Seven Oaks Capital Corp. — Proxy Solicitation & Information Statement 2025

Jan 17, 2025

SEVEN OAKS CAPITAL CORP.

30 Hayden Street

Toronto, Ontario M4Y 3B8

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

TAKE NOTICE that the annual general and special meeting (the "Meeting") of the shareholders (the "Shareholders") of Seven Oaks Capital Corp. (the "Corporation") will be held online https://www.microsoft.com/en-ca/microsoft-teams/join-a-meeting Meeting ID: 256 275 570 679 Passcode: G6X7Dv at 10:00 a.m. (Toronto time) on Monday, February 10, 2025.

All Shareholders are encouraged to vote on the matters before the Meeting by proxy in the manner set out herein.

The Meeting will be held for the following purposes:

1. to receive the audited annual financial statements of the Corporation for the financial year ended December 31, 2023, together with the report of the auditor thereon;
2. to elect directors of the Corporation for the ensuing year, as more particularly set forth in the accompanying proxy and management information circular dated January 7, 2025, and prepared for the purpose of the Meeting (the "Information Circular");
3. to appoint Segal GCSE LLP as auditor of the Corporation for the ensuing year and to authorize the Board to fix the auditor's remuneration;
4. to consider and, if deemed appropriate, pass a special resolution confirming and reapproving the ten percent rolling stock option plan of the Corporation, as required by the TSX Venture Exchange on an annual basis;
5. to consider any permitted amendment to or variation of any matter identified in this Notice and to transact such other business as may properly be brought before the Meeting or any adjournment thereof.

The specific details of the foregoing matters to be put before the Meeting, as well as further information with respect to voting by proxy, are set forth in the Information Circular. Please review the Information Circular carefully and in full prior to voting in relation to the matters set out above as the Information Circular has been prepared to help you make an informed decision on such matters.

The record date for the determination of Shareholders entitled to receive notice of and to vote at the Meeting or any adjournment(s) or postponement(s) thereof is January 3, 2025 (the "Record Date"). Shareholders whose names have been entered in the register of Shareholders at the close of business on the Record Date will be entitled to receive notice of and to vote at the Meeting or any adjournment(s) or postponement(s) thereof.

Shareholders are entitled to vote at the Meeting either in person or by proxy, as described in the Information Circular under the heading "General Proxy Information". Only registered Shareholders of the Corporation, or the persons they appoint as their proxies, are entitled to attend and vote at the Meeting. For information with respect to Shareholders who own their Common Shares beneficially through an intermediary, see "General Proxy Information - Non-Registered Shareholders" in the Information Circular.

Whether or not you are able to attend the Meeting you are encouraged to provide voting instructions on the enclosed form of proxy as soon as possible. To be included at the Meeting, your completed

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and executed form of proxy must be received by TSX Trust Company by mail at 100 Adelaide Street West, Suite 301, Toronto, Ontario, M5H 4H1, by facsimile at 416.595.9593, by email at tsxtrustproxyvoting@tmx.com or by the internet at www.voteproxyonline.com and entering your 12 digit control number, no later than 10:00 a.m. (Toronto time) on Thursday, February 6, 2025 (or no later than 48 hours (excluding Saturdays, Sundays and holidays) prior to any reconvened Meeting in the event of an adjournment of the Meeting) or deposited with the Chairman of the Meeting prior to the commencement of the Meeting or any adjournment thereof. Voting instructions may also be provided by internet by following the instructions on the form of proxy. Shareholders may also contact TSX Trust by emailing tsxtis@tmx.com or calling 1-866-600-5869 for assistance.

DATED this 7th day of January 2025.

BY ORDER OF THE BOARD

(Signed) "Grant McLeod"

Chief Executive Officer and Director