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Power Group Projects Corp. Board/Management Information 2022

May 18, 2022

46543_rns_2022-05-18_5db1ae68-b6b0-4b1a-b896-8a5631fbe1af.pdf

Board/Management Information

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FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

Power Group Projects Corp. (the “Company”) Suite 520 – 999 West Hastings Street Vancouver, BC V6C 2W2

Item 2. Date of Material Change

May 11, 2022

Item 3. News Release

A news release was disseminated on May 11, 2022 through Newsfile Corp. and subsequently filed on SEDAR.

Item 4. Summary of Material Change

The Company announce that Yana Bobrovskaya, a valued member of the Company’s board of directors, has passed away.

Item 5.1 Full Description of Material Change

See attached news release dated May 11, 2022.

Item 5.2 Disclosure for Restructuring Transactions

Not applicable.

Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7. Omitted Information

No information has been intentionally omitted from this material change report.

Item 8. Executive Officer

Aleem Nathwani, CEO 604.290.7073

Item 9. Date of Report

May 18, 2022

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POWER GROUP ANNOUNCES PASSING OF DIRECTOR

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES OF AMERICA

May 11, 2022 – Toronto, Ontario - Power Group Projects Corp. (TSXV: PGP) (the “ Company ”) is sad to report that, Yana Bobrovskaya, a valued member of the Company’s board of directors, has passed away. The Company and the board of directors extends its deepest condolences to Yana’s family, friends and business associates.

For further information, please contact:

Aleem Nathwani Chief Executive Officer and Chairman Tel: (604) 290-7073 Email: [email protected]

Cautionary Statement on Forward-Looking Information

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release contains certain “forward-looking information” within the meaning of applicable securities laws. Forward looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.