New Break Resources Ltd. — AGM Information 2022

Nov 23, 2022

NEW BREAK RESOURCES LTD.

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the annual general meeting (the "Meeting") of shareholders of New Break Resources Ltd. ("New Break" or the "Corporation") will be held at 18 King Street East, Suite 902, Toronto, Ontario M5C 1C4, on the 15h day of December, 2022 at the hour of 11:00 a.m. (Toronto time), for the following purposes:

• 1. to receive the audited financial statements of the Corporation for the year ended December 31, 2021 together with the report of the auditors thereon;
• 1. to elect directors of the New Break Resources Ltd. for the ensuing year;
• 1. to re-appoint McGovern Hurley LLP, Chartered Professional Accountants, as auditors of the Corporation and to authorize the directors to fix their remuneration;
• 1. to consider, and if thought advisable, to approve an ordinary resolution re-approving the Corporation's Stock Option Plan, as more particularly described in the Management Information Circular of the Corporation dated November 14, 2022 (the "Circular"); and
• 1. to transact such further or other business as may properly come before the Meeting or any adjournment or postponements thereof.

The nature of the business to be transacted at the Meeting is described in further detail in the accompanying Circular. The Circular is deemed to form part of this Notice of Meeting. Please read the Circular carefully before you vote on the matters being transacted at the Meeting.

The record date for the determination of New Break shareholders entitled to receive notice of and to vote their New Break common shares is November 10, 2022. New Break shareholders whose names have been entered in the register of shareholders of New Break at the close of business on that date will be entitled to receive notice of and to vote their New Break common shares.

The Meeting will be held in the offices of Petersen McVicar LLP at 18 King Street East, Suite 902, Toronto, ON M5C 1C4.

The form of proxy, financial statement request form and a return envelope accompany this Notice of Meeting. Copies of the Circular, the audited financial statements of New Break for the years ended December 31, 2021 and 2020, and the auditors' report thereon, and accompanying MD&A (as such term is defined in the Circular) for the year ended December 31, 2021, are available to the public on the Corporation's website at https://www.newbreakresources.ca/investors/financial-reports/.

ALL NEW BREAK SHAREHOLDERS ARE STRONGLY ENCOURAGED TO VOTE PRIOR TO THE MEETING BY ANY OF THE MEANS DESCRIBED IN THE CIRCULAR.

New Break shareholders are requested to either: (i) date and sign the form of proxy and return it to New Break's transfer agent, TSX Trust Company ("TSXT"), 100 Adelaide Street West, Suite 301, Toronto, ON M5H 4H1; or (ii) complete the form of proxy online at https://www.voteproxyonline.com/pxlogin. In order to be valid, proxies must be completed online or be received by TSX Trust Company by 11:00 a.m. (Toronto time) on Tuesday, December 13, 2022.

If you a beneficial holder of New Break common shares and received these materials through your broker or another intermediary, please complete and return the form of proxy provided to you in accordance with the instructions provided therein.

The instrument appointing a proxy must be in writing and must be executed by the New Break shareholder or his or her attorney authorized in writing or, if the New Break shareholder is a corporation, under its corporate seal by a duly authorized officer or attorney thereof.

The persons named in the enclosed form of proxy are directors and/or officers of New Break. Each New Break shareholder has the right to appoint a proxyholder other than such persons, who need not be a shareholder, to attend and to act for them and on their behalf at the Meeting. To exercise such right, the names of the nominees of management should be crossed out and the name of the Shareholder's appointee should be legibly printed in the blank space provided.

DATED at Toronto, Ontario, this 14th day of November, 2022.

BY ORDER OF THE BOARD OF DIRECTORS

(signed) "Michael Farrant" President and Chief Executive Officer