Nobel Resources Corp. — AGM Information 2021

Jan 21, 2021

NOVO19 CAPITAL CORP.

Computershare

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

Security Class

Holder Account Number

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Form of Proxy - Annual General and Special Meeting to be held on February 10, 2021

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
2. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
5. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
6. The securities represented by this proxy will be voted in favour or withheld from voting or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.
8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Poxies submitted must be received by 5:00 p.m. (EST) on February 8, 2021.

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

To Vote Using the Telephone

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

1-866-732-VOTE (8683) Toll Free

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 proxy.

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 appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

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

CONTROL NUMBER

01OMCA

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Appointment of Proxyholder

I/We being holder(s) of Novo19 Capital Corp. hereby appoint: Dave Mitchell, or failing him, Matthew Goldman,

OR

Print the name of the person you are appointing if this person is someone other than the Chairman of the 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 General and Special Meeting of shareholders of Novo19 Capital Corp. to be held telephonically on February 10, 2021 at 10:00 a.m. (EST) and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY NICHOLIGHTED TEXT OVER THE BOXES.

1. Election of Directors

For	Withhold	For	Withhold
01. David Mitchell	☐ ☐	02. Matthew Goldman	☐ ☐
For	Withhold
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2. Appointment of Auditors

Appointment of Wasserman Ramsay, Chartered Accountants as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration.

For	Against
☐ ☐

3. Election of Nobel Directors on Completion of Nobel Transaction

Subject to, and on completion of, the Nobel Transaction, as described in the Circular, David Gower, Lawrence Guy, Vernon Arseneau, Jeff Glass and Michael Shuh shall be appointed as directors to serve until the next annual meeting of shareholders or until their successors are appointed or assigned.

For	Against
☐ ☐

4. Appointment and Remuneration of Auditors on Completion of Nobel Transaction

Subject to, and on completion of, the Nobel Transaction, as described in the Circular, McGovern Hurley LLP is appointed as auditors of the Corporation to serve until the next annual meeting of shareholders.

For	Against
☐ ☐

5. Change of Name on Completion of Nobel Transaction

Subject to, and in conjunction with the Nobel Transaction, as described in the Circular, the articles of the Corporation are amended to change the name of the Corporation to "Nobel Resources Corp." or such other name as the Board of Directors, in its sole discretion, deems appropriate and the Director appointed under the Business Corporations Act (British Columbia) may permit.

For	Against
☐ ☐

6. Share Consolidation on Completion of Nobel Transaction

If and when the directors of the Corporation shall deem appropriate to do so, the issued and fully paid Common Shares without par value of the Corporation be consolidated on the basis of a minimum two (2) and maximum ten (10) pre-consolidation common shares for each one (1) post-consolidation common share, or such other ratio as the board may determine in its sole discretion.

For	Against
☐ ☐

7. Change of Registered Office on Completion of Nobel Transaction

On or after closing of the Nobel Transaction, the articles of the Corporation are amended to change the address of the registered office of the Corporation to 36 Lombard Street, Floor 4, Toronto, ON, M5C 2X3, or such other address as the board of directors, in its sole discretion, deems appropriate and the Director appointed under the Business Corporations Act (British Columbia) may permit.

For	Against
☐ ☐

8. Stock Option Plan Amendment Approval

The Stock Option Plan of the Corporation, in the form attached to the Circular, is hereby adopted and approved.

☐	☐

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

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Signature(s)	Date
MM / DD / YY
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Interim Financial Statements – Mark this box if you would like to receive Interim Financial Statements and accompanying Management's Discussion and Analysis by mail.

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

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

XCMQ

310517

AR1

01OMDB