Select Sands Corp. — Proxy Solicitation & Information Statement 2021

Jan 18, 2021

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

Security Class COMMON SHARES

Holder Account Number

C9999999999 IND

Form of Proxy - Annual and Special Meeting to be held on February 10, 2021

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 persons 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
• 1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
• 1. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
• 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, 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 and, if the holder has 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 or other matters that may properly come before the meeting or any adjournment or postponement thereof.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 11:00 a.m., Houston Time, on February 8, 2021.

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.

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.

SAM SAMPLE					C9999999999		C9999999999
				IND	C02
Appointment of ProxyholderI/We being holder(s) of Select Sands Corp. hereby appoint(s): Zig Vitols,the President and Chief Executive Officer of the Company, or failing him, JoeO'Rourke, Vice President of Sales and Marketing at Select Sands AmericaCorporation			OR	Meeting.	Print the name of the person you areappointing if this person is someoneother than the Chairman of the
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 beengiven, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of shareholders of Select Sands Corp. to be held at 363 North SamHouston Parkway East, Suite 1050, Houston, Texas, 77044, on February 10, 2021 at 11:00 a.m. (Houston Time) and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.									For	Against
1. Number of DirectorsTo set the number of Directors at five.
2. Election of Directors	For	Withhold			For	Withhold			For	Withhold
01. Zigurds Vitols			02. Douglas Turnbull				03. John Kime
04. Daniel Gillett			05. Steven Goldman
3. Appointment of AuditorsAppointment of Smythe LLP, Chartered Professional Accountants (formerly Morgan & Company LLP) as Auditors of the Company for the ensuingyear and authorizing the Directors to fix their remuneration.									For	Withhold
									For	Against
4. Option Plan ApprovalThe approval with or without variation, of an ordinary resolution approving the Company's 10% rolling Stock Option Plan, the details of which arecontained under the heading "Particulars of Matters to be Acted Upon – Approval of Stock Option Plan" in the accompanying ManagementInformation Circular.
Authorized Signature(s) - This section must be completed for yourinstructions to be executed.					Signature(s)			Date
I/We authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areindicated above, this Proxy will be voted as recommended by Management.
Interim Financial Statements - Mark this box if you wouldlike to receive Interim Financial Statements andaccompanying Management's Discussion and Analysis bymail.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.C G P Q		3 1 9 5 8 2	Annual Financial Statements - Mark this box if you wouldlike to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysis bymail.	1 P D I Z			A R 1		9 9 9 9 9

*S000002Q01*

SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X CANADA CGPQ 000002

Security Class COMMON RESTRICTED US 1933

Holder Account Number

C9999999999 IND

Form of Proxy - Annual and Special Meeting to be held on February 10, 2021

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 persons 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
• 1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
• 1. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
• 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, 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 and, if the holder has 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 or other matters that may properly come before the meeting or any adjournment or postponement thereof.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 11:00 a.m., Houston Time, on February 8, 2021.

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.

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.

SAM SAMPLE					C9999999999			C9999999999
				IND	RCA
Appointment of ProxyholderI/We being holder(s) of Select Sands Corp. hereby appoint(s): Zig Vitols,the President and Chief Executive Officer of the Company, or failing him, JoeO'Rourke, Vice President of Sales and Marketing at Select Sands AmericaCorporation			OR	Meeting.	Print the name of the person you areappointing if this person is someoneother than the Chairman of the
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 beengiven, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of shareholders of Select Sands Corp. to be held at 363 North SamHouston Parkway East, Suite 1050, Houston, Texas, 77044, on February 10, 2021 at 11:00 a.m. (Houston Time) and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.									For	Against
1. Number of DirectorsTo set the number of Directors at five.
2. Election of Directors	For	Withhold			For	Withhold			For	Withhold
01. Zigurds Vitols			02. Douglas Turnbull				03. John Kime
04. Daniel Gillett			05. Steven Goldman
3. Appointment of AuditorsAppointment of Smythe LLP, Chartered Professional Accountants (formerly Morgan & Company LLP) as Auditors of the Company for the ensuingyear and authorizing the Directors to fix their remuneration.									For	Withhold
									For	Against
4. Option Plan ApprovalThe approval with or without variation, of an ordinary resolution approving the Company's 10% rolling Stock Option Plan, the details of which arecontained under the heading "Particulars of Matters to be Acted Upon – Approval of Stock Option Plan" in the accompanying ManagementInformation Circular.
Authorized Signature(s) - This section must be completed for your					Signature(s)			Date
instructions to be executed.I/We authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areindicated above, this Proxy will be voted as recommended by Management.
Interim Financial Statements - Mark this box if you wouldlike to receive Interim Financial Statements andaccompanying Management's Discussion and Analysis bymail.			Annual Financial Statements - Mark this box if you wouldlike to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysis bymail.
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.
C G P Q		3 1 9 5 8 2		1 P D I Z			A R 1		9 9 9 9 9

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SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X AUSTRALIA CGPQ 000003

Security Class COMMON SHARES

Holder Account Number

C9999999999 IND

Form of Proxy - Annual and Special Meeting to be held on February 10, 2021

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 persons 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
• 1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
• 1. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
• 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, 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 and, if the holder has 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 or other matters that may properly come before the meeting or any adjournment or postponement thereof.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 11:00 a.m., Houston Time, on February 8, 2021.

