices regarding the retail industry, strategic growth and planning, risk management, trends in executive compensation, cybersecurity, human capital management, talent development, labour market challenges, ESG and diversity, equity and inclusion.

ASSESSMENTS

The Nominating and Governance Committee is responsible for providing oversight of the evaluation of the performance and effectiveness of the Board of Directors as a whole, its committees, the Chairman, committee chairs and individual directors. Every year, the Chair of the Nominating and Governance Committee meets with each director to discuss the director's performance and contribution to the Board of Directors and its committees, as applicable, and such director's assessment of the Board of Directors', the committees' and other directors' performance as well as to identify areas for improvement with respect to the practices of the Board of Directors and its committees. All directors are encouraged to give feedback and make suggestions. The Nominating and Governance Committee receives comments and discusses any such comments. The Chair of the Nominating and Governance Committee then presents the committee's findings and recommendations to the Board of Directors.

NOMINATION OF DIRECTORS

In addition to assessing current directors, the Nominating and Governance Committee is responsible for identifying and proposing new director nominees. The Nominating and Governance Committee actively seeks individuals qualified to become members of the Board of Directors and recommends such individuals for election to the Board of Directors by the shareholders or for appointment by the Board of Directors to fill a vacancy.

The Nominating and Governance Committee uses the matrix presented above to assist in reviewing the general business experience, the industry-specific expertise and ESG-related competencies of directors and of the Board of Directors as a whole. Directors and director nominees are not required to have significant experience and expertise in each of these areas. The Nominating and Governance Committee rather aims for the right balance and mix of skills and ensures that the Board of Directors, as a group, is well versed in those areas that are critical to the Corporation's success. When looking for potential director nominees, this matrix is an important tool used by the Nominating and Governance Committee to review strengths of incumbent directors and identify potential gaps in competencies and search for qualified candidates that have such competencies.

In addition to their expertise and experience, candidates must display ethical conduct, integrity and seasoned business judgment. Strong interpersonal skills are also essential to ensure open, candid, collegial and effective discussion and debate among the directors. Diversity is also one of the criteria considered in the director identification and selection process, formally embedded in the Board Diversity Policy adopted by the Board of Directors on March 28, 2018 and amended on April 20, 2021.

Finally, the Nominating and Governance Committee evaluates the ability of the candidate to devote sufficient time and resources to participate actively on the Board of Directors, and assesses potential conflicts of interest.

Throughout the process, the Chair of the Nominating and Governance Committee updates the Board of Directors and solicits input on candidates. Candidates are interviewed by members of the Nominating and Governance Committee and other directors, as appropriate. The Nominating and Governance Committee ultimately makes a recommendation to the Board of Directors, which approves the candidate for appointment or for election at the next annual meeting of shareholders, as applicable.

The Nominating and Governance Committee may identify candidates through individuals known or recommended to the members of the Board of Directors. The Nominating and Governance Committee may also seek assistance from search firms for the identification of candidates for nomination as directors. The search for qualified individuals is an ongoing process, regardless of whether there is a vacancy on the Board of Directors.

The Board of Directors is of the view that its size and composition are adequate and allow for efficient functioning of the board as a decision-making body. The Nominating and Governance Committee reviews the director skills matrix periodically to ensure that it remains aligned with the Corporation's strategic plan and the Board of Directors' needs.

ADVANCE NOTICE OF DIRECTOR NOMINATIONS

At the annual meeting of shareholders of the Corporation held on June 7, 2017, the shareholders ratified and confirmed By-Law No.2, a by-law relating to the advance nomination of directors of the Corporation by shareholders (the "Advance Notice By-Law").

Among other things, the Advance Notice By-Law fixes deadlines by which shareholders must submit a notice of director nominations to the Corporation prior to any annual or special meeting of shareholders where directors are to be elected and sets out the information that a shareholder must include in the notice. The Advance Notice By-Law does not interfere with the ability of shareholders to requisition a meeting or to nominate directors by way of a shareholder proposal in accordance with the CBCA.

To be timely, a shareholder must give a valid notice to the Corporation:

• (i) in the case of an annual meeting of shareholders (including an annual and special meeting), not less than thirty (30) days prior to the date of the meeting, provided, however, that in the event that the meeting is to be held on a date that is less than fifty (50) days after the date on which the first public announcement of the date of the meeting was made, notice by the nominating shareholder shall be made not later than the close of business on the tenth (10th) day following such public announcement; and
• (ii) in the case of a special meeting (which is not also an annual meeting) of shareholders called for the purpose of electing directors (whether or not also called for other purposes), not later than the close of business on the fifteenth (15th) day following the day on which the first public announcement of the date of the meeting was made.

The Advance Notice By-Law authorizes the chair of the meeting to determine whether a nomination was made in accordance with the procedures set forth in the Advance Notice By-Law and, if any proposed nomination is not in compliance with the Advance Notice By-Law, to declare that such defective nomination shall be disregarded. The Board of Directors may, in its sole discretion, waive any requirement of the Advance Notice By-Law.

The Advance Notice By-Law was filed with the Canadian securities regulatory authorities and is available on SEDAR at www.sedar.com and on the Corporation's website at www.dollarama.com.

CODE OF CONDUCT

On December 6, 2022, upon recommendation of the Nominating and Governance Committee, the Board of Directors approved a revamped code of conduct and ethics (the "Code of Conduct"), which was rolled-out in February 2023. The Code of Conduct, which applies to all Dollarama employees, executive officers and directors, acts as a framework in guiding Dollarama's operations and practices and sets out rules and guidelines for personal conduct and ethical decisions.

All employees are given a copy of the Code of Conduct when they are hired and are asked to sign an acknowledgement to signify their understanding of the Code. All directors, members of management and employees subject to an annual evaluation are required to confirm their compliance with the Code each year.

The objective of the Code of Conduct is to provide guidelines for maintaining the integrity, reputation, honesty, objectivity and impartiality of Dollarama. The Code of Conduct addresses topics such as human rights, diversity, equity and inclusion, health and safety, conflicts of interest, protection of assets and opportunities, confidential information and privacy, fair dealing with securityholders, customers, suppliers, competitors, employees and other business partners, insider trading, compliance with laws and reporting of any illegal or unethical behaviour.

Any person subject to the Code of Conduct is required to avoid or fully disclose interests or relationships that are harmful or detrimental to the Corporation's best interests or that may give rise to real, potential or apparent conflicts of interest.

The Code of Conduct also provides for whistleblower communication channels through which any illegal or unethical behaviour can be reported on a confidential basis. The Corporation's whistleblower channels are provided by an independent and secure reporting service and are accessible online or by phone. Any complaint or concern regarding compliance with the Code of Conduct can also be reported by any employee to his or her manager. Upon receipt of a complaint, (i) a report of the complaint is created; (ii) the report is assigned to the appropriate reviewer to evaluate the reported matter depending on the nature of the complaint and the individuals involved; (iii) an investigation of the reported matter is conducted, if required; and (iv) prompt and appropriate action to address the complaint is taken, if the report is substantiated.

