Troilus Mining Corporation — AGM Information 2020

Jun 2, 2020

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NOTICE OF ANNUAL & SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN THAT the annual and special meeting (the “ Meeting ”) of the shareholders of Golden Valley Mines Ltd. (“ Golden Valley ” or the “ Corporation ”) will be held on Friday, June 26, 2020 , at 3:30 p.m. (Eastern) at 2864, chemin Sullivan, Val-d’Or, Québec, and by telephone conference call (see below) , for the following purposes:

1. to present our consolidated financial statements for the year ended December 31, 2019, and the report of our auditor on those statements;

2. to elect directors for the ensuing year;

3. to appoint MNP LLP as auditor of Golden Valley and to authorize the directors to fix the auditor’s remuneration;

4. consider and, if thought advisable, pass, with or without amendment, a special resolution to alter Golden Valley’s issued capital by consolidating its issued common shares on the basis of up to 12 pre-consolidation common shares for one post-consolidation common share, or such lesser ratio as the directors may determine appropriate, all as more particularly described in the accompanying Information Circular; and

5. to transact such other business as may properly be brought before the Meeting, or any adjournment or adjournments thereof.

Details of all matters proposed to be put before the Meeting are set forth in the accompanying Information Circular and form of proxy and should be read in conjunction with this Notice.

Given the continuing public health impact of the COVID-19 pandemic, considerations regarding the health and safety of our employees, shareholders and other stakeholders, as well as public health guidelines to limit gatherings of people, rather than attend the Meeting in person, shareholders are strongly encouraged to:

• vote your shares by proxy by no later than 3:30 p.m. (Eastern) on Tuesday, June 23, 2020 (see below); and

• attend the Meeting by telephone conference.

In order to participate in the Meeting via teleconference, shareholders must preregister 15 minutes before the start of the Meeting at https://bit.ly/3dcPTlu or, alternatively, at www.goldenvalleymines.com/agm/june26. Upon registration, participants will receive an individual pin to access the meeting via teleconference, along with the dial-in instructions.

DATED at Val-d’Or, Québec, this 20[th] day of May, 2020.

BY ORDER OF THE BOARD OF DIRECTORS

(signed) “Glenn J. Mullan”

Glenn J. Mullan Chair of the Board

Your vote is important. Whether or not you plan to attend the Meeting, we encourage you to complete and return the enclosed form of proxy indicating your voting instructions as soon as possible.

Please complete, date and sign your form of proxy and return it to our transfer agent, Computershare Investor Services Inc., 8[th] Floor, 100 University Avenue, Toronto, Ontario, Canada M5J 2Y1 (facsimile numbers: within North America 1-866-2497775; outside North America 1-416-263-9524) – or vote by telephone or through the Internet following the instructions on the form of proxy. To be valid, a completed form of proxy must be received by our transfer agent by no later than 3:30 p.m. (Eastern) on Tuesday, June 23, 2020 or, if the Meeting is adjourned, by no later than 48 hours (excluding Saturdays, Sundays and holidays) prior to the time of the adjourned meeting.

If you are not a registered shareholder, please refer to the accompanying Management Information Circular for information on how to vote your shares.