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Snowline Gold Corp. Proxy Solicitation & Information Statement 2025

Jun 28, 2025

47704_rns_2025-06-27_1a639162-b444-4d97-a4e0-df68cff70a9b.pdf

Proxy Solicitation & Information Statement

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SNOWLINE GOLD CORP.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING

NOTICE IS HEREBY GIVEN that the 2025 annual general and special meeting (the "Meeting") of the shareholders of SNOWLINE GOLD CORP. (the "Company") will be held at the Company's office, at #300 – 900 W Hastings Street., Vancouver BC V6C 1E5 on Tuesday, August 12, 2025, at the hour of 1:00 p.m. (Vancouver time) for the following purposes:

  1. to receive the audited consolidated financial statements of the Company for the year ended December 31, 2024, together with the auditor's report thereon;
  2. to set the number of directors at six (6);
  3. to elect the directors of the Company for the ensuing year;
  4. to re-appoint Crowe MacKay LLP, Chartered Professional Accountants, as auditors of the Company for the fiscal year ending December 31, 2025, and to authorize the directors to fix their remuneration;
  5. to re-approve the Company's omnibus incentive plan;
  6. to adopt a new set of articles of the Company; and
  7. to transact such further or other business as may properly come before the Meeting.

The Company is using notice-and-access to provide shareholders with electronic access to the notice of meeting (the "Notice of Meeting"), the accompanying management information circular (the "Information Circular") and the request for financial statements form (collectively the "Meeting Materials"), instead of mailing paper copies. The Meeting Materials will be available on the transfer agents website at www.eproxy.ca/SnowlineGold/2025AGSM/ and under the Company's profile on SEDAR+ www.sedarplus.ca. The use of notice-and-access significantly reduces waste and the cost to the Company.

To request paper copies of the Meeting Materials by mail please call the Company's transfer agent, Endeavor Trust Corporation, at the toll-free number 1-888-787-0888 or email [email protected]. There is no cost to you for requesting a paper copy of Meeting Materials.

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

The directors of the Company have fixed the close of business on June 20, 2025, as the record date for the determination of shareholders who are entitled to receive notice of, and to vote at, the Meeting. Only shareholders of record of the Company as at that date are entitled to receive notice of and to vote at the Meeting. The accompanying Information Circular provides additional information relating to the matters to be dealt with at the Meeting and is incorporated into this notice.

Shareholders are entitled to receive notice of and to vote at the Meeting either in person or by proxy. Those who are unable to attend the Meeting in person are requested to read, complete,

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date, sign and mail the enclosed form of proxy or vote online or in accordance with the instructions set out in the proxy or voting instructions form.

Proxies must be completed dated and signed and returned to Endeavor Trust Corporation, Suite 702 – 777 Hornby Street, Vancouver, BC V6Z 1S4. Fax votes can be sent 24 hours a day to 604-559-8908, email votes can be sent to [email protected], and online voting instructions are as listed on the form of proxy or the voting instruction form. If you are a non-registered shareholder, please follow the instructions from your bank, broker or other financial intermediary for instructions on how to vote your shares.

DATED at Vancouver, British Columbia, this 25th day of June, 2025.

BY ORDER OF THE BOARD

"Scott Berdahl"

Scott Berdahl, Director and CEO

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