On a quarterly basis and upon request, a designated person may be mandated to prepare a report for the Board of Directors, or the persons or committee appointed thereby, regarding complaints received, how they were handled, the results of any investigation and any corrective actions taken. Those procedures have been established to ensure that the Board of Directors or the persons or committee appointed under the Code of Conduct have the ultimate responsibility for the stewardship of the Code of Conduct.

The Code of Conduct was filed with the Canadian securities regulatory authorities and is available on SEDAR at www.sedar.com and on the Corporation's website at www.dollarama.com.

DIVERSITY

Diversity Policy

The Nominating and Governance Committee is mandated by the Board of Directors to, among other things, identify individuals qualified to become directors and recommend such individuals for election at annual meetings of shareholders or for appointment to fill vacancies occurring between meetings. In fulfilling its mandate, the Nominating and Governance Committee strives to ensure that the Board of Directors is populated by diverse individuals.

The Board of Directors recognizes the value and importance of diversity and adopted, in March 2018, a written policy that sets out the Corporation's approach to board diversity. The Board Diversity Policy sets a target to have each gender comprise at least 30% of all directors. This target was achieved in June 2021 and has now been surpassed with the appointment of Thecla Sweeney as director effective March 29, 2023.

Moreover, the Board Diversity Policy expressly states that the Nominating and Governance Committee will, besides women, endeavor to consider the level of representation of other "Designated Groups" (as defined below) on the Board in identifying and recommending candidates for election to the Board of Directors or for appointment between annual meetings of shareholders. However, the Nominating and Governance Committee chose not to recommend the adoption of formal targets for each of the other Designated Groups due to the small size of the Board of Directors and reliance on self-reporting.

The Board Diversity Policy requires that every search for new directors include diverse candidates. With respect to the representation of men and women on the Board of Directors, any search firm engaged to assist the Nominating and Governance Committee and the Board of Directors in identifying candidates for appointment as directors will be specifically directed to put forth at least an equal number of female candidates in comparison to male candidates.

The Board of Directors remains committed to increasing diversity as part of the board renewal process, taking into account skills, background, experience and expertise desired at that particular time to complement the mix of skills and experience of other directors. Beyond gender diversity, the Board of Directors will be looking at expanding diversity, in a broader sense, through future appointments.

All director nominees are fluent in English, four (4) also speak French fluently and one (1) also speaks Spanish fluently.

The Nominating and Governance Committee is responsible for monitoring the implementation of the Board Diversity Policy to ensure its effectiveness and for reviewing it on an annual basis.

While diversity is one of the criteria embedded in the director identification and selection process, recommendations for election and appointment to the Board of Directors will continue to be made primarily based on merit, in light of a variety of other factors, including the skills, experience, independence and knowledge that the Board of Directors, as a whole, requires to be most effective.

Representation of Women on the Board of Directors

Four out of ten directors (40%), or four out of eight independent directors (50%), are women. Assuming all nominees are elected at the Meeting, the Board will continue to be comprised of four women out of ten directors (40%).

Representation of Women in Executive Officer Positions

The Corporation is committed to promoting diversity and inclusion at all levels of the organization and takes into account the representation of women and the importance of diversity when filling executive level positions.

Because of the limited size of the executive team and the need to ensure that recruitment efforts and appointments are primarily based on the merits of the individuals and the needs of the Corporation at the relevant time, the Board of Directors has decided not to implement a policy regarding the representation of women in executive officer positions. However, the Board of Directors is committed to equality of opportunity and to the recruitment, retention, development and promotion of qualified female candidates among its workforce, including at the highest levels. As at the date hereof, the offices of COO and Corporate Secretary are occupied by women, out of a total of six executive officers appointed by the Board of Directors (33%).

Representation of "Designated Groups" on the Board of Directors and in Executive Officer Positions

The CBCA and its regulations require the Corporation to provide certain information about its policies on "Designated Groups", which term includes, without limitation, the four designated groups defined in the Employment Equity Act (Canada), namely (i) persons with disabilities, (ii) members of visible minorities, (iii) women, and (iv) Aboriginal peoples.

In connection with these diversity disclosure requirements, directors and executive officers of the Corporation were asked to disclose, on a voluntarily basis, whether they self-identify with one or more of the "Designated Groups". When a particular individual chose not to respond, the Corporation did not make assumptions or otherwise assign data to that individual. As at April 11, 2023, four (4) directors (or 40% of the Board of Directors) are women, two (2) executive officers (or 33% of the Corporation's executive officers) are women, and one (1) member of a visible minority is serving on the Board of Directors. Currently, there are no Aboriginal peoples or persons with disabilities serving on the Board of Directors or among executive officers.

The Board of Directors has not set targets regarding the representation of persons included in any of the Designated Groups on the Board (except for women) or in executive officer positions because of the limited size of the Board of Directors and of the executive team, reliance on self-reporting, and the need to ensure that recruitment efforts and appointments are primarily based on the merits of the individuals and the needs of the Corporation at the relevant time.

Consideration is given to diversity when identifying and nominating candidates for election to the Board of Directors and when appointing members of senior management but it remains one factor amongst many others and, except for the principles set out in the Board Diversity Policy, no special weighting is given to that criterion. See "Corporate Governance – Nomination of Directors" for additional information on the identification of new director nominees.

INDEMNIFICATION AND INSURANCE

The Corporation currently purchases directors and officers' insurance coverage. The Corporation also entered into indemnification agreements with each of its directors. The indemnification agreements generally require that the Corporation indemnify and hold the indemnitees harmless to the greatest extent permitted by law for liabilities arising out of the indemnitees' service to the Corporation as directors, provided that the indemnitees acted honestly and in good faith and in a manner the indemnitees reasonably believed to be in or not opposed to the Corporation's best interests and, with respect to criminal and administrative actions or proceedings that are enforced by monetary penalty, the indemnitees had no reasonable grounds to believe that their conduct was unlawful. The indemnification agreements also provide for the advancement of defence expenses to the indemnitees by the Corporation.

ESG MATTERS

ESG Oversight and Accountability

ESG matters are ultimately the responsibility of the Board of Directors and over the last several years have been further embedded in its mandate and in the charters and practices of its committees. Management is responsible for the development and implementation of ESG strategies and continues to work toward enhancing disclosure in this regard. Both management and the Board of Directors engage with stakeholders on an ongoing basis to understand and consider their expectations regarding ESG.

