Sama Resources Inc. — Proxy Solicitation & Information Statement 2023

May 31, 2023

SAMA RESOURCES INC.

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SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X CANADA LCLQ 000001

Security Class COMMON SHARES

Holder Account Number

C9999999999 IND

Form of Proxy - Annual General and Special Meeting to be held on June 29, 2023

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

• 1. 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 Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
• 1. 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 may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
• 1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
• 1. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.
• 1. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.
• 1. The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
• 1. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 10:00 am (Eastern Daylight Time), on June 27, 2023.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

To Vote Using the Telephone

• • Call the number listed BELOW from a touch tone telephone.
• 1-866-732-VOTE (8683) Toll Free

• • Go to the following web site: www.investorvote.com
• • Smartphone? Scan the QR code to vote now.

• To Receive Documents Electronically
• • You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.

If you vote by telephone or the Internet, 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 or by Internet 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. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER 23456 78901 23456

SAM SAMPLE			C9999999999					C9999999999
			IND	C01
Appointment of Proxyholder I/We being holder(s) of securities of Sama Resources Inc./Ressources Sama Inc. ("Sama") hereby appoint: Marc-Antoine Audet, President and Chief Executive Officer of the Corporation, or failing this person, Benoit La Salle, Executive Chairman of the Board of the Corporation (the "Management Nominees")			OR	Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein.
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of Sama will be held in person, at the head office of Sama at Suite 132, 1320 Graham Blvd., Ville Mont-Royal, Québec, Canada H3P 3C8, on June 29, 2023 at 10:00 am, (Eastern Daylight Time) for the following purposes:
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.									For	Against
1. Number of Directors To determine the number of directors at seven (7).
2. Election of Directors	For Against			For	Against				For	Against
01. Marc-Antoine Audet		02. Benoit La Salle				Q.C., Ad. E	03. Marcel Aubut, O.C., O.Q.,
04. Richard Quesnel		05. Ousmane Paye				06. Eric Finlayson
07. Quentin Markin
									For	Withhold
3. Appointment of Auditors Appointment of PricewaterhouseCoopers LLP as Auditors of Sama for the ensuing year and authorizing the Directors to fix their remuneration.
4. Stock Option Plan To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the renewal by Sama of its stock option plan (the "Sama Stock Option Plan"), subject to stock exchange acceptance, as more fully described in in the accompanying management information circular dated May 29, 2023 (the "Information Circular").									For	Against
									For	Against
5. Arrangement Resolution To consider, pursuant to an order (the "Interim Order") of the Quebec Superior Court of Justice (Commercial List) (the "Court") dated May 26, 2023, and, if deemed advisable, to approve, with or without variation, a special resolution of the Sama Shareholders (the "Arrangement Resolution") approving a statutory plan of arrangement (the "Plan of Arrangement") pursuant to Section 192 of the Canada Business Corporations Act (the "CBCA") among Sama, the Sama Shareholders and SRQ Resources Inc. ("SpinCo"), as more fully described in the Information Circular.
6. Omnibus Equity Incentive Compensation Plan To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the adoption by SpinCo of an Omnibus Equity Incentive Compensation Plan ("SpinCo Omnibus Plan"), subject to stock exchange acceptance, as more fully described in the Information Circular, provided that such resolution shall not become effective unless the Arrangement (as defined below) becomes effective.									For	Against
Signature of Proxyholder				Signature(s)				Date
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 instructions are indicated above, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management.
Interim Financial Statements - Mark this box if you would like to receive Interim Financial Statements and accompanying Management's Discussion and Analysis by mail. If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.		mail.	Annual Financial Statements - Mark this box if you would like to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by

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SAMA RESOURCES INC.

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SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X AUSTRALIA LCLQ 000002

Security Class COMMON SHARES

Holder Account Number

C9999999999 IND

Form of Proxy - Annual General and Special Meeting to be held on June 29, 2023

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

• 1. 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 Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
• 1. 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 may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
• 1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
• 1. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.
• 1. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.
• 1. The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
• 1. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 10:00 am (Eastern Daylight Time), on June 27, 2023.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

To Vote Using the Telephone

• Call the number listed BELOW from a touch tone telephone.

312-588-4290 Direct Dial

• • Go to the following web site: www.investorvote.com
• • Smartphone? Scan the QR code to vote now.

To Receive Documents Electronically

• You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.

If you vote by telephone or the Internet, 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 or by Internet 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. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER 23456 78901 23456

SAM SAMPLE			C9999999999					C9999999999
			IND	C01
Appointment of Proxyholder I/We being holder(s) of securities of Sama Resources Inc./Ressources Sama Inc. ("Sama") hereby appoint: Marc-Antoine Audet, President and Chief Executive Officer of the Corporation, or failing this person, Benoit La Salle, Executive Chairman of the Board of the Corporation (the "Management Nominees")			OR	Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein.
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of Sama will be held in person, at the head office of Sama at Suite 132, 1320 Graham Blvd., Ville Mont-Royal, Québec, Canada H3P 3C8, on June 29, 2023 at 10:00 am, (Eastern Daylight Time) for the following purposes:
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.									For	Against
1. Number of Directors To determine the number of directors at seven (7).
2. Election of Directors	For Against			For	Against				For	Against
01. Marc-Antoine Audet		02. Benoit La Salle				Q.C., Ad. E	03. Marcel Aubut, O.C., O.Q.,
04. Richard Quesnel		05. Ousmane Paye				06. Eric Finlayson
07. Quentin Markin
									For	Withhold
3. Appointment of Auditors Appointment of PricewaterhouseCoopers LLP as Auditors of Sama for the ensuing year and authorizing the Directors to fix their remuneration.
4. Stock Option Plan To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the renewal by Sama of its stock option plan (the "Sama Stock Option Plan"), subject to stock exchange acceptance, as more fully described in in the accompanying management information circular dated May 29, 2023 (the "Information Circular").									For	Against
									For	Against
5. Arrangement Resolution To consider, pursuant to an order (the "Interim Order") of the Quebec Superior Court of Justice (Commercial List) (the "Court") dated May 26, 2023, and, if deemed advisable, to approve, with or without variation, a special resolution of the Sama Shareholders (the "Arrangement Resolution") approving a statutory plan of arrangement (the "Plan of Arrangement") pursuant to Section 192 of the Canada Business Corporations Act (the "CBCA") among Sama, the Sama Shareholders and SRQ Resources Inc. ("SpinCo"), as more fully described in the Information Circular.
6. Omnibus Equity Incentive Compensation Plan To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the adoption by SpinCo of an Omnibus Equity Incentive Compensation Plan ("SpinCo Omnibus Plan"), subject to stock exchange acceptance, as more fully described in the Information Circular, provided that such resolution shall not become effective unless the Arrangement (as defined below) becomes effective.									For	Against
Signature of Proxyholder				Signature(s)				Date
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 instructions are indicated above, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management.
Interim Financial Statements - Mark this box if you would like to receive Interim Financial Statements and accompanying Management's Discussion and Analysis by mail. If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.		mail.	Annual Financial Statements - Mark this box if you would like to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by

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