Predictmedix AI Inc. — AGM Information 2021

Jan 6, 2021

PREDICTMEDIX INC.

Security Class : Common Shares

FORM OF PROXY

Annual General and Special Meeting of Shareholders

to be held on

Thursday, January 28, 2021

This form of proxy is solicited by and on behalf of Management.

Notes to proxy

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 persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).

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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.

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

If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution overleaf. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.

This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.

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

Proxies submitted must be received by 10:00 am, Eastern Standard Time, on Tuesday January 26, 2021, or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting.

Proxies submitted must be received by 10:00 am, Eastern Standard Time, on Tuesday January 26, 2021, or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting.	Proxies submitted must be received by 10:00 am, Eastern Standard Time, on Tuesday January 26, 2021, or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting.
VOTING METHODS
MAIL or HAND DELIVERY	National Securities Administrators Ltd. 702 – 777 Hornby Street Vancouver, BC V6Z 1S4
FACSIMILE – 24 Hours a Day	604-559-8908
EMAIL	proxy@transferagent.ca
ONLINE	As listed on Form of Proxy or Voter Information Card

If you vote by FAX, EMAIL or On-Line, 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, fax or by email 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.

PREDICTMEDIX INC.

Appointment of Proxyholder

I/We, being holder(s) of PredictMedix Print the name of the person you are Inc. shares hereby appoint Sheldon OR appointing if this person is someone other Kales , President and Chief Executive than the Management Nominee listed Officer, or failing him, Rahul Kushwah, herein. Chief Operating Officer

as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General and Special Meeting of shareholders of PredictMedix Inc. to be held at 3000 - 77 King Street West, Toronto, ON M5K 1G8 on January 28, 2021 at 10:00 am, Eastern Standard Time, and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

1. Number of Directors

The number of directors shall be set to 4 (four);

For Against □ □

2. Election of Directors

i) Sheldon Kales

ii) Rahul Kushwah iii) Tomas Sipos iv) Ajit Kumar

For Withheld □ □

□ □ □ □ □ □

3. Appointment of Auditor

To appoint Harbourside CPA LLP (previously Buckely Dodds LLP) as auditor of the Company for the ensuing year and to authorize the directors to fix their remuneration;

For Withheld □ □

4. Application to the British Columbia Supreme Court

To pass an ordinary resolution authorizing the Corporation to make application to the Supreme Court of British Columbia pursuant to Section 229 of the Business Corporations Act (British Columbia) (" BCBCA "), for rectification of any omissions, defects, errors or irregularities that have occurred in the conduct of the business or affairs of the Corporation including the failure of the Corporation to hold an annual general meeting during calendar year 2019 and distribute interim and annual financial statements.

For Against □ □

5. Other Matters

To transact such other business that may be brought properly before the Meeting and any adjournment or postponement of the Meeting.

For Against □ □

Authorized Signature(s) – This section must be Signature(s) completed for your instructions to be executed.

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 Print Name(s) & Signing Capacity(ies), if applicable instructions are indicated above, this Proxy will be voted as recommended by Management.

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Date (MM-DD-YY) THIS PROXY MUST BE DATED

PREDICTMEDIX INC.

INTERIM FINANCIAL STATEMENTS

ANNUAL FINANCIAL STATEMENTS

• Mark this box if you would like to receive Interim Financial Statements by mail.

•  Mark this box if you would like to receive Annual Financial Statements by mail.

Financial Statements Request Form

Under securities regulations, a reporting issuer must send annually a form to holders to request the Interim Financial Statements and MD&A and/or the Annual Financial Statements and MD&A. If you would like to receive the report(s) by mail, please make your selection and return to PredictMedix Inc. at 3000 - 77 King Street West Toronto, Ontario M5K 1G8.

Alternatively, you may choose to access the report(s) online at www.sedar.com

PredictMedix Inc. will use information collected solely for the mailing of such financial statements.

If you wish to receive the financial statements by email, please provide your email address below.

Email Address

• OR -

Please place my name on your financial statement mailing list.

Name

Apt. Street Number Street Name City Prov. / State Postal / Zip Code