Volt Carbon Technologies Inc. — Board/Management Information 2020

Oct 8, 2020

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

Saint Jean Carbon Inc. (“Saint Jean” or the “Company”) Suite 117 – Arcuri Business Centre 70 Country Hills Landing NW Calgary, AB T3K 2L2

• Item 2. Date of Material Change

September 28, 2020.

Item 3. News Release

A news release with respect to the material change was issued by the Company on September 30, 2020 and disseminated in Canada through the facilities of Globe Newswire.

Item 4. Summary of Material Change

On September 30, 2020, the Company announced that the shareholders of the Company elected four (4) directors: Dr. William Pfaffenberger, Dr. David Madill, Glen Nursey and V-Bond Lee at the Annual General and Special Meeting of the Shareholders held on September 28, 2020 (the “Meeting”). The Board of Directors has met and wishes to announce that William Pfaffenberger has been appointed President and Chairman of the Board. We would like to thank Mr. Douglas Windsor for his past service to the Company. The Board also appointed Mr. Stewart Delion as the new Chief Operating Officer. Mr. Paul Ogilvie will continue in the position of CEO, until such time as an orderly transition has taken place. The Board has decided to have the position of CEO have the same corporate powers as that of CEO of any public company. That is, the CEO will be under direction and control of the Board.

Item 5. Full Description of Material Change

On September 30, 2020, the Company announced that the shareholders of the Company elected four (4) directors: Dr. William Pfaffenberger, Dr. David Madill, Glen Nursey and V-Bond Lee (the “Re-Constituted Board of Directors”) at the Annual General and Special Meeting of the Shareholders held on September 28, 2020 (the “Meeting”). In conjunction with the Meeting and election of the ReConstituted Board of Directors, Anna Lentz tendered her resignation as a Director of the Company effective September 28, 2020.

Subsequent the Meeting on September 28, 2020, the Re-Constituted Board of Directors: (i) terminated Mr. Douglas Windsor from the office of President; (ii) appointed Dr. William Pfaffenberger as the President and Chairman of the Board; and (iii) appointed Mr. Stewart Delion as the Chief Operating Officer of the Company.

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The election of Messrs. Pfaffenberger, Madill and Nursey as Directors of the Company and the appointment of Messrs. Pfaffenberger and Delion as Officers of the Company remain subject to approval by the TSX Venture Exchange. Accordingly, Messrs. Pfaffenberger, Madill, Nursey and Delion have filed Personal Information Forms or Declarations with the TSX Venture Exchange for clearance by the TSX Venture Exchange.

Dr. Pfaffenberger is 77 years old and is a retired Professor of Mathematics at the University of Victoria (served for 38 years). Dr. Pfaffenberger sat as a Member of the Board of Governors, Chair of his Department and Chair of the Board of Pension Trustees which oversaw a fund of over $400 million dollars. He is Chief Financial Officer of Teuton Resources Corp and also a Director of Teuton and Silver Grail Corp, both TSX Venture Exchange listed companies. Dr. Pfaffenberger is President of Fundamental Resources Corp, a private mineral exploration company in British Columbia.

Dr. Madill is 77 years old and has 30 years experience in the mining industry, particularly in its financing and development. He is a director, and Chairman of the board of the successful, privately owned mining investment company, Fundamental Resources Corp. He has an M.D. degree from Queen's University, Kingston, Ontario.

Mr. Nursey is 55 years and is an entrepreneur and investor. He has most recently worked in the hospitality industry for 10 years.

Mr. Delion is 46 years old and is a graduate of the Kitchener Waterloo Collegiate and Vocational Institute. For the past 20 years, he has worked in the construction industry in various roles including sales.

Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102

Not Applicable.

• Item 7. Omitted Information

None.

• Item 8. Executive Officer

William Pfaffenberger, President and Chairman of the Board Telephone: (250) 381-6181

Item 9. Date of Report

October 8, 2020.

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