Sunshine Oilsands Ltd. — Proxy Solicitation & Information Statement 2021

May 25, 2021

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SUNSHINE OILSANDS LTD.

陽光油砂有限公司 *

(a corporation incorporated under the Business Corporations Act of the Province of Alberta, Canada with limited liability)

(HKEX: 2012)

FORM OF PROXY

This form of proxy (the “ Proxy ”) is solicited by management of Sunshine Oilsands Ltd. (the “ Company ”) and will be used at the Annual General Meeting (the “ Meeting ”) of the holders (the “ Shareholders ”) of Class “A” Common Voting Shares of the Company (the “ Shares ”) to be held at 21st Floor, CMA Building, 64 Connaught Road Central, Hong Kong on June 23, 2021 at 11:00 a.m. (Hong Kong Time) / June 22, 2021 at 9:00 p.m. (Calgary Time).

The undersigned Shareholder, hereby appoints Kwok Ping Sun, the Executive Chairman, or failing him, Mr. Michael J. Hibberd, the Non-Executive Vice-Chairman, or instead of either of them, of

as proxyholder, with power of substitution, to attend and vote for and act on behalf of the undersigned at 21st Floor, CMA Building, 64 Connaught Road Central, Hong Kong on June 23, 2021 at 11:00 a.m. (Hong Kong Time) / June 22, 2021 at 9:00 p.m. (Calgary Time) and any adjournments thereof, and at any poll(s) which may take place in consequence thereof, with the same powers that the undersigned would have if the undersigned were present at the Meeting or any adjournments thereof, and without limiting the foregoing, the said proxy is hereby instructed to vote or withhold from voting the shares of the undersigned at the said meeting as follows:

	1.Receiving the audited consolidated financial statements of the Company and itssubsidiaries and the reports of the directors of the Company and independent auditors ofthe Company for the year ended December 31, 2020.□FOR□AGAINST2.Fixing the number of directors to be elected at the Meeting at eight (8).□FOR□AGAINST3.Re-electing the following individuals as directors of the Company for the ensuing year:(a)Kwok Ping Sun□FOR□WITHHOLDFROM VOTING	1.Receiving the audited consolidated financial statements of the Company and itssubsidiaries and the reports of the directors of the Company and independent auditors ofthe Company for the year ended December 31, 2020.□FOR□AGAINST2.Fixing the number of directors to be elected at the Meeting at eight (8).□FOR□AGAINST3.Re-electing the following individuals as directors of the Company for the ensuing year:(a)Kwok Ping Sun□FOR□WITHHOLDFROM VOTING
	(b)Michael J. Hibberd□FOR□WITHHOLDFROM VOTING
	(c)Gloria Pui Yun Ho□FOR□WITHHOLDFROM VOTING(d)Xijuan Jiang□FOR□WITHHOLDFROM VOTING(e)Linna Liu□FOR□WITHHOLDFROM VOTING(f)Yi He□FOR□WITHHOLDFROM VOTING(g)Guangzhong Xing□FOR□WITHHOLDFROM VOTING(h)Alfa Li□FOR□WITHHOLDFROM VOTING4.Appointing Prism CPA Ltd as the auditors of the Company for the ensuing year andauthorizing the director of the Company to fix their remuneration as such.□FOR□WITHHOLDFROM VOTING

*For identification purposes only

1. To consider and if deemed advisable, to pass, with or without variation, an ordinary □ FOR □ AGAINST resolution approving a proposal for the Company to grant to the Board a general mandate to allot, issue and otherwise deal with un-issued Shares not exceeding twenty percent (20%) of its issued share capital, as more particularly described in the accompanying circular.

2. To consider and, if deemed advisable, to pass, with or without variation, an ordinary □ FOR □ AGAINST resolution approving a proposal for the Company to grant to the Board a general mandate to repurchase Shares not exceeding ten percent (10%) of its issued share capital, as more particularly described in the accompanying circular.

3. To transact such other business as may properly come before the Meeting or any adjournment or adjournments thereof.

The undersigned hereby revokes any proxies previously given for the Meeting referred to herein.

Number of shares in respect of which this proxy is given (if no number is specified, then this proxy is given in respect of all shares registered in the name of the shareholder):

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Dated this _______ day of ___________________, 2021.

__________________________________ Name of Shareholder (Please print)

___________________________________ Signature of Shareholder

NOTES:

• (1) Unless otherwise indicated, the persons named above, if appointed as proxyholder, will vote ‘ FOR ’ each of the above matters. If any amendments or variations to matters identified in the Notice of Meeting are proposed at the Meeting, or if any other business properly comes before the Meeting, discretionary authority is hereby conferred with respect thereto.

• (2) Each Shareholder has the right to appoint a person, who need not be a Shareholder of the Company, to attend and to act for him and on his behalf at the Meeting, other than the persons designated above. To exercise such rights, the names of the persons designated by the management to act should be crossed out and the name of the Shareholder ’ s appointee should be legibly printed in the blank space provided.

• (3) Shares represented by this Proxy will be voted for or against or withheld from voting in accordance with the instructions of the Shareholder represented hereby on any ballot that may be called for at the Meeting.

• (4) This Proxy must be dated and must be executed by the Shareholder or his attorney authorized in writing or, if the Shareholder is a body corporate, under its corporate seal or by an officer or attorney thereof duly authorized. A copy of such authorization should accompany this Proxy. Persons signing as executors, administrators, trustees, etc. should so indicate. If this Proxy is not dated, it shall be deemed to bear the date on which it was mailed to the Shareholder by the Company.

• (5) Any one of the joint holders of a common share may sign a form of proxy in respect of the share but, if more than one of them is present at the Meeting or represented by proxyholder, that one of them whose name appears first in the register of members in respect of the common share, or that one ’ s proxyholder, will alone be entitled to vote in respect thereof. Where the form of proxy is signed by a corporation, either its corporate seal must be affixed or the form should be signed by the Company under the hand of an officer or an attorney duly authorized in writing.

• (6) To be effective, this Proxy must be completed, signed, dated and deposited, as applicable:

  • ’ –

  • (a) at the office of the Company s principal share registrar in Canada, being Alliance Trust Company, #1010, 407 2nd Street S.W., Calgary, Alberta, Canada, T2P 2Y3, or via fax: 403-237-6181, during regular business hours not later than 48 hours before the Meeting, excluding Saturdays, Sundays and public holidays in Calgary (i.e. 9:00 p.m. on June 20, 2021 (Calgary time)), or any adjournment thereof, or deposited with the Chairman of the Meeting on the day of the Meeting prior to the commencement of the Meeting; or

  • (b) at the office of the Company17M Floor, Hopewell Centre, 183 Queen ’ s branch share registrar in Hong Kong, being Computershare Hong Kong Investor Services Limited at ’ s Road East Wan Chai, Hong Kong, during regular business hours not later than 48 hours before the Meeting, excluding Saturdays, Sundays and public holidays in Hong Kong (i.e. 11:00 a.m. on June 21, 2021 (Hong Kong time)), or any adjournment thereof or, deposited with the Chairman of the Meeting on the day of the Meeting prior to the commencement of the Meeting.

• (7) Completion and delivery of this Proxy will not preclude the Shareholder from attending and voting at the Meeting if you so wish. In such event, the instrument appointing a proxy shall be deemed to be revoked.