Ramp Metals Inc. — Proxy Solicitation & Information Statement 2025

Apr 22, 2025

RAMP METALS INC.
3148 Highland Boulevard
North Vancouver, BC V7R 2X6

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS AND
AVAILABILITY OF MATERIALS

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the "Meeting") of the shareholders of Ramp Metals Inc. (the "Corporation") will be held at 3148 Highland Boulevard, North Vancouver, British Columbia, on Friday, May 23, 2025, at 10:00 a.m. (Pacific time), for the following purposes:

1. To receive and consider the audited consolidated financial statements of the Corporation for the fiscal year ended June 30, 2024, together with the auditor's report thereon;
2. To fix the number of directors to be elected to the board of directors of the Corporation at four (4);
3. To elect the directors of the Corporation for the ensuing year;
4. To appoint Crowe MacKay LLP as the auditor of the Corporation for the fiscal year ending June 30, 2025, and to authorize the directors to fix the auditor's remuneration;
5. To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the stock option plan of the Corporation that was previously approved by the shareholders of the Corporation, the complete text of which is set out in Schedule "B" to the accompanying management information circular (the "Circular");
6. To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the restricted share unit plan of the Corporation (the "RSU Plan"), the complete text of which is set out in Schedule "C" to the Circular;
7. To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution of disinterested shareholders of the Corporation confirming and approving the prior grant of 720,000 restricted share units pursuant to the RSU Plan, as more fully described in the Circular; and
8. To transact such further or other business as may properly come before the Meeting or any adjournment or postponement thereof.

The details of all matters proposed to be put before the shareholders at the Meeting are set forth in the Circular. At the Meeting, shareholders will be asked to approve each of the foregoing items.

Please review the Circular before voting.

The directors of the Corporation have fixed April 3, 2025, as the record date for the Meeting.

Notice-and-Access

The Corporation has chosen to use certain provisions of National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer and National Instrument 51-102 Continuous Disclosure Obligations (together, the "Notice-and-Access Provisions") for the Meeting. The Notice-and-Access Provisions are a set of rules developed by the Canadian Securities Administrators which aim to reduce the volume of printed materials to be mailed to shareholders by allowing the Corporation to post the Circular and any additional materials online. Shareholders will receive this Notice of Meeting and a form of proxy or voting instruction form, and may choose to receive a paper copy of the Circular. In

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relation to the Meeting, all shareholders will receive the required documentation under the Notice-and-Access Provisions, which will not include a paper copy of the Circular.

This Notice explains how shareholders may request a paper copy of the Circular, if that is their preference. See the instructions below under "How to Request a Paper Copy of the Meeting Materials".

The Corporation is using notice-and-access because it gives shareholders the information they need to vote their common shares in the format of their choice, while substantially reducing printing and mailing costs and having less environmental impact. Under the Notice-and-Access Provisions, materials related to the Meeting will be available for viewing for up to one (1) year from the date of posting and a paper copy of the materials can be requested at any time during this period.

How to Access the Meeting Materials

A copy of the Circular is available on SEDAR+ at www.sedarplus.ca under the Corporation's profile and is also available on the Corporation's website at www.rampmetals.com/investors.

How to Request a Paper Copy of the Meeting Materials

The Corporation will, upon request, provide a paper copy of the Circular free of charge by calling the Corporation at 604.558.4300.

If your request is made before May 23, 2025 (the date of the Meeting), the Meeting materials will be sent to you within three (3) business days of receiving your request. If the request is made on or after May 23, 2025, the Meeting materials will be sent to you within 10 calendar days of receiving your request. To receive a paper copy of the Circular before the deadline for submitting your proxy form or the date of the Meeting, you are advised to submit your request at least five (5) business days in advance of such dates, being May 14, 2025 and May 16, 2025, respectively.

How to Vote Your Common Shares

How you vote depends on whether you are a registered or a beneficial shareholder. For information on how to determine whether you are a registered or beneficial shareholder, please see page 2 of the Circular.

If you are a registered shareholder, you can attend the Meeting and cast your vote in person, or appoint someone else as your proxy to attend and vote your common shares for you by completing the proxy form included with this Notice and delivering it to the Corporation's transfer agent in accordance with the instructions on the proxy form (online at www.investorvote.com, telephonically by calling 1-866-732-8683, or by mail to Computershare Investor Services Inc., Attention: Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1). In order to be valid, proxy forms must be received by no later than 10:00 a.m. (Pacific time) on May 21, 2025 or, if the Meeting is adjourned or postponed, at least 48 hours excluding Saturdays, Sundays and holidays before any adjourned or postponed meeting.

If you are a beneficial shareholder, please return your voting instructions in accordance with the instructions on the voting instruction form included with this Notice. To be taken into account, your voting instructions must be delivered sufficiently in advance of the proxy deposit deadline to enable your nominee to act on your instructions prior to the deadline (10:00 a.m. (Pacific time) on May 21, 2025). If you are a beneficial shareholder and do not complete and return your voting instruction form in accordance with the directions provided to you, you may lose the right to vote at the Meeting, either in person or by proxy.

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If you have any questions regarding this Notice, the Meeting, the Notice-and-Access Provisions or how to vote your common shares, please call the Corporation at 905.510.7636.

DATED at North Vancouver, British Columbia, this 11th day of April, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

"Jordan Black"

Jordan Black, CEO & Director