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.

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.

SAM SAMPLE					C9999999999		C9999999999
				IND	C02
Appointment of ProxyholderI/We being holder(s) of Select Sands Corp. hereby appoint(s): Zig Vitols,the President and Chief Executive Officer of the Company, or failing him, JoeO'Rourke, Vice President of Sales and Marketing at Select Sands AmericaCorporation			OR	Meeting.	Print the name of the person you areappointing if this person is someoneother than the Chairman of the
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 beengiven, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of shareholders of Select Sands Corp. to be held at 363 North SamHouston Parkway East, Suite 1050, Houston, Texas, 77044, on February 10, 2021 at 11:00 a.m. (Houston Time) and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.									For	Against
1. Number of DirectorsTo set the number of Directors at five.
2. Election of Directors	For	Withhold			For	Withhold			For	Withhold
01. Zigurds Vitols			02. Douglas Turnbull				03. John Kime
04. Daniel Gillett			05. Steven Goldman
3. Appointment of AuditorsAppointment of Smythe LLP, Chartered Professional Accountants (formerly Morgan & Company LLP) as Auditors of the Company for the ensuingyear and authorizing the Directors to fix their remuneration.									For	Withhold
									For	Against
4. Option Plan ApprovalThe approval with or without variation, of an ordinary resolution approving the Company's 10% rolling Stock Option Plan, the details of which arecontained under the heading "Particulars of Matters to be Acted Upon – Approval of Stock Option Plan" in the accompanying ManagementInformation Circular.
Authorized Signature(s) - This section must be completed for yourinstructions to be executed.					Signature(s)			Date
I/We authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areindicated above, this Proxy will be voted as recommended by Management.
Interim Financial Statements - Mark this box if you wouldlike to receive Interim Financial Statements andaccompanying Management's Discussion and Analysis bymail.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.C G P Q		3 1 9 5 8 2	Annual Financial Statements - Mark this box if you wouldlike to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysis bymail.	1 P D I Z			A R 1		9 9 9 9 9

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1
0
Q
4
0
0
0
0
0
S
*

SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X AUSTRALIA CGPQ 000004

Security Class COMMON RESTRICTED US 1933

Holder Account Number

C9999999999 IND

Form of Proxy - Annual and Special Meeting to be held on February 10, 2021

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 persons 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 must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
• 1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
• 1. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
• 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, 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 and, if the holder has 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 or other matters that may properly come before the meeting or any adjournment or postponement thereof.
• 1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 11:00 a.m., Houston Time, on February 8, 2021.

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.

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.

SAM SAMPLE					C9999999999			C9999999999
				IND	RCA
Appointment of ProxyholderI/We being holder(s) of Select Sands Corp. hereby appoint(s): Zig Vitols,the President and Chief Executive Officer of the Company, or failing him, JoeO'Rourke, Vice President of Sales and Marketing at Select Sands AmericaCorporation			OR	Meeting.	Print the name of the person you areappointing if this person is someoneother than the Chairman of the
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 beengiven, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of shareholders of Select Sands Corp. to be held at 363 North SamHouston Parkway East, Suite 1050, Houston, Texas, 77044, on February 10, 2021 at 11:00 a.m. (Houston Time) and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.									For	Against
1. Number of DirectorsTo set the number of Directors at five.
2. Election of Directors	For	Withhold			For	Withhold			For	Withhold
01. Zigurds Vitols			02. Douglas Turnbull				03. John Kime
04. Daniel Gillett			05. Steven Goldman
3. Appointment of AuditorsAppointment of Smythe LLP, Chartered Professional Accountants (formerly Morgan & Company LLP) as Auditors of the Company for the ensuingyear and authorizing the Directors to fix their remuneration.									For	Withhold
									For	Against
4. Option Plan ApprovalThe approval with or without variation, of an ordinary resolution approving the Company's 10% rolling Stock Option Plan, the details of which arecontained under the heading "Particulars of Matters to be Acted Upon – Approval of Stock Option Plan" in the accompanying ManagementInformation Circular.
Authorized Signature(s) - This section must be completed for your					Signature(s)			Date
instructions to be executed.I/We authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areindicated above, this Proxy will be voted as recommended by Management.
Interim Financial Statements - Mark this box if you wouldlike to receive Interim Financial Statements andaccompanying Management's Discussion and Analysis bymail.			Annual Financial Statements - Mark this box if you wouldlike to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysis bymail.
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.
C G P Q		3 1 9 5 8 2		1 P D I Z			A R 1		9 9 9 9 9