Board of Directors

• Responsible for oversight of corporate strategy, enterprise risk management framework, corporate governance policies, and human capital management
• ESG matters embedded in Board mandate and all Board committee charters
• Ongoing engagement with various stakeholders regarding ESG
• Ensure Dollarama has appropriate and timely ESG disclosure

	Audit Committee		Human Resources and Compensation Committee		Nominating and Governance Committee
	Responsible for overseeing ESG risks associated with operations and supply chain		Responsible for reviewing policies and practices pertaining to human capital management, including from an ESG		Responsible for developing and enhancing the Corporation's approach to matters of corporate governance, including Board
	Receives and reviews quarterly reports from management on		perspective		diversity
	ESG risks and opportunities		This includes those related to		Responsible for assessing,
	Assesses adequacy and effectiveness of management's ability to monitor, manage and mitigate ESG risks		corporate culture, recruitment, retention, incentives, advancement, as well as practices for supporting diversity and inclusion in the workplace		developing, recommending and implementing corporate governance policies and guidelines
	Reviews ESG disclosure
			Management

• Identifies ESG risks and opportunities
• Responsible for the development and implementation of ESG strategies in alignment with business priorities and stakeholder interests
• Responsible for reporting to the Board of Directors and its committees on ESG risks and opportunities
• Responsible for engaging with shareholders on ESG issues and providing feedback to the Management Committee and the Board of Directors

ESG Disclosure

The Corporation is committed to transparent disclosure. Since 2019, the Corporation has published various disclosure documents aimed at providing shareholders and stakeholders with increased visibility on the Corporation's ESG-related initiatives, challenges and priorities as well as ongoing progress on those initiatives. All of the Corporation's ESG reports are available for information purposes only on the Corporation's website at www.dollarama.com. The information on the Corporation's website does not form part of this Circular.

Before publishing its first ESG report in 2019, the Corporation identified the ESG subjects most relevant to the Corporation's business and to its stakeholders. The assessment began with an internal review of the risks inherent to the business and the supply chain, based on nearly three decades of operating experience. The baseline was a comprehensive independent enterprise risk assessment previously completed as part of the Corporation's ongoing risk management and mitigation planning. In 2018, management also worked with a specialized external consultancy firm to identify and review the key ESG areas relevant to the retail industry and to establish the topics most relevant to the Corporation. Both the enterprise risk assessment and the ESG analysis were informed by valuable feedback received from several large shareholders and shareholder advocates over the past few years.

The Corporation's approach to ESG matters is based on four pillars – Our People, Our Products, Our Supply Chain and Our Operations, and priority issues are as follows:

Actionable goals and priorities were also set in the four key areas, and the Corporation undertook to report on its progress every two years. On a quarterly basis, the Audit Committee also receives presentations from management on ESG matters, including a dashboard specifically addressing the four key areas deemed relevant and material to the business from an ESG perspective and tracking progress towards the attainment of the goals set for 2023.

SHAREHOLDER COMMUNICATION AND ENGAGEMENT

The Corporation strongly believes that engaging in dialogue with its shareholders and other stakeholders is crucial to its success as it allows management and the Board of Directors to inform their decision-making process and align the interests of the Corporation with those of shareholders. Over the last year, the Corporation has proactively engaged with a number of major shareholders, analysts, and other stakeholders in a direct, open and constructive dialogue, both formally and informally, to better understand key topics that are material to the investment community, discuss decisions made by management and the Board of Directors, and respond to questions addressed to management and the Board of Directors.

The Board encourages shareholder participation at the Meeting as it provides a valuable platform to discuss the Corporation's business, its corporate governance and other important matters. Between annual meetings, shareholders may initiate communications with and provide feedback to the Board through the office of the Corporate Secretary at corporatesecretary@dollarama.com. Requests made to this address are reviewed by the Corporate Secretary who determines whether the communication received should be addressed to the Board or should instead be addressed to management.

Virtual-only Annual Shareholder Meeting

The Corporation has chosen to hold the Meeting via live audio webcast again this year, with simultaneous translation in both official languages. The Corporation is committed to ensuring that the virtual experience provides shareholders with the same opportunity for participation and communication as would an in-person meeting, and undertakes to take required actions to meet the following three objectives.

• Clear instructions: Prior and during the virtual-only Meeting, shareholders are provided with clear instructions on the manner to attend the virtual-only Meeting, as well as on the procedure and on the timeline for submitting questions.
• Asking live questions: Shareholders and duly appointed proxyholders will be entitled to ask questions during the Meeting. Shareholders may also submit their questions in writing before the Meeting through corporatesecretary@dollarama.com (providing the investor's full name included on the form of proxy or voting instruction form, as applicable, to allow the Corporation to confirm the sender's status as shareholder as at the record date).

Transparency: All questions submitted by shareholders, provided they comply with the rules of conduct of the Meeting, will be disclosed at the Meeting or, if the time allocated to the question and answer session during the Meeting is not sufficient, will be posted on the Corporation's website shortly after the close of the Meeting.

GENERAL

Information contained herein is given as at April 11, 2023, except as otherwise stated. Management of the Corporation knows of no matter to come before the Meeting other than the matters referred to in the Notice of Meeting.

ADDITIONAL INFORMATION

The Corporation's financial information is included in the audited financial statements of the Corporation and notes thereto and in the accompanying management's discussion and analysis for the fiscal year ended January 29, 2023. Copies of these documents and additional information concerning the Corporation can be found on SEDAR under the Corporation's profile at www.sedar.com, on the Corporation's website at www.dollarama.com and at https://materials.proxyvote.com/25675T, and may be obtained upon request made to the Corporate Secretary of the Corporation, by mail (5805 Royalmount Avenue, Montreal, Quebec, H4P 0A1) or by email (corporatesecretary@dollarama.com).

SHAREHOLDER PROPOSALS

The Corporation received a total of five proposals from three different shareholders.

The full text of the proposals submitted for consideration at the Meeting, along with the proposals withdrawn by MÉDAC, has been reproduced in Schedule B to this Circular, along with the Corporation's responses.

Shareholder proposals for the Corporation's 2024 annual meeting of shareholders must be received by the Corporation by 5:00 p.m. (Montreal time) by March 9, 2024. They must be sent in writing to the attention of the Corporate Secretary of the Corporation, by mail (5805 Royalmount Avenue, Montreal, Quebec, H4P 0A1, Canada) or by email (corporatesecretary@dollarama.com).

APPROVAL BY DIRECTORS

The content and the sending to the shareholders of this Circular have been approved by the Board of Directors of the Corporation.

Dated at Montreal, Quebec, this 11th day of April 2023.

(signed) Laurence L'Abbé

Laurence L'Abbé Senior Vice-President, Legal Affairs and Corporate Secretary

SCHEDULE A MANDATE OF THE BOARD OF DIRECTORS OF DOLLARAMA INC. (the "Corporation")

1. PURPOSE

The members of the Board of Directors (the "Board") have the duty to supervise the management and affairs of the Corporation. The Board, directly and through its committees, shall provide direction to senior management, generally through the chief executive officer (the "CEO"), to pursue the best interests of the Corporation.

2. DUTIES AND RESPONSIBILITIES

The Board shall have the specific duties and responsibilities outlined below:

A. Strategic Planning

• (1) At least annually, the Board shall review and, if advisable, approve the Corporation's strategic planning process and the Corporation's annual strategic plan. In discharging this responsibility, the Board shall review the plan in light of management's assessment of emerging trends, the competitive environment, the opportunities for the business of the Corporation, risk issues, and significant business practices and products.
• (2) The Board shall review and, if advisable, approve the Corporation's annual business and capital plans as well as policies and processes generated by management relating to the authorization of major investments and significant allocation of capital.
• (3) The Board shall review management's implementation of the Corporation's strategic, business and capital plans. The Board shall review and, if advisable, approve any material amendments to, or variances from, these plans.

