Questcorp Mining — Proxy Solicitation & Information Statement 2025

Jul 18, 2025

QUESTCORP MINING INC.

Suite 550, 800 West Pender Street

Vancouver, British Columbia, V6C 2V6

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the "Meeting") of the holders of common shares ("Shareholders") of Questcorp Mining Inc. (the "Company") will be held at Suite 550 – 800 West Pender Street, Vancouver, British Columbia, Canada on August 7, 2025, at 10:00 a.m. (Pacific time) for the following purposes:

1. to receive the audited consolidated financial statements of the Company as at and for the years ended July 31, 2022, 2023 and 2024, together with the reports of the auditor thereon;
2. to appoint De Visser Gray LLP, Chartered Professional Accountants, as auditor of the Company for the ensuing year and authorize the board of directors to fix the remuneration of the auditor;
3. to fix the number of the directors to hold office for the ensuing year at three (3);
4. to elect directors to hold office for the ensuing year;
5. to consider and, if thought advisable, to pass, with or without variation, an ordinary resolution approving the adoption of a new omnibus incentive plan (the "Compensation Plan"), as more fully set out under the heading "Approval of Compensation Plan" in the accompanying Management Information Circular; and
6. to transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.

The accompanying Management Information Circular (the "Circular") provides additional information relating to the matters to be dealt with at the Meeting and is deemed to form part of this Notice of Meeting.

A shareholder who is unable to attend the Meeting in person and who wishes to ensure that such Shareholder's shares will be voted at the Meeting is requested to complete, date and sign the enclosed form of proxy and deliver it in accordance with the instructions set out in the form of proxy and in the Circular.

We strongly encourage Shareholders to vote their common shares prior to the Meeting by proxy, prior to the proxy cut-off at 10:00 a.m. on Tuesday, August 5, 2025.

As set out in the notes, the enclosed proxy is solicited by management but, you may amend it, if you so desire, by striking out then names listed therein and inserting in the space provided, the name of the person you wish to represent you at the Meeting.

DATED this 30th day of June 2025

By order of the Board of Directors

QUESTCORP MINING INC.

/s/ "Satvir Dhillon"

Satvir Dhillon

President, Chief Executive Officer and Director