Pan Orient Energy Corp. — Proxy Solicitation & Information Statement 2022

Jul 26, 2022

PAN ORIENT ENERGY CORP.

NOTICE OF SPECIAL MEETING

NOTICE IS GIVEN that, pursuant to an order of the Court of Queen's Bench of Alberta dated July 20, 2022 (the " Interim Order "), a special meeting (the " Meeting ") of the holders (" Shareholders ") of common shares (" Shares ") of Pan Orient Energy Corp. (" Pan Orient ") will be held at the Calgary Petroleum Club, Viking Room, 319 – 5[th] Avenue SW, Calgary, Alberta, on Tuesday, August 23, 2022, commencing at 9:00 a.m. (Calgary time), for the following purposes, all as more particularly described in the accompanying management information circular of Pan Orient dated July 20, 2022 (the " Circular "):

1. to consider and, if deemed advisable, to pass, with or without variation, a special resolution (the " Arrangement Resolution "), the full text of which is set forth in Appendix A to the Circular, to approve a plan of arrangement under Section 193 of the Business Corporations Act (Alberta) (the " Arrangement "), all as more particularly described in the Circular;

2. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution (the " CanAsia Equity Incentive Plan Resolution "), the full text of which is set forth in Appendix G to the Circular, to approve a security based compensation plan (the " CanAsia Equity Incentive Plan ") for CanAsia Energy Corp. (" CanAsia "), all as more particularly described in the Circular; and

3. to transact such other business as may be properly brought before the Meeting or any postponement or adjournment thereof.

The Arrangement Resolution must be passed (a) as a special resolution by a majority of not less than two-thirds of the votes cast by Pan Orient Shareholders who vote in respect of the Arrangement Resolution at the Meeting in person or by proxy and (b) as an ordinary resolution by a majority of the votes cast by Pan Orient Shareholders who vote in respect of the Arrangement Resolution at the Meeting in person or by proxy, excluding votes attached to Pan Orient Shares that are required to be excluded by Canadian Securities Administrators Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.

The CanAsia Equity Incentive Plan Resolution must be passed as an ordinary resolution by a majority of the votes cast by Pan Orient Shareholders who vote in respect of the CanAsia Equity Incentive Plan Resolution at the Meeting in person or by proxy. Completion of the Arrangement is not conditional on the approval by Shareholders of the CanAsia Equity Incentive Plan Resolution.

The Pan Orient board of directors has fixed July 6, 2022 as the record date for the determination of Shareholders entitled to notice of and to vote at the Meeting and at any postponement or adjournment thereof.

Only Shareholders of record on the record date are entitled to receive notice of and to vote at the Meeting, except to the extent that a Shareholder of record transfers his or her Shares after the record date and the transferee produces properly endorsed Share certificates or otherwise establishes that he or she owns the Shares, and demands, not later than ten days before the Meeting, that his or her name be included in the list of Shareholders entitled to vote.

A registered Shareholder may attend the Meeting in person or may be represented by proxy. Shareholders who are unable to attend the Meeting in person are requested to date, sign and return the accompanying form of proxy for use at the Meeting. To be effective, the form of proxy must be dated, signed and deposited with Computershare Trust Company of Canada (i) in person or by mail using the enclosed return envelope or one addressed to Computershare Trust Company of Canada, 8th Floor North Tower, 100 University Avenue, Toronto, Ontario, M5J 2Y1 or (ii) by telephone 1-866-732-VOTE (8683) toll free or (iii) through the internet at www.investorvote.com, not less than 48 hours, excluding Saturdays, Sundays and holidays, preceding the Meeting or any adjournment or postponement. The proxy deposit deadline is 9:00 a.m. (Calgary time) on Friday, August 19, 2022. The time limit for the deposit of proxies may also be waived or extended by the Chair of the Meeting at his discretion, without notice.

There are also procedures, described in the accompanying Circular, for beneficial Shareholders to give voting instructions to a broker, investment dealer, trust company, bank or other nominee (including CDS) that is the registered holder of a Shareholder's Shares.

Pursuant to the Interim Order, registered Shareholders are entitled to dissent in respect of the Arrangement Resolution and, if the Arrangement becomes effective, to be paid the fair value of their Shares in accordance with the right to dissent under

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Section 191 of the Business Corporations Act (Alberta), as modified by the Interim Order and the Arrangement. This right is described in detail in the Circular under "The Arrangement – Shareholder's Right to Dissent" .

Failure to comply strictly with the dissent procedures described in the Circular may result in the loss or unavailability of the right to dissent. Beneficial Shareholders who hold Shares registered in the name of a broker, investment dealer, trust company, bank, or other nominee (including CDS) who wish to dissent should be aware that only registered Shareholders are entitled to dissent. Accordingly, a beneficial Shareholder who wishes to exercise the right to dissent must arrange for the registered holder of such Shares to dissent on the beneficial Shareholder's behalf.

DATED at Calgary, Alberta on July 20, 2022.

By Order of the Board of Directors

(signed) Jeff Chisholm President and Chief Executive Officer

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