B. Risk Management

• (1) The Board shall periodically identify the principal risks associated with the Corporation's business and operations, review the implementation by management of appropriate systems to manage these risks, and review the reports by management relating to the operation of, and any material deficiencies in, these systems.
• (2) The Board shall verify that internal, financial, non-financial and business control and management information systems have been established by management.
• (3) The Board shall delegate, as appropriate, the oversight of enterprise risk management design and structure, the assessment of its effectiveness and the oversight of the principal risks to the Audit Committee.

C. Human Resource Management

(1) At least annually, the Board shall review the Human Resources and Compensation Committee's recommendations regarding the compensation of the CEO, the other executive officers and the Eligible Board members (as defined in the Director Compensation Policy).

• (2) At least annually, the Board shall review, in conjunction with the Nominating and Governance Committee, the succession plans of the Corporation for the chair of the Board (the "Chair"), the lead director of the Board (the "Lead Director") as applicable, the CEO and other executive officers, including the appointment, training and monitoring of such persons.
• (3) The Board shall, to the extent feasible, satisfy itself as to the integrity of the CEO and other executive officers of the Corporation and that the CEO and other senior officers strive to create a culture of integrity throughout the Corporation.

D. Corporate Governance

• (1) The Board shall review as applicable, the Nominating and Governance Committee's recommendations regarding the Corporation's corporate governance policies, the disclosure in the Corporation's public disclosure documents relating to corporate governance practices, the relationship between management and the Board, the Board's ability to act independently from management.
• (2) The Board has adopted the Code of Conduct and Ethics (the "Code") applicable to directors, officers and employees of the Corporation. At least annually, the Board shall review compliance with, or material deficiencies from, the Code. The Board shall receive reports from the CEO and/or Chief Financial Officer regarding breaches of the Code. The Board shall review investigations and any resolutions of complaints received under the Code.
• (3) The Board shall monitor conflicts of interest (real or perceived) of both the Board and management in accordance with the Code.
• (4) From time to time or as required, the Board shall review the Nominating and Governance Committee's recommendations regarding the Board Mandate and the mandates for each committee of the Board, together with the position descriptions of each of the Chair, the CEO, the Lead Director (as applicable) and the chairs of each Board committee.
• (5) The Board shall approve and submit the list of candidates for the position of director, as recommended by the Nominating and Governance Committee, to be voted on by shareholders.

E. Environmental, Social and Governance Matters (ESG)

• (1) The Board shall oversee and monitor the Corporation's approach, policies and practices related to ESG matters.
• (2) The Board shall maintain general oversight of ESG-related risks and opportunities and shall delegate, as appropriate, the oversight and monitoring of specific ESG-related risks and opportunities to the Board committees.

F. Communications

• (1) As required, the Board shall review the Nominating and Governance Committee's recommendations regarding the Corporation's disclosure policy, including measures for receiving feedback from the Corporation's stakeholders, and management's compliance with such policy.
• (2) The Corporation endeavors to keep its shareholders informed of its progress through an annual report, annual information form, quarterly interim reports and periodic press

releases. Directors and management meet with the Corporation's shareholders at the annual meeting and are available to respond to questions at that time.

• (3) In conjunction with management, the Board shall be available to respond to questions from shareholders at the Corporation's annual general meeting of shareholders.
• (4) Shareholders and other stakeholders may communicate with the Board at any time by contacting the office of the Corporate Secretary through the Corporation's website. The Corporate Secretary shall report periodically to the Board, or any Committee to which this responsibility is delegated, on any valid concerns expressed by shareholders and other stakeholders.

G. Composition

• (1) The composition and organization of the Board, including the number, qualifications and remuneration of directors, the number of Board meetings, Canadian residency requirements, quorum requirements, meeting procedures and notices of meetings shall comply with applicable requirements of the Canada Business Corporations Act, the securities laws and regulations applicable in the Province of Quebec and the articles and by-laws of the Corporation, subject to any exemptions or relief that may be granted from such requirements.
• (2) Each director must have an understanding of the Corporation's principal operational and financial objectives, plans and strategies, and financial position and performance. Directors must have sufficient time to carry out their duties and not assume responsibilities that would materially interfere with, or be incompatible with, Board membership. Directors who experience a significant change in their personal circumstances, including a change in their principal occupation, are expected to advise the chair of the Human Resources and Compensation Committee.
• (3) If the Chair is not independent (as defined in National Policy 58-201 Corporate Governance Guidelines, as may be amended from time to time), then the independent directors shall select from among their number an independent director who will act as "Lead Director" and who will assume responsibility for providing leadership to enhance the effectiveness and independence of the Board. The Chair, if independent, or the Lead Director if the Chair is not independent, shall act as the effective leader of the Board and ensure that the Board's agenda will enable it to successfully carry out its duties.

H. Committees of the Board

• (1) The Board has established the Audit Committee, the Human Resources and Compensation Committee and the Nominating and Governance Committee. Subject to applicable law, the Board may establish other Board committees or merge or dispose of any Board committee.
• (2) The Board has approved mandates for each of the Board committees and shall approve mandates for each new Board committee. The Board shall review the Nominating and Governance Committee's recommendations regarding the appropriate structure, size, composition, mandate and members for each Board committee, and approve any modifications to such items as considered advisable.

• (3) The Board has delegated to the applicable committee those duties and responsibilities set out in each committee's charter.

• (4) As required by applicable law, by applicable committee charter or as the Board may consider advisable, the Board shall consider for approval the specific matters delegated for review to the Board committees.

• (5) To facilitate communication between the Board and each of the Board committees, each committee chair shall provide a report to the Board on material matters considered by the committee at the first Board meeting after the committee's meeting.

I. Meetings

• (1) The Board will meet at least once in each quarter, with additional meetings held as deemed advisable. The Chair (or the Lead Director if the Chair is not independent) is primarily responsible for the agenda and for supervising the conduct of any Board meeting. Any director may propose the inclusion of items on the agenda, request the presence of, or a report by any member of senior management, or at any Board meeting raise subjects that are not on the agenda for that meeting.
• (2) Meetings of the Board shall be conducted in accordance with the Corporation's articles and by-laws.
• (3) The secretary of the Corporation (the "Corporate Secretary"), his or her designate or any other person the Board requests shall act as secretary of Board meetings. Minutes of Board meetings shall be recorded and maintained by the Corporate Secretary, or any other person acting in such capacity, and subsequently presented to the Board for approval.
• (4) The independent members of the Board shall hold regularly-scheduled meetings, or portions of regularly scheduled meetings, at which non-independent directors and members of management are not present.
• (5) Each director is expected to attend all meetings of the Board and any committee of which he or she is a member. Directors will be expected to have read and considered the materials sent to them in advance of each meeting and to actively participate in the meetings.
• (6) The Board shall have unrestricted access to management and employees of the Corporation (including, for greater certainty, its affiliates, subsidiaries and their respective operations). The Board shall have the authority to retain and terminate external legal counsel, consultants or other advisors to assist it in fulfilling its responsibilities and to set and pay the respective reasonable compensation of these advisors without consulting or obtaining the approval of any officer of the Corporation. The Corporation shall provide appropriate funding, as determined by the Board, for the services of these advisors.

