Rumbu Holdings Ltd. — Proxy Solicitation & Information Statement 2025

Dec 23, 2025

NOTICE OF ANNUAL AND SPECIAL MEETING OF THE SHAREHOLDERS OF RUMBU HOLDINGS LTD. TO BE HELD ON WEDNESDAY, JANUARY 14, 2026

NOTICE IS HEREBY GIVEN that the Annual General and Special Meeting (the "Meeting") of the holders (the "Shareholders") of Common Shares ("Shares") in the capital of Rumbu Holdings Ltd. ("Rumbu" or the "Company") will be held at the office of the Company and via Microsoft Teams Video Conference through webcam on Wednesday, January 14, 2026 at 10:00 a.m. (Calgary time) for the following purposes:

1. To receive the Audited Consolidated Comparative Financial Statements of the Company for the year ended December 31, 2024, the Auditor's Report thereon and the related Management Discussion and Analysis;
2. To fix the number of Directors (the "Board") of the Company at five (5) and to elect the Directors for the ensuing year;
3. To appoint Kenway Mack Slusarchuk Stewart LLP, Chartered Professional Accountants, as the Auditors of the Company and to authorize the Board to fix the Auditors' remuneration;
4. To consider and, if thought advisable, to approve, with or without amendment, an ordinary resolution, to ratify and approve the Company's Rolling 10% Stock Option Incentive Plan, as more particularly described in the accompanying Management Information Circular; and
5. To transact such further and other business as may properly be brought before the Meeting or any adjournment thereof.

A copy of the Financial Statements of the Company for the year ended December 31, 2024 have been included with this document. The specific details of the matters proposed to be put before the Meeting are set forth in the Management Information Circular (the "Information Circular") accompanying this Notice and which Information Circular forms part of this Notice. All holders of Common Shares of the Company are invited to attend the Meeting either by direct telephone or by Microsoft Teams Video Conference by accessing the telephone number or the website through the link provided below. Shareholders are requested to complete, sign and deliver the enclosed form of Proxy to TSX Trust Company, the Transfer Agent of the Company prior to 10:00 am Calgary time on Monday, January 12, 2026 in order to be valid and acted upon at the Meeting. Further instructions with respect to voting by Proxy are provided in the form of Proxy and in the Information Circular accompanying this Notice.

BY ORDER OF THE BOARD OF DIRECTORS

Calgary, Alberta
December 23, 2025

(Signed) "Ross O. Drysdale"
Chairman, Secretary and Director

THE BOARD OF DIRECTORS AND MANAGEMENT OF RUMBU HOLDINGS LTD. REQUEST THAT ALL SHAREHOLDERS VOTE BY PROXY AND NOT ATTEND THE MEETING IN PERSON. TO PARTICIPATE OR SUBMIT QUESTIONS DURING THE MEETING, PLEASE REFER TO THE FOLLOWING MICROSOFT TEAMS LINK INSTRUCTIONS, WHICH INCLUDES THE DIAL-IN INSTRUCTIONS FOR TELEPHONE PARTICIPATION IN A MEETING.

MICROSOFT TEAMS VIDEO CONFERENCE NUMBER
Meeting ID: 934 381 146 363 4
Passcode: 3eM33E

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