MTL Cannabis Corp. — Proxy Solicitation & Information Statement 2023

Jun 29, 2023

Fold

==> picture [36 x 239] intentionally omitted <==

==> picture [124 x 56] intentionally omitted <==

==> picture [97 x 18] intentionally omitted <==

8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com

Security Class

Holder Account Number

Intermediary

Voting Instruction Form (“VIF”) - Annual and Special Meeting to be held on July 28, 2023

NON-REGISTERED (BENEFICIAL) SECURITYHOLDERS

1. We are sending to you the enclosed proxy-related materials that relate to a meeting of the holders of the series or class of securities that are held on your behalf by the intermediary identified above. Unless you attend the meeting and vote in person, your securities can be voted only by management, as proxy holder of the registered holder, in accordance with your instructions.

2. We are prohibited from voting these securities on any of the matters to be acted upon at the meeting without your specific voting instructions. In order for these securities to be voted at the meeting, it will be necessary for us to have your specific voting instructions. Please complete and return the information requested in this VIF to provide your voting instructions to us promptly.

3. If you want to attend the meeting and vote in person, please write your name in the place provided for that purpose in this form. You can also write the name of someone else whom you wish to attend the meeting and vote on your behalf. Unless prohibited by law, the person whose name is written in the space provided will have full authority to present matters to the meeting and vote on all matters that are presented at the meeting, even if those matters are not set out in this form or the information circular. Consult a legal advisor if you wish to modify the authority of that person in any way. If you require help, please contact the Registered Representative who services your account.

4. This VIF should be signed by you in the exact manner as your name appears on the VIF. If these voting instructions are given on behalf of a body corporate set out the full legal name of the body corporate, the name and position of the person giving voting instructions on behalf of the body corporate and the address for service of the body corporate.

5. If this VIF is not dated, it will be deemed to bear the date on which it is mailed by management to you.

6. When properly signed and delivered, securities represented by this VIF will be voted as directed by you, however, if such a direction is not made in respect of any matter, the VIF will direct the voting of the securities to be made as recommended in the documentation provided by Management for the meeting.

7. This VIF confers discretionary authority on the appointee to vote as the appointee sees fit in respect of amendments or variations to matters identified in the notice of meeting or other matters as may properly come before the meeting or any adjournment thereof.

8. Your voting instructions will be recorded on receipt of the VIF.

9. By providing voting instructions as requested, you are acknowledging that you are the beneficial owner of, and are entitled to instruct us with respect to the voting of, these securities.

10. If you have any questions regarding the enclosed documents, please contact the Registered Representative who services your account.

Fold

1. This VIF should be read in conjunction with the information circular and other proxy materials provided by Management.

VIFs submitted must be received by 5:00 pm, Eastern Time, on July 26, 2023.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

==> picture [31 x 31] intentionally omitted <==

To Vote Using the Telephone

• Call the number listed BELOW from a touch tone telephone.

1-866-734-VOTE (8683) Toll Free

==> picture [31 x 31] intentionally omitted <==

To Vote Using the Internet

• Go to the following web site: www.investorvote.com

• Smartphone? Scan the QR code to vote now.

If you vote by telephone or the Internet, DO NOT mail back this VIF.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. Voting by mail or by Internet are the only methods by which a holder may choose an appointee other than the Management appointees named on the reverse of this VIF. Instead of mailing this VIF, you may choose one of the two voting methods outlined above to vote this VIF.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

01XDPA

==> picture [155 x 34] intentionally omitted <==

Appointee(s)

I/We being holder(s) of Canada House Wellness Group Inc., hereby appoint: Dennis Moir or failing this person, Alex Kroon

OR

If you wish to attend in person or appoint someone else to attend on your behalf, print your name or the name of your appointee in this space (see Note #3 on reverse).

Note: If completing the appointment box above YOU MUST go to https://www.computershare.com/CHWGroup and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with a user name to gain entry to the online meeting.

as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of shareholders of Canada House Cannabis Group Inc., that will be held on July 28, 2023 at 9:00 a.m (Eastern time) at the offices of Fasken Martineau DuMoulin LLP, 800 Victoria Square, Suite 3500, Montréal, Quebec H4Z 1E9 in the 11 & 12 Boardroom and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

1. Election of Directors

VOTING RECOMMENDATIONS ARE INDICATED BYHIGHLIGHTED TEXT OVER THE BOXES. 1. Election of Directors
For Against For Against	For	Against
01. Norman Betts 02. Richard Clement 03. Dennis Moir			Fold
04. Shawn Graham 05. Gaetan Lussier 06. Erik Bertacchini
2. Election of Directors upon Completion of the Transaction:
For Against For Against	For	Against
01. Erik Bertacchini 02. Richard Clement 03. Dennis Moir
04. Yves Metten 05. Tarek Ahmed
	For	Withhold
3. Appointment of Auditors
Appointment of Ernst & Young as Auditors of the Corporation for the ensuing year and authorizing the Directors to fx their remuneration.
4. Transaction Approval Resolution	For	Against
To consider and, if thought advisable, to pass, with or without variation: (a) by an ordinary resolution of Shareholders for purposes of Policy 8 of the Canadian
Securities Exchange –Fundamental Changes and Changes of Business, and (b) by an ordinary resolution of the “disinterested shareholders” for purposes of
Multilateral Instrument 61-101 -Protection of Minority Security Holders in Special Transactions, a resolution in the form set forth in the accompanying Management
Information Circular approving the closing of the second tranche of the Corporation’s transaction with Montréal Cannabis Médical Inc..
5.To consider and, if thought advisable, to pass, with or without variation, by way of vote of the disinterested shareholders in respect of such resolution, an ordinary
resolution in the form set forth in the accompanying Management Information Circular approving the amendments to certain investment instruments among Archerwill Investments Inc. and the Corporation.			Fold

5. To consider and, if thought advisable, to pass, with or without variation, by way of vote of the disinterested shareholders in respect of such resolution, an ordinary resolution in the form set forth in the accompanying Management Information Circular approving the amendments to certain investment instruments among Archerwill Investments Inc. and the Corporation.

6. To consider and, if thought advisable, to pass, with or without variation, a special resolution in the form set forth in the accompanying Management Information Circular authorizing an amendment of the Corporation’s articles to change the name of the Corporation to “MTL Cannabis Corp.” or such other name as the directors may approve.

7. To consider and, if thought advisable, to approve and authorize a resolution, the full text of which is set forth in the accompanying Management Information Circular, approving the Company’s stock option plan, and the unallocated stock options under the Corporation’s stock option plan;

Authorized Signature(s) - This section must be completed for your instructions to be executed.

If you are voting on behalf of a corporation or another individual you may be required to provide documentation evidencing your power to sign this VIF with signing capacity stated.

Signature(s)	MM /DD /YY Date

Interim Financial Statements – Mark this box if you Annual Financial Statements – Mark this box if you would like to receive Interim Financial Statements and would like to receive the Annual Financial Statements and accompanying Management’s Discussion and Analysis accompanying Management’s Discussion and Analysis by mail. by mail.

If you are not mailing back your VIF, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.

H F S Q

A R 1

3 5 4 2 8 1

01XDQD