Visionary Metals Corp. — Proxy Solicitation & Information Statement 2025

Dec 18, 2025

VISIONARY METALS CORP.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD JANUARY 15, 2026

NOTICE IS HEREBY GIVEN that the Annual General and Special Meeting of shareholders (the "Shareholders") of Visionary Metals Corp. (formerly Visionary Gold Corp.) (the "Company") will be held:

Location: Socium Law #1900, 700 – 2nd Street SW, Calgary, Alberta
Date: Thursday, January 15, 2026
Time: 11:00 a.m. (Mountain Standard Time)
Scrutineer: Sriram Pogula (Computershare)

(the "Meeting") for the following purposes:

1. to receive the audited financial statements of the Company for the years ended June 30, 2024, and June 30, 2023 and the auditor's report thereon;
2. to fix the number of directors at five and to elect five directors for the ensuing year, being John Kanderka, Wes Adams, Darren Lindsay, Drew Clark and David Miller;
3. to appoint the auditor for the ensuing year and to authorize the directors to fix the auditor's remuneration;
4. to provide the required annual approval and confirm the amendments to the rolling 10% stock option plan of the Company (the "Option Plan"); and
5. to transact such other business as may properly come before the Meeting or any adjournment thereof.

An Information Circular, Proxy Form and Return Card also accompany this Notice of Meeting.

Only Shareholders of record at the close of business on December 9, 2025, will be entitled to receive notice of, and to vote at, the Meeting or any adjournment thereof. Registered Shareholders who are unable to or who do not wish to attend the Meeting in person are requested to date and sign the enclosed Proxy form promptly and return it in the self-addressed envelope enclosed for that purpose or by any of the other methods indicated on the Proxy form.

To be used at the Meeting, proxies must be received by Computershare Trust Company of Canada, Proxy Department, 100 University Avenue, 8th Floor, Toronto, Ontario M5J 2Y1 no later than 48 hours (excluding Saturdays, Sundays and holidays) before the time of the Meeting, or any adjournment thereof, or received by the chair of the Meeting before the commencement of the Meeting, or any adjournment thereof. Alternatively, you can vote by telephone at 1-866-732-8683 (Toll-free); 312-588-4290 (International) or online at www.investorvote.com. To do so you will need to provide your control number, holder account number and access number, which are provided on the form of Proxy accompanying the Information Circular.

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If a registered Shareholder receives more than one Proxy form because such Shareholder owns shares registered in different names or addresses, each Proxy form should be completed and returned.

If you are a non-registered Shareholder of the Company and receive these materials through your broker or through another intermediary, you must complete and return your voting instructions in accordance with the procedures provided by your broker or such other intermediary.

Important details about the Meeting and how Shareholders can participate are set out in this Management Information Circular and the accompanying proxy materials.

Dated as of December 12, 2025.

BY ORDER OF THE BOARD
"John Kanderka"
JOHN KANDERKA
Chairman

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