Pershimex Resources Corporation — Proxy Solicitation & Information Statement 2022

Nov 25, 2022

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NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

AND

MANAGEMENT INFORMATION CIRCULAR

WITH RESPECT TO AN

AMALGAMATION

INVOLVING

PERSHIMEX RESOURCES CORPORATION

AND

MERGERCO, AFFILIATE OF ABCOURT MINES INC.

This information is provided in connection with the solicitation by the management of Pershimex Resources Corporation of proxies to be voted at the Annual and Special Meeting of the Shareholders of the Corporation to be held on December 20, 2022, at Hotel Albert, 84, Main Avenue, RouynNoranda, Québec, Canada, at 10:00 a.m. (Montréal Time).

DATED November 18, 2022

These materials are important and require your immediate attention. They require Shareholders to make important decisions. If you are in doubt as to how to make such decisions please contact your financial, legal, tax or other professional advisors. If you are an affected Security Holder and have any questions or require more information with regard to voting by proxy, please contact Computershare Investor Services Inc.

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NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON DECEMBER 20, 2022

TO THE SHAREHOLDERS:

NOTICE IS HEREBY that an annual and special meeting of the holders of common shares (the “Common shares”) of Pershimex Resources Corporation (the “Corporation”) will be held on December 20, 2022, at 10:00 a.m. (the “Meeting”), at Hotel Albert, 84 Main Avenue, Rouyn-Noranda, Québec, Canada, J9X 4P2 for the following purposes:

1. receive the annual financial statements for the fiscal year ended February 28, 2022, as well as the auditors' reports thereto;

2. proceed with the election of the directors of the Corporation, until the next annual meeting of shareholders or the completion of the proposed Amalgamation;

3. appoint the auditor of the Corporation and authorize the directors to fix its remuneration, to be effective as of the Outside Date if the Amalgamation is no longer contemplated;

4. approve the rolling Stock Option Plan of the Corporation;

5. consider, and, if thought appropriate, to approve a special resolution, with or without variation, the full text of which is set forth in this management information circular (the “Information Circular” or “Circular”), approving Amalgamation Agreement (the “Amalgamation”) pursuant to section 182 of the Canada Business Corporations Act (the “CBCA”) involving, among other things, the indirect acquisition by Abcourt Mines Inc. (“Abcourt”) of all of the outstanding class “A” shares of Pershimex (the “Shares” or the “Pershimex Shares”) through an amalgamation, all as more particularly described in the Information Circular; and

6. to transact such other business as may properly be submitted at the Meeting or any postponement or adjournment thereof.

THE BOARD OF PERSHIMEX UNANIMOUSLY RECOMMENDS THAT THE PERSHIMEX SHAREHOLDERS VOTE FOR THE RESOLUTION RELATING TO THE AMALGAMATION.

The Information Circular and forms of proxy for the Meeting accompanying this Notice of Meeting contain additional information relating to matters to be dealt with at the Meeting.

Affected Shareholders may attend the Meeting in person or may be represented by proxy. Should you be unable to attend the Meeting, please complete and sign the enclosed proxy and return said proxy as soon as possible in the envelope provided herein. Your shares will be voted in accordance with your instructions as indicated on the proxy. Please note that said proxy will not be valid unless it is deposited at the offices of

Computershare Investor Services Inc. (“Computershare”), at 1500 Robert -Bourassa Boulevard, 7[th] Floor, Montréal (Québec) H3A 3S8 or at 100 University Street, 8[th] Floor, Toronto (Ontario) M5J 2Y1, no later than forty-eight (48) hours (other than a Saturday, Sunday or holiday) preceding the Meeting or the time set for any adjournment or postponement of the Meeting unless it is delivered directly to the Chairperson of the Assembly prior to the commencement of the Assembly or the time set for any adjournment or postponement of such. A person appointed as proxy holder need not be a shareholder of the Corporation. Common Shares Holders may also vote their Common Shares (i) by calling the toll-free telephone number 1-866-732-8683 or such other number as may be specified on the proxy card or voting instruction form or (ii) by accessing the following website: www.investorvote.com.

Notice is also hereby given that the Board has fixed the record date for the Meeting at the close of business on November 2, 2022 (the “Record Date”). Only common shares holders as of the Record Date are entitled to receive notice of and to vote at the Meeting. Shareholders as of the Record Date shall be entitled to vote at the Meeting, unless they assign their Shares after the Record Date, in which case the assignee of such Shares shall be entitled to vote at the Meeting if he or she establishes that he or she owns such Shares and requests, not later than ten (10) days prior to the Meeting, that the name of the assignee be included in the list of Shareholders entitled to vote at the Meeting.

SIGNED at Rouyn-Noranda, Québec, on November 18, 2022.

BY ORDER OF THE BOARD OF DIRECTOR

(Signed) Loïc Bureau

Loïc Bureau, Chairman of the Board

Enclosed herewith: Management Information Circular Forms of Proxy Financial statements and auditors’ reports for the fiscal years ended February 28, 2022 Reply Envelope

Si vous préférez recevoir une version française, vous pouvez écrire au Secrétaire: Corporation Ressources Pershimex 147 Avenue Perrault, Val-d'Or (Québec) J9P 2G9

Note : If you plan to attend the Meeting, please note that you can register and be seated starting at 9:30 a.m. Each Shareholder will be asked to sign an admission card and may have to present a valid identification card with photo. It is forbidden to bring cameras and recording devices to the Meeting

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