NewOrigin Gold Corp. — Proxy Solicitation & Information Statement 2020

Mar 13, 2020

TRI ORIGIN EXPLORATION LTD.

VOTING INSTRUCTION FORM

FOR USE AT THE SPECIAL MEETING OF SHAREHOLDERS APRIL 16, 2020

The undersigned, being a holder of securities of Tri Origin Exploration Ltd. (the “ Corporation ”), hereby appoints, Robert I. Valliant, President the Corporation, or failing him, Jean-Pierre Janson, Director of the Corporation (collectively, the “ Management Nominees ”), or instead of either of them, the following Appointee, _________, as proxyholder for and on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the special meeting of the shareholders of the Corporation to be held on April 16, 2020 at 11:00 a.m. at Suite 902, 18 King Street East Toronto, Ontario (the “ Meeting ”), and at any adjournment or adjournments thereof, to the same extent and with the same power as if the undersigned were personally present at the Meeting or such adjournment or adjournments thereof. The undersigned hereby directs the proxyholder to vote the securities of the Corporation recorded in the name of the undersigned as specified herein.

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If any amendments or variations to the matters referred to above or to any other matters identified in the notice of meeting are proposed at the Meeting or any adjournment or adjournments thereof, or if any other matters which are not now known to management should properly come before the Meeting or any adjournment or adjournments thereof, this voting instruction form (“ VIF ”) confers discretionary authority on the person voting the voting instructions to vote on such amendments or variations or such other matters in accordance with the best judgment of such person. To be valid, this VIF must be received by the Corporation’s transfer agent, Capital Transfer Agency ULC., 390 Bay Street, Suite 920, Toronto, Ontario M5H 2Y2, Fax Number: 416.350.5008, not later than 48 hours, excluding Saturdays, Sundays and statutory holidays in the City of Toronto, Ontario, prior to the Meeting or any adjournment thereof. Late VIFs may be accepted or rejected by the Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late VIF. For assistance with respect to this VIF please contact Capital at the address or fax number provided above, by telephone at 1 844 499 4482 or via e-mail at info@capitaltransferagency.com.

This VIF revokes and supersedes all VIFs of earlier date.

DATED this day of , 20___.

Signature of Shareholder

Name of Shareholder (Please Print)

(See Reverse)

Number of Shares Held

VOTING INSTRUCTIONS – GUIDELINESS AND CONDITIONS

APPOINTING YOURSELF OR SOMEONE ELSE TO VOTE YOUR SECURITIES

The Corporation is providing you access to proxy-related materials for their security holder Meeting. Your name, address and information about your security holdings have been obtained in accordance with applicable securities regulations from the intermediary holding them on your behalf (which is identified by name, code or identifier in the information overleaf). The VIF is to enable your vote to be submitted on the stated matters. Please complete, sign, date and return the VIF. Unless you appoint yourself or a delegate to attend the Meeting and vote, your securities can be voted only by Management Nominees in accordance with your instructions.

We are prohibited from voting these securities on any of the matters to be acted upon at the Meeting without your specific voting instructions. The matters to be voted on at the Meeting are set out overleaf. 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.

THIS VIF MUST BE READ IN CONJUNCTION WITH THE MEETING MATERIAL. YOUR VOTING INSTRUCTIONS MUST BE RECEIVED NO LATER THAN THE DEADLINE SPECIFIED OVERLEAF IN THE VIF OR THE EQUIVALENT TIME BEFORE THE TIME AND DATE OF ANY ADJOURNMENT OR POSTPONEMENT OF THE MEETING.

VOTING INSTRUCTIONS AND AUTHORITY – NOTES

1. If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management voting recommendation highlighted for each resolution overleaf. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.

2. The appointment of the Management Nominees or another appointee gives them discretion to vote on any other matters that may properly come before the Meeting.

3. If Internet voting is available, you can provide your voting instructions on the website noted overleaf.

If you want to attend the Meeting and vote in person at the Meeting or appoint another person to do so, write your name or the name of the person attending the Meeting in the space provided on the VIF and return it. 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. When you or your Appointee arrives at the Meeting, they should give their name to the scrutineers and state that they are a proxy appointee. The Appointee must attend the Meeting in order for your securities to be voted.

Notice and Access

The Canadian Securities Regulators have adopted new rules effective for meetings held after March 1, 2013, which permit the use of notice-and-access for proxy solicitation instead of traditional physical delivery of proxy material. This new process provides the option to post meeting related materials including management information circulars as well as annual financial statements and management’s discussion and analysis (“ MD&A ”), on a website in addition to SEDAR. Under notice-and-access, meeting related materials will be available for viewing up to one year from the date of posting and a paper copy of the materials can be requested at any time during this period.

Disclosure regarding each matter or group of matters to be voted on at the Meeting is in the management information circular (the “ Circular ”) of the Corporation in respect of the Meeting under the heading “ Business of the Meeting – Matters to be Acted Upon ”. You should review the Circular before voting .

The Corporation has elected to utilize notice-and-access and provide you with the Meeting materials which are available electronically on www.sedar.com and also www.triorigin.com.

If you wish to receive a paper copy of the Meeting materials or have any questions about notice-and-access, please call 1-844-499-4482. In order to receive a paper copy in time for voting before the Meeting, your request should be received by April 2, 2020 .

1. To be valid, this VIF must be signed. Please date the VIF. If the VIF is not dated, it is deemed to bear the date of its being mailed to the security holders of the Corporation.

2. This form does not convey any right to vote in person at the Meeting. We urge you to read the overleaf instructions, and the Circular prior to completing, signing and returning the VIF so that your securities can be voted.

VOTING METHOD

FACSIMILE: (416) 350-5008 MAIL or HAND DELIVERY:

Capital Transfer Agency ULC 390 Bay Street, Suite 920, Toronto, Ontario, M5H 2Y2

INTERNET VOTING: Sign on to;

https://shareholderaccountingsoftware.com/cap/pxlogin and on the sign-on page enter the control number, which is displayed on the proxy above the holder’s name and address as displayed below:

Control # 9999 9999 9999 JOHN DOE 123 ANYWHERE ST ANYWHERE AW 123 123