Total Metals Corporation — Proxy Solicitation & Information Statement 2024

Mar 27, 2024

United Kingdom Building 350 – 409 Granville Street Vancouver BC V6C 1T2

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BRIGADIER GOLD LIMITED

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Form of Proxy – Annual General and Special Meeting to be held on April 17, 2024

Appointment of Proxyholder

I/We being the undersigned holder(s) of Brigadier Gold Limited hereby appoint Robert Birmingham, President, CEO and Director or failing this person, Steve Vanry, CFO, COO OR and Director

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 all other matters that may properly come before the Annual General and Special Meeting of Brigadier Gold Limited (the " Company ") to be held at the offices of DS Lawyers Canada LLP, at 1055 West Georgia Street, Suite 1750, Vancouver, British Columbia, V6E 3P3 at 12:00 p.m. (PST) or at any adjournment thereof.

to be held at the offices of DS Lawyers Canada LLP, at1055 West Georgia Street, Suite 1750, Vancouver, British Columbia, V6E 3P3at12:00 p.m. (PST)or at any adjournment thereof.	to be held at the offices of DS Lawyers Canada LLP, at1055 West Georgia Street, Suite 1750, Vancouver, British Columbia, V6E 3P3at12:00 p.m. (PST)or at any adjournment thereof.	to be held at the offices of DS Lawyers Canada LLP, at1055 West Georgia Street, Suite 1750, Vancouver, British Columbia, V6E 3P3at12:00 p.m. (PST)or at any adjournment thereof.
1. Number of Directors.To set the number of directors to be elected at the Meeting to at four (4). For Against
2. Election of Directors. For Withhold For Withhold a. Robert Birmingham b. Steve Vanry c. J. Garry Clark d. Dillon Sharan
3. Appointment of Auditors.To pass an ordinary resolution appointing Davidson & Company LLP, Chartered Professional Accountants, as the Company's auditor for the ensuing year, and authorizing the directors to fix the remuneration to be paid to the auditor. For Withhold
4. Ratification of Auditor Appointment.To pass an ordinary resolution confirming, ratifying, and approving the appointment of Davidson & Company LLP, Chartered Professional Accountants, as the auditor of the Company for the financial year ended December 31, 2023. For Against
5. Share Consolidation Resolution.To pass, with or without variation, a special resolution, the full text of which is set forth in the accompanying Information Circular, authorizing the Company to amend its articles of incorporation providing that the Company's issued and outstanding common shares be consolidated onthe basis ofone (1) post-consolidationcommonshareforup to every thirty (30) existing commonshares. For Against
6. Name Change Resolution.To pass, with or without variation, a special resolution, the full text of which is set forth in the accompanying Information Circular, authorizing the change of name of the Company to "Pace Metals Ltd." or such other name as the board of directors of the Company, in their sole discretionand subject to applicableregulatory approval, determines to be appropriate. For Against
7. Stock Option Plan.To pass, with or without variation, an ordinary resolution approving the amended Stock Option Plan of the Company.		For Against
8. Restricted Share Unit Plan.To pass, with or without variation, an ordinary resolution approving the amended RSU Plan of the Company.		For Against
Authorized Signature(s) – This section must be completed for your instructions to be executed. 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,this Proxy will be voted as recommended by Management.	Signature(s):	Date MM / DD / YY
Interim Financial Statements –Check the box to the right if you would like to receive interim financial statements and accompanying Management’s Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.	Annual Financial Statements –Check the box to the right if you would like toNOT RECEIVEthe Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.

INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

This form of proxy is solicited by and on behalf of Management. Proxies must be received by 12:00 p.m., Pacific Standard Time, on April 15, 2024.

Notes to Proxy

1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent them at the Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.

2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. 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.

3. This proxy should be signed in the exact manner as the name appears on the proxy. 4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

4. 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.

5. The securities represented by this proxy will be voted or withheld from voting, 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.

6. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.

7. This proxy should be read in conjunction with the accompanying documentation provided by Management.

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To Vote Your Proxy Online please visit: https://vote.odysseytrust.com

You will require the CONTROL NUMBER printed with your address to the right.

If you vote by Internet, do not mail this proxy.

To request the receipt of future documents via email and/or to sign up for Securityholder Online services, you may contact Odyssey Trust Company at https://odysseytrust.com/ca-en/help/ .

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. A return envelope has been enclosed for voting by mail.