Orvana Minerals Corp. — Proxy Solicitation & Information Statement 2025

Jan 27, 2025

ORVANA

MINERALS CORP

Appointment of Proxyholder

This Form of Proxy is solicited by and on behalf of management of Orvana Minerals Corp. (the "Company") for use at the annual general meeting of holders of common shares of the Company to be held as a virtual meeting by webcast on Friday, February 14, 2025 at 9:30 a.m. EST (Toronto time) (the "Meeting"). I/We, being holder(s) of common shares of the Company hereby appoints Nuria Menendez, or failing her, Binh Vu, or, instead of either of the foregoing, the following appointee:

Print the name of the person you are appointing if this person is someone other than the individuals listed above

as proxy of the undersigned, to attend, act and vote on behalf of the undersigned in accordance with the below direction (or if no directions have been given, as the proxy sees fit) on all of the following matters and any other matter that may properly come before the Meeting, and at any adjournments or postponements thereof in the same manner, to the same extent and with the same powers as if the undersigned were personally present, with full power of substitution.

Management recommends voting FOR each director, and reappointing the auditor. Please use a dark black pencil or pen.

1. Election of Directors

To elect the following directors of the Company to hold office until the next annual general meeting of the Company.

	FOR	WITHHOLD
1. Michael Davies	☐	☐
2. Alfredo Garcia Gonzalez	☐	☐
3. Robert Metcalfe	☐	☐
4. Michael Mutchler	☐	☐

2. Appointment of Auditors

To reappoint PricewaterhouseCoopers LLP as auditors of the Company for the ensuing year and to authorize the directors to fix the auditor's remuneration.

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. The shares represented by this proxy will be voted for or withheld from voting in accordance with your instructions on any ballot that may be called for at the Meeting. If you specify a choice with respect to any matter to be acted upon, your shares will be voted accordingly. If no voting instructions are indicated above, this proxy will be voted FOR a matter by management's appointees or, if you appoint another proxyholder, as that other proxyholder sees fit. On any amendments or variations proposed or any new business properly submitted before the Meeting or any adjournment, I/we authorize you to vote as you see fit.

Signature(s) ____
Date ____

Please sign exactly as your name(s) appear on this proxy. Please see reverse for instructions. All proxies must be received by 9:30 am (Toronto time) on February 12, 2025.

Request For Financial Statements:

Under Canadian Securities Law, you are entitled to receive certain investor documents. If you wish to receive such material, please tick the applicable boxes below. You may also go to our website www.tsxtrust.com/financialstatements and input code 5443A.

☐ I would like to receive interim financial statements and related MD&As
☐ I would like to receive annual financial statements and the related MD&A

---

Proxy Form – Annual General Meeting of Shareholders of Orvana Minerals Corp. to be held on February 14, 2025 at 9:30 a.m. (Toronto time)

Notes to Proxy

1. You have the right to appoint a person, who need not be a shareholder of the Company, to represent you at the Meeting other than the persons named on this form of proxy. Such right may be exercised by inserting in the blank space provided the name of the person to be appointed.

2. This proxy must be signed by a shareholder or his or her attorney duly authorized in writing. If you are an individual, please sign exactly as your name appears on this proxy. If the shareholder is a corporation, a duly authorized officer or attorney of the corporation must sign this proxy, and if the corporation has a corporate seal, its corporate seal should be affixed.

3. If the securities are registered in the name of an executor, administrator or trustee, please sign exactly as your name appears on this proxy. If the securities are registered in the name of a deceased or other holder, the proxy must be signed by the legal representative with his or her name printed below his or her signature, and evidence of authority to sign on behalf of the deceased or other holder must be attached to this proxy.

4. Some holders may own securities as both a registered and a beneficial holder; in which case you may receive more than one Management Information Circular and will need to vote separately as a registered and beneficial holder. Beneficial holders may be forwarded either a form of proxy already signed by the intermediary or a voting instruction form to allow them to direct the voting of securities they beneficially own. Beneficial holders should follow instructions for voting conveyed to them by their intermediaries.

5. If a security is held by two or more individuals, any one of them present or represented by proxy at the Meeting may, in the absence of the other or others, vote at the Meeting. However, if one or more of them are present or represented by proxy, they must vote together the number of securities indicated on the proxy.

All holders should refer to the Management Information Circular for further information regarding completion and use of this proxy and other information pertaining to the Meeting.

This proxy is solicited by and on behalf of management of the Company.

How to Vote

INTERNET	TELEPHONE
• Go to www.tsxtrust.com/vote-proxy	Use any touch-tone phone, call toll free in Canada and United States
• Cast your vote online	1-888-489-5760 and follow the voice instructions
• View Meeting documents

To vote by telephone or internet you will need your control number. If you vote by Internet or telephone, do not return this proxy.

MAIL, FAX or EMAIL

• Complete and return your signed proxy in the envelope provided or send to:

TSX Trust Company
Proxy Department
P.O. Box 721
Agincourt, Ontario, M1S 0A1

• You may alternatively fax your proxy to 416-595-9593 or scan and email to proxyvote@tmx.com

An undated proxy is deemed to be dated on the day it was received by TMX Trust.

If you wish to receive investor documents electronically in future, please visit https://www.tsxtrust.com/edelivery to enrol.

All proxies must be received not later than 9:30 a.m. (Toronto time) on February 12, 2025, or in the case of any adjournment of the Meeting, not less than 48 hours, Saturdays, Sundays and holidays excepted, prior to the time of the adjournment of the meeting.