J. Management

• (1) The Board shall approve position descriptions for the Chair, the Lead Director and the chair of each Board committee. As required, the Board shall review the Nominating and Governance Committee's recommendations regarding such position descriptions.
• (2) The Board shall approve a position description for the CEO which includes delineating management's responsibilities. The Board shall also approve the corporate goals and objectives that the CEO has responsibility for meeting. As required, the Board shall review this position description and, at least annually, such corporate goals and objectives.
• (3) Each new director shall participate in the Corporation's initial orientation program and each director shall participate in the Corporation's continuing director development programs.

As required, the Board shall review the Nominating and Governance Committee's recommendations regarding the Corporation's initial orientation program and continuing director development programs.

(4) This Board Mandate is a statement of broad policies and is intended as a component of the flexible governance framework within which the Board, assisted by its committees, directs the affairs of the Corporation. While it should be interpreted in the context of all applicable laws, regulations and listing requirements, as well as in the context of the Corporation's articles and by-laws, it is not intended to establish any legally binding obligations.

Adopted on October 16, 2009, last amended on April 20, 2021.

SCHEDULE B SHAREHOLDER PROPOSALS

SHAREHOLDER PROPOSALS SUBMITTED FOR CONSIDERATION AT THE MEETING

SHAREHOLDER PROPOSAL NO. 1 – DISCLOSURE OF SLL TARGETS

PROPOSAL SUBMITTED BY BCGEU

"RESOLVED THAT Dollarama disclose in its next interim financial report the specific targets for the Emissions Target and Gender Target, together with additional information on why Dollarama believes such SPTs to be relevant, of high strategic significance and consistent with Dollarama's overall ESG strategy."

ARGUMENTATION SUBMITTED BY BCGEU IN SUPPORT OF ITS PROPOSAL

"Since 2017, over \$809 billion of sustainability linked financial instruments have been brought to market.¹ Since January 2021, at least 45 Canadian public issuers have established sustainability linked loans (SLLs) and three have issued sustainability-linked bonds (SLBs).

SLBs and SLLs are designed to incentivize achievement of ESG goals through pricing incentives. Issuers select relevant key performance indicators (KPls), such as CO² reduction targets or gender diversity goals, and then set sustainability performance targets (SPTs) for each KPI.

The setting of KPls and SPTs is guided by the Sustainability Linked Bond Principles (SLBPs)² and the Sustainability Linked Loan Principles (SLLPs)³ . The SLLPs state:

• KPls should be
• o relevant, core and material to the borrower's business,
• o of high strategic significance, and
• o address relevant ESG challenges of the industry sector.
• SPTs should
• o be ambitious,
• o represent material improvement in KPls,
• o be consistent with the issuers' overall strategic ESG strategy, and
• o be determined on a predefined timeline.

Commentators have pointed to the lack of regulation of SLLs, and that borrowers' "self-policing" of compliance with the SLLPs may lead to greenwashing risks where the SLLPs are not adhered to.⁴

ln March 2022, Dollarama entered into an amended \$1 billion sustainability linked credit agreement (SLCA) with the following targets:

• reduction of Scope 1 and 2 greenhouse gas emissions intensity (Emissions Target); and
• increase of female gender representation in management positions (Gender Target).

¹https://www.ifc.org/wps/wcm/connect/306c321d-ea77-448d-85c6-7ce3899136a5/EMCompassNote+110Sustainability-Linked+Finance web.pdf?MOD=AJPERES&CVID=nVKABZX

² https://www.icmagroup.org/sustainable-finance/the-principles-guidelines-and-handbooks/sustainability-linked- bond-principles-slbp ³ https://www.lma.eu.com/application/files/8416/2210/4806/Sustainability Linked Loan Principles.pdf

⁴ https://www.nortonrosefulbright.com/en/knowledge/publications/3ff84c08/the-rise-of-sustainability-linked- loans

Dollarama has not disclosed any details regarding the Emissions and Gender Targets, and Dollarama has not publicly filed the SLCA on SEDAR. To ensure Dollarama's SPTs are not met with claims of greenwashing, investors need more information.

Dollarama's June 2022 Climate Strategy and ESG Update (ESG Update) separately describes a target to reduce Scope 1 and 2 GHG emissions intensity by 2030 versus a 2019 baseline, and a goal to maintain at least 40% female gender representation in management level positions. While the emissions goal has a 2030 timeframe, the terms of the four tranches of the SLCA expire between 2023 and 2027.

There is no timeline provided for the Gender Target. ln addition, Dollarama's ESG Update stated an objective to achieve more than 40% female gender representation within management positions, but also noted that it had met that goal in both 2020 and 2021, securing 41% and 44% female gender representation, respectively.

lnvestors wonder why Dollarama would set an objective in 2022 that was already met in 2020 and 2021.

Shareholders do not have specific targets for the Emissions or Gender Target, nor do they have enough information to determine whether these SPTs are relevant, strategic, ambitious, represent material improvement or, with respect to the Gender Target, goals that have already been achieved."

RESPONSE OF THE CORPORATION

Over the last several years, the Corporation has made steady progress on its approach to sustainability through the pursuit of measurable and actionable goals. Such efforts led to greater transparency with the publication of fulsome ESG reports starting in 2019 and, in June 2022, the development and publication of Dollarama's first climate strategy and roadmap, which includes specific ESG commitments in respect of greenhouse gas (GHG) emissions intensity and female representation, namely: (i) reducing Scope 1 and Scope 2 GHG emissions intensity by 25% by 2030 (using a 2019 baseline), and (ii) maintaining at least 40% female representation in management positions (collectively, the "ESG Targets"). It is in that context that Dollarama recently amended its credit facilities to convert them to a sustainability-linked loan structure (the "SLL"), which ties financing costs to performance against these two ESG Targets.

More specifically, the amendment introduced an annual pricing adjustment (the "Sustainability Pricing Adjustment") which may reduce or increase the borrowing cost based on the Corporation's annual performance against specific sustainability-performance targets ("SPTs") set for each financial year during the term of the facility. The SPTs rely on a detailed grid-based approach and have been developed based on, and are generally consistent and conceptually aligned with, the Corporation's ESG strategy and the two ESG Targets. To further incentivize the Corporation's annual progress against each SPT, the Sustainability Pricing Adjustment is structured such that the Corporation must exceed its ESG Targets in order to receive the full pricing benefit and, to the extent a base case scenario is not achieved, there will be a negative pricing impact.

As such, the proponent has mischaracterized the nature of a private borrowing agreement as an attempt at greenwashing. Rather, the entering into of the SLL is an opportunity for the Corporation to benefit from lower borrowing rates, while creating a further incentive to achieve, and surpass, its ESG Targets.

The SLL was structured utilizing the guidance of the Sustainability-Linked Loan Principles. In line with these principles, the SPTs are strategic, core and relevant to the Corporation's business, are ambitious and are consistent with its ESG strategy, which key attributes are validated by the sustainability structuring agents and the bank syndicate as part of the due diligence process. The Sustainability Pricing Adjustment is also

subject to a comprehensive assurance process, conducted on an annual basis by an independent thirdparty expert. As such, the SLL framework adds reliability and structure to the Corporation's ESG framework.

