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Numinus Wellness Inc. — Proxy Solicitation & Information Statement 2025
Jul 28, 2025
44123_rns_2025-07-28_786777c3-2089-444d-8192-e179f5a46704.pdf
Proxy Solicitation & Information Statement
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OFFICER'S CERTIFICATE
Pursuant to Section 2.20 of National Instrument 54-101
Communication with Beneficial Owners of Securities of a Reporting Issuer
(the "Instrument")
TO:
Alberta Securities Commission
British Columbia Securities Commission
Manitoba Securities Commission
Financial and Consumer Services Commission - New Brunswick
Office of the Superintendent of Securities – Newfoundland and Labrador
Nova Scotia Securities Commission
Ontario Securities Commission
Office of the Superintendent of Securities – Prince Edward Island
Autorité des marchés financiers - Québec
Financial and Consumer Affairs Authority – Securities Division - Saskatchewan
Office of the Superintendent of Securities – Northwest Territories
Office of the Superintendent of Securities – Nunavut
Office of the Superintendent of Securities – Yukon
Toronto Stock Exchange
RE: Annual General and Special meeting (the "Meeting") of the shareholders of Numinus Wellness Inc. (the "Corporation") to be held on August 28, 2025
I, Michael Tan, Chief Executive Officer of the Corporation, hereby certify for and on behalf of the Corporation as an officer of the Corporation, and not in my personal capacity, that, as of the date of this Certificate:
- in accordance with the requirements set out in section 2.20(a) of the Instrument, arrangements have been made to have the proxy-related materials for the Meeting sent in compliance with the applicable timing requirements in sections 2.9 and 2.12 of the Instrument;
- in accordance with the requirements set out in section 2.20(b) of the Instrument, arrangements have been made to carry out all of the requirements of the Instrument in addition to those described in subparagraph 1 above; and.
- the Corporation is relying upon section 2.20 of the Instrument to abridge certain time periods specified in the Instrument applicable to the Meeting
DATED as of July 29, 2025.
Numinus Wellness Inc.
/s/ Michael Tan
Name: Michael Tan
Title: Chief Executive Officer