Pinnacle Silver and Gold Corp — Proxy Solicitation & Information Statement 2022

Oct 25, 2022

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NEWRANGE GOLD CORP.

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Security Class

Holder Account Number

Form of Proxy - Annual General and Special Meeting to be held on Wednesday, November 23, 2022

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 Management Nominees 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 may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.

3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.

4. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.

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, and the proxy appoints the Management Nominees listed on the reverse, 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. If you have 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 and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.

8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 1:00 p.m., PST, on Monday, November 21, 2022.

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

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To Vote Using the Telephone
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• Call the number listed BELOW from a touch tone telephone.

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

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To Vote Using the Internet
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• 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

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Appointment of Proxyholder

I/We being holder(s) of securities of Newrange Gold Corp. (the OR Print the name of the person you are “Corporation”) hereby appoint: Robert Archer, President and Chief appointing if this person is someone Executive Officer, or failing this person, Dave Cross, Chief Financial Officer other than the Management and Corporate Secretary (the "Management Nominees") Nominees listed herein. as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of the Corporation to be held in virtual format only, which will be conducted via telephone conference on Wednesday, November 23, 2022 at 1:00 p.m., PST, and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

							For	Against
1.Number of Directors
To set the number of Directors at four (4).
2.Election of Directors	For	Withhold		For		Withhold	For	Withhold	------- Fold
01. Robert Archer			02. David Salari			03. Ron Schmitz
04. Colin Jones
							For	Withhold
3.Appointment of Auditors
Appointment of Davidson & Company LLP, Chartered Professional Accountants as Auditors of the Corporation for the ensuing year and authorizing
the Directors to fix their remuneration.
							For	Against
4.Ratifying and Approving the Stock Option Plan of the Corporation
To consider and, if thought fit, to approve an ordinary resolution confirming, ratifying and approving					the Corporation’s Stock Option Plan.
5.Approve the adoption of a New set of Articles							For	Against
To consider and, if thought advisable, to pass a special			resolution approving the adoption of a new set of			articles of the Company, in accordance
with the_Business Corporations Act_(British Columbia).
6.Approving the Stock Consolidation							For	Against	------- Fold
To consider and, if thought advisable, to pass a special			resolution (the “Consolidation Resolution”) to effect a consolidation of all of the Company’s
issued and outstanding common shares on the basis of			one (1) new common share of the Company for up to six (6) existing common shares of the
Company (the “Consolidation”).
7.Proxyholder Authority							For	Against
To grant the proxyholder authority to vote		at his/her discretion on any other business or amendment or variation to the previous resolutions
Signature of Proxyholder			Signature(s)			Date
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, and the proxy appoints the Management Nominees, this Proxy will be
voted as recommended by Management.
Interim Financial Statements- Mark this box if you would			Annual Financial Statements- Mark this box if	you	would
like to receive Interim Financial Statements and			like to receive the Annual Financial Statements and
accompanying Management’s Discussion and Analysis by			accompanying Management’s Discussion and Analysis by
mail.			mail.

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.

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