The Corporation believes that all reasonable and sufficient information necessary for investors to understand the Corporation's ESG strategy and the ESG targets that it has set to date, including the SPTs applicable to its SLL, have been made available in Dollarama's public disclosure.

The Board of Directors therefore recommends that shareholders vote AGAINST the proposal.

SHAREHOLDER PROPOSAL NO. 2 – USE OF THIRD-PARTY EMPLOYMENT AGENCIES

PROPOSAL SUBMITTED BY BCGEU

"RESOLVED shareholders request Dollarama prepare and disclose a report, at reasonable cost and omitting confidential and proprietary information, providing:

• the financial costs of using Temp Agencies to meet the corporation's warehouse and distribution centre needs, including a breakdown of the types and amounts of fees paid, and
• an analysis of why the costs outweighs the risks, including the potential for increased injuries of temp agency workers.

The report should disclose how staffing considerations have affected Dollarama's expansion plans."

ARGUMENTATION SUBMITTED BY BCGEU IN SUPPORT OF ITS PROPOSAL

"Dollarama is Canada's leading low-cost value retailer with over 1,400 stores, over 23,350 store employees, 620 head office and field management employees and over 220 warehouse and distribution centre employees. The company plans to open 700 stores in the coming decade.

An additional 965 to 1,695 workers in Dollarama's warehouse and distribution centres are not Dollarama employees; Dollarama outsources their positions to "well-established third-party agencies" (Temp Agencies). Dollarama is not responsible for hiring or training these workers, as they are considered Temp Agency employees.

In 2022, Dollarama announced plans to open a seventh warehouse in Laval to increase its warehousing capacity. The new 500,000 sqft facility is expected to be operational by the end fiscal 2023. Dollarama describes its use of Temp Agencies as "integral to [its] business model in order to continuously maintain the significant staffing requirements of these un-automated operations".

Shareholders have limited information on how Temp Agency arrangements function or the costs and fees associated with such arrangements. According to estimates, temp agencies charge a markup that typically ranges from 20% to 100% of the hired employee's wage, and may charge a 15-25% annual salary fee.⁵ The American Staffing Agency estimates an average wage markup of 52%.⁶

Shareholders require more information to understand the benefits of using Temp Agencies, and if the risks associated with their use are being managed.

⁵ https://www.businessnewsdaily.com/8750-work-with-staffing-agency.html

⁶ https://americanstaffing.net/research/asa-staffing-industry-data/staffing-industry-operations-survey/

Research into Dollarama's Agency Workforce

Forthcoming research from the University of Laval⁷ on workers at Dollarama's warehouses and distribution centres finds that:

• 83% of workers would prefer to be hired directly by Dollarama than an agency;
• 50% feel they cannot share their concerns with management, and 37% fear losing their jobs;
• over 83% of workers reported medium-high to high degree of risk associated with their job, and 78% reported a lack of health and safety risk measures.

Incidence of Temp Agency Worker Injuries

This is consistent with the Director of Public Health for Montreal who noted that the risk of occupational injury is between "high" and "extreme" for Temp Agency workers. Agency workers account for a higher proportion of injuries, and their occupational vulnerability causes them to hesitate to report occupational injuries and file for compensation.⁸

Recently, in announcing increasing oversight on temp agencies, the Quebec government reported that the number of temporary foreign workers injured on the job in Quebec more than doubled since 2021.⁹ "

RESPONSE OF THE CORPORATION

Dollarama's unique business model

Dollarama has a very large number of active seasonal stock-keepings units ("SKUs"), as well as a very important – and rapidly expanding – store footprint. This results in substantial and fluctuating staffing needs within the Corporation's logistics operations based on the seasonality of its business, inventory replenishment, SKU refreshment, both year-round and during peak seasons, and growing sales volumes. Dollarama therefore relies on the expertise of a limited number of reputable Quebec-based third-party employment agencies to meet the unique and fluctuating staffing requirements of its unautomated logistics operations, as previously disclosed in the Corporation's responses to similar proposals made by the same shareholder in the last two years. The use of employment agencies to meet the peaks favors employee retention and engagement as it avoids the necessity of regular cycles of lay-offs based on the seasonal needs of the business.

In addition, the recruitment and training capabilities required to support the staffing needs of the Corporation's logistics operations differ significantly from its existing capabilities with respect to store and head office operations. Such capabilities require, among other things, fulfilling a high volume of primarily entry-level positions, which by their very nature are subject to high turnover.

The use of staffing agencies is a practice that is common in both the public and private sectors. Employment agencies are often used to staff operations which are not fully automated and/or where a company or government may choose to outsource staffing needs because they do not have the internal recruitment and training capabilities required to support such needs. In Dollarama's case, the employment opportunities

⁷ "Mobilizing for Occupational Health and Safety in Warehouses: From Agency Workers to Digital Taylorism" (Dr. Martine D'Amours, et al.)

⁸https://www.researchgate.net/publication/317622792_Invisible_Workers_Health_Risks_for_Temporary_Agency_Workers_2 016_Report_of_the_Director_of_Public_Health_for_Montreal

⁹ https://www.cbc.ca/news/canada/montreal/temporary-foreign-workers-accidents-doubled-1.6764416

provided through such agencies represent between 5% to 7% of the Corporation's total workforce requirements, depending on volume and seasonality.

Promoting high health and safety standards for all workers

The agencies with which Dollarama partners have been diligently selected. They have developed an expertise in recruiting and training workers for the type of positions to be filled in the Corporation's facilities and understand the particular staffing needs of its business.

The concept of employment agencies in the province of Quebec is widely accepted and has been the subject of significant recent amendments to the Labour Standards Act which now requires that agencies possess the requisite permits from the Commission des normes, de l'équité, de la santé et de la sécurité du travail (CNESST). Quebec's labour laws also require the Corporation to apply the same health and safety standards for every individual working in its facilities, regardless of their status as employee of the Corporation or agency. In addition, the Corporation maintains wage rate parity between employees and agency workers accomplishing the same work, a concept that is also encompassed in the Labour Standards Act.

The agencies with which Dollarama partners must abide by Dollarama's Vendor Code of Conduct, which includes specific expectations regarding workplace health and safety standards and compliance with laws. As per its Vendor Code of Conduct, Dollarama does not engage with and has a zero tolerance for agencies which illegally deduct fees from employee wages. A violation of this zero-tolerance policy is grounds for Dollarama to terminate its relationship with a staffing agency.

Dollarama is committed to providing a safe and efficient work environment for all workers through consistent operating routines and by considering health and safety in every activity. Strict safety training requirements and proper personal protective equipment is a prerequisite for all workers, whether Dollarama employees or agency workers, and Dollarama ensures that agencies have onsite representatives at all times. Ultimately, all employees present in Dollarama facilities, whether employee of the Corporation or an agency, are subject to the same health and safety standards.

Agency workers have numerous avenues to report issues or voice concerns, including confidentially if they choose and they are also represented on and participate in meetings of the Corporation's distribution centre Health and Safety Committee, which meets regularly and is comprised of representatives of the Human Resources Department, distribution centre management, Dollarama floor employees and agency workers. The Health and Safety Committee is mandated to, among other things, address health and safety incidents and complaints and participate in the development, implementation and monitoring of programs to prevent workplace hazards. As such, it is highly unlikely that a lack of training or the occurrence of an occupational injury would go unreported or unnoticed.

The proponent cites forthcoming research from the University of Laval in order to support their argument that agency workers in Dollarama facilities are at an increased risk of injury; however, this research has not been published as of the date of this Circular and management and the Board have not been able to access or review it, despite their request.

The requested report would not be appropriate nor useful

Dollarama continues to actively monitor and engage with the employment agencies with which it works and to assess its outsourcing practices to ensure, among other things, the health and safety of all its workers and the continued relevance of such practices. The Corporation's public disclosure, including the financial reports that it produces from time to time, provide all necessary material and meaningful information for its shareholders and other stakeholders. The production of the requested report, in addition to not being appropriate or useful, could be prejudicial to the Corporation and its business by unduly providing others with access to confidential or proprietary information.

The Board of Directors therefore recommends that shareholders vote AGAINST the proposal.

SHAREHOLDER PROPOSAL NO. 3 – ADOPTION OF NET ZERO TARGETS

PROPOSAL SUBMITTED BY SHARE

"RESOLVED: Shareholders request Dollarama Inc. adopt interim- and long-term science-based greenhouse gas emissions reduction targets aligned with the Paris Agreement's ambition of maintaining global temperature rise to 1.5°C.

Targets should:

• Be publicly disclosed by the 2025 annual shareholders meeting;
• Cover the company's full range of operational and supply chain emissions (including Scopes 1, 2 and 3);
• Consider the guidance of advisory groups such as the Science-Based Targets Initiative;
• Be supported by an enterprise-wide climate transition plan that includes a detailed GHG emissions inventory (including all material scope 1, 2 and 3 emission categories) and the steps the company will take to achieve the targets, taking into considerations criteria used by advisory groups like CA100+ and CDP.

The company should report to investors on the same, at reasonable expense and excluding proprietary information."

ARGUMENTATION SUBMITTED BY SHARE IN SUPPORT OF ITS PROPOSAL

"In 2018, the Intergovernmental Panel on Climate Change advised that greenhouse gas emissions must be halved by 2030 and reach net zero by 2050 to limit global warming to 1.5°C to prevent the worst consequences of climate change and meet the goals of the Paris Agreement. The world is "way off track" and on "track to disaster". The risks climate change to long-term investors are systemic, un-hedgeable and undiversifiable. Companies that fail to align with 1.5°C actions pose material risks to themselves and the financial system as a whole.

Dollarama is exposed to significant operational, financial, and regulatory risks associated with climate change. The Company has articulated these risks, citing weather as potential logistics disruption and rising price of fuel and carbon as risk for operational cost increases. Despite this acknowledgement, the Company's 2022 ESG Update notes it "has not undertaken a formal climate-related risks, opportunities and scenarios analysis". It does not appear that aforementioned risks are being adequately addressed and managed.

While Dollarama has a goal to reduce its scope 1 and 2 emissions intensity by 25% by 2030, this goal is not aligned with climate-science and the 1.5-degree Paris goal. Furthermore, the Company has no 2050 target or timebound commitment to disclose and reduce scope 3 emissions, which likely constitute the majority of total company emissions.

Ambition of short- and long-term targets must increase, matching peers such as Loblaw Companies Ltd. and Empire Company Ltd. who announced commitments to achieve net-zero Scope 1 and 2 emissions by 2040 and net-zero Scope 3 emissions by 2050.

The company should also make a time bound commitment to scope 3 emissions disclosure and reduction. Peer company Dollar Tree recently reported a staggering 83% of the company's emissions are scope 3, likely mirrored in Dollarama's own emissions profile. The following peers have either set or committed to set scope 3 emissions reductions targets: Loblaw, Empire, Walmart, Costco, and Kroger Co.

By reporting emissions and 1.5 degree-aligned reduction targets across all relevant emissions scopes, Dollarama can provide investors with assurance that leadership is appropriately reducing company climate contributions and addressing the growing risks associated with climate change."

RESPONSE OF THE CORPORATION

Dollarama recognizes its role and responsibility in taking action to support global efforts to address climate change and global warming, which pose serious risks to the planet. Moreover, Dollarama recognizes that its own contribution to the attainment of global targets, including those aimed at limiting global warming, will be dependent upon the establishment and achievement of specific goals for its organization.

Dollarama's climate strategy and GHG emissions intensity reduction targets

Over the last several years, the Corporation has made steady progress on its sustainability journey, notably by improving its understanding of the various climate-related risks and opportunities applicable to its business and by enhancing its data collection capabilities regarding its carbon footprint. Such efforts led to greater transparency with the publication of fulsome ESG reports starting in 2019 and, in June 2022, the development and publication of Dollarama's first climate strategy and roadmap.

In setting its ESG strategy and targets, the Corporation seeks to establish goals and use metrics that are clear, rely on objective, scientific standards developed by independent third parties, and are measurable on a periodic basis based on reliable data made available or generated by or for the Corporation. While climate targets are set to be ambitious, they are also meant to be achievable.

In June 2022, Dollarama released its first-generation climate goal for its Canadian operations, namely a reduction of Scope 1 and Scope 2 GHG emissions by 25% on a per square foot basis by 2030 from a 2019 baseline. Dollarama's emission reduction strategy is grounded in an efficient, low-cost operating model and supported by an ongoing rollout of energy saving measures. It also takes into account the Corporation's starting point in terms of emission intensity, which is materially lower than the majority of its peers, the whole in an industry that is not as GHG intensive as other industries.

While providing a path to reducing its GHG emissions, the GHG intensity reduction targets adopted by the Corporation allow for the anticipated growth of its business, operations and store network. In fact, over the three most recently completed fiscal years, Dollarama opened a total of 195 net new stores, expanded a total of 47 stores and relocated a total of 20 stores, representing in the aggregate an addition of more than 2,000,000 square feet to its retail network in Canada, or an increase of 17.1% since February 2020. At the time of its initial public offering in 2009, the Corporation operated 585 stores in Canada. Such number of stores operated in Canada grew to 1,486 stores as at January 29, 2023, and the Corporation remains focused on expanding its retail operations within the Canadian market towards a long-term store target of approximately 2,000 stores by 2031.

The adoption of long-term absolute GHG emission reduction targets aligned with the 1.5-degree Paris goal, as requested by the proposal, would be incompatible with Dollarama's significant growth plans. Any attempt to establish and disclose such targets would also require numerous assumptions over a long period of time about future events, technological advancements and developments, which would be subject to several risks and uncertainties. In addition to being imprudent, the costs of generating such assumptions and setting targets would be burdensome and result in information which would not be expected to be useful to shareholders.

For these reasons, management and the Board believe that the GHG intensity reduction targets adopted by the Corporation are the most appropriate and advisable at this point.

Dollarama's commitment to measuring its full value chain emissions

With respect to other emissions, Dollarama has previously announced its commitment to measure and disclose its full value chain of emissions, including Scope 3 emissions, which can be challenging to measure and reduce given that they include emissions from third parties such as suppliers, which are generally beyond the direct control of Dollarama. The Corporation reiterated this commitment with the publication of its June 2022 climate strategy, noting that such work is ongoing. An update on this workstream will be provided in its next ESG report.

The Corporation also notes that additional guidance on definitions and methodologies applicable to GHG emissions reduction targets is expected to become available in the near term, which will contribute to clarifying expectations and further inform its ongoing work. The Corporation will continue to closely monitor any developments regarding the adoption of new rules relating to climate-related disclosure and ensure that it continues to comply at all times with applicable securities laws regarding disclosure requirements.

The Corporation remains committed to further reducing its carbon footprint in a responsible manner and to seeking additional ways to meaningfully increase the sustainability of its operations through the pursuit of tangible and measurable initiatives to minimize its energy consumption and environmental footprint across its operations and supply chain.

The Corporation has made considerable progress on its first-generation goal and is committed to adopting more challenging next-generation goals as it gains knowledge and experience through its ongoing emission reduction efforts and as additional regulatory guidance is made available. The Corporation will continue to periodically update the market with additional disclosure regarding GHG emissions in its ESG reporting.

For the reasons explained above, the Corporation believes that the adoption of additional targets, including absolute GHG emission reduction targets over a very-long period of time, is premature at this stage and would risk being counterproductive or misleading.

The Board of Directors therefore recommends that shareholders vote AGAINST the proposal.

* * *

WITHDRAWN SHAREHOLDER PROPOSALS

SHAREHOLDER PROPOSAL NO. 4 – LANGUAGE PROFICIENCY OF DIRECTORS

PROPOSAL SUBMITTED BY MÉDAC

"It is proposed that the languages in which the directors are fluent be disclosed in the skills and expertise matrix of the circular."

ARGUMENTATION SUBMITTED BY MÉDAC IN SUPPORT OF ITS PROPOSAL

"In recent years, several public debates over language have tarnished the reputation of major public companies in terms of their social responsibility and how they interpret their duties and obligations with respect to diversity, an inherent part of our society. Language, which is a cornerstone of our democratic institutions, is indeed a fundamental aspect of the community.

Such situations, which are harmful from every point of view, must not reoccur. To this end – and for several other reasons – it is appropriate for all interested parties (stakeholders) to know, through formal and official disclosure, the languages in which the directors of the Corporation are fluent. Evidently, "fluent" refers to a level of language proficiency that is sufficient to allow the general use of such language in all spheres of activity of both legal and natural persons; a level of language sufficient to enable all directors to assume their duties and functions fully and completely."

RESPONSE OF THE CORPORATION

As part of its director identification, assessment and selection process, the Nominating and Governance Committee considers a broad range of criteria to ensure that the Board is composed of directors which together bring a diverse and balanced mix of relevant skills, experience and perspectives. The Nominating and Governance Committee considers relevant business and professional skills and experience, including those outlined in the director skills matrix, in relation to the needs of the business and corporate strategy. Diversity criteria are also considered, in addition to numerous other factors, not limited to interpersonal skills, education, residency and language.

In developing the director skills matrix, the Board of Directors strives to ensure that the required skills and experience in relation to the needs of the business and the organization's strategic goals are adequately represented. The Board of Directors believes that the competencies included in the current skills matrix (disclosed on page 55 of this Circular) are appropriate in light of the strategic needs and priorities of the Corporation.

While there are no disclosure requirements with respect to language proficiency of directors under applicable law, the Corporation recognizes that languages spoken by its directors may be of interest to some of its shareholders. With the publication of this Circular, the Corporation has therefore enhanced its disclosure regarding the language(s) spoken fluently by its directors, which are disclosed on an aggregate basis in the "Diversity" section of this Circular beginning on page 64. This presentation is consistent with the Corporation's practice to disclose certain diversity attributes of its directors on an aggregate basis, which approach preserves the anonymity and confidential nature of the self-reported statements of its directors.

It was agreed with MÉDAC that no vote will be held at the Meeting with respect to this proposal.

SHAREHOLDER PROPOSAL NO. 5 – ABSTENTION VOTES AGAINST CERTAIN DIRECTORS

PROPOSAL SUBMITTED BY MÉDAC

"It is proposed that the Corporation examine each year, on a regular basis, the reasons which motivate or could motivate the relatively low level of support for the election of certain directors, including in its dialogue with shareholders, and disclose them in the circular."

ARGUMENTATION SUBMITTED BY MÉDAC IN SUPPORT OF ITS PROPOSAL

"The abstention votes are still (relatively) high for Mr. Bekenstein and Mr. Nomicos. Messrs. Gunn and David also received a significant amount of abstention votes. In the past, following explanations from the Corporation, we agreed not to submit similar proposals to a vote. However, the problem seems to persist. The Board can only rely on two directors to guide it in making decisions involving new technologies, cybersecurity, and artificial intelligence. Could this be the source of the apparent problem? Is there a talent refresh problem? Perhaps addressing these issues would enable the Corporation to resolve the situation and be more performant."

RESPONSE OF THE CORPORATION

The Board of Directors and the Nominating and Governance Committee are responsible for overseeing board renewal, assessing director independence and evaluating the performance and effectiveness of the Board of Directors as a whole on an annual basis. Through this process, the Board reviews and considers the voting results for the election of each director as part of its ongoing and annual assessment of the Board's effectiveness and makes recommendations with respect to Board composition. Moreover, directors and members of management regularly engage individually with shareholders and their representatives, including shareholders who have abstained from voting for the election of a director, to better understand their perspective, increase transparency regarding its governance practices and discuss various topics, including, as relevant, its rationale for not implementing arbitrary term limits or retirement policies.

While the Corporation cannot determine with certainty the reasons for each shareholder vote, discussions with shareholders have indicated that last year's voting results with respect to certain of its directors may have reflected the voting policies and guidelines of a limited number of institutional shareholders, most importantly with respect to director tenure, as disclosed in the "Corporate Governance" section of this Circular on page 55.

While being aware that tenure may be a factor taken into consideration by investors in their voting decisions, the Corporation believes that a long tenure does not necessarily impair a director's ability to act independently and that a director's tenure must be considered in the context of the tenure of other directors and the Board as a whole. Following this year's review process, while acknowledging the long tenure of certain directors, the Board of Directors unanimously concluded such directors bring invaluable experience and institutional knowledge to the Board, together with a deep understanding of the Corporation's operations, culture, history, competitive landscape and risks, which far outweigh any perceived risk associated with long tenure.

The Board of Directors believes that the proposed nominees collectively bring the right balance and mix of skills, perspectives and experience and that the Board of Directors, as a group, is well-versed in the areas critical to Dollarama's future success. In addition, while the Board considers that refreshment is important, and is pleased to have welcomed a new independent director in March, it also believes that corporate knowledge, stability and continuity are primordial, especially in a context where it continues to pursue ambitious growth plans.

The disclosure in this Circular, more specifically in the section entitled "Corporate Governance", provides all necessary material and meaningful information for the Corporation's shareholders and other stakeholders on this subject matter.

It was agreed with MÉDAC that no vote will be held at the Meeting with respect to this proposal.