Western Exploration Inc. — AGM Information 2021

Nov 16, 2021

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Crystal Peak Minerals Inc. (the “Corporation”)

FORM OF PROXY (“PROXY”)

Annual General and Special Meeting December 15, 2021 at 9:30 a.m. (Pacific Time) Osler, Hoskin & Harcourt LLP, Suite 1700, Guinness Tower, 1055 West Hastings Street, Vancouver, British Columbia, V6E 2E9 (the “Meeting”)

RECORD DATE: November 8, 2021 CONTROL NUMBER: SEQUENCE #: FILING DEADLINE FOR PROXY: December 13, 2021 at 9:30 a.m. (Pacific Time)

VOTING METHOD

FILING DEADLINE FOR PROXY: December 13, 2021 at 9:30 a.m. (Pacific Time)	FILING DEADLINE FOR PROXY: December 13, 2021 at 9:30 a.m. (Pacific Time)
**VOTING METHOD **
INTERNET	Go towww.voteproxyonline.comand enter the 12 digit control numberabove
FACSIMILE	416-595-9593
MAIL	TSX Trust Company 301 - 100 Adelaide Street West Toronto, Ontario,M5H 4H1

The undersigned hereby appoints Dean Pekeski, Chief Executive Officer of the Corporation, whom failing Alan Hutchison, Partner at Osler, Hoskin & Harcourt LLP of the Corporation (the “Management Nominees”), or instead of any of them, the following Appointee

Please print appointee name

as proxyholder on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the Meeting and at any adjournment(s) or postponement(s) thereof, to the same extent and with the same power as if the undersigned were personally present at the said Meeting or such adjournment(s) or postponement(s) thereof in accordance with voting instructions, if any, provided below.

- SEE VOTING GUIDELINES ON REVERSE -

RESOLUTIONS – MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT ABOVE THE BOXES

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RESOLUTIONS – MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BYHIGHLIGHTED TEXT ABOVE THE BOXES
	1. Continuance Resolution	FOR						AGAINST						5. Election of Directors		FOR						WITHHOLD
	To consider and, if deemed advisable, pass, with or without variation, a special resolution approving the continuance of the Corporation from the Yukon Territory under the_Business Corporations Act_(Yukon) (the "YBCA") to the Province of British Columbia under the_Business_ Corporations Act(British Columbia) (the "BCBCA"), all as more particularly described in the accompanying management information circular of the Corporation dated November 12, 2021 (the "Information Circular").														a) Herbert Scruggs
															b) Daniel Basse
															c) De Lyle Bloomquist
															d) Robert Curtis
	2. Arrangement Resolution T i ii f h S C f Biih														e) Marceau Schlumberger
	o consder pursuant to an nterm order o te upreme ourt o rts Columbia dated November 12, 2021, as the same may be amended and, if deemed advisable, pass, with or without variation, a special resolution approving an arrangement (the "Arrangement") under the BCBCA involving the Corporation and Western Exploration LLC ("Western Exploration"), in accordance with an arrangement agreement dated February 19, 2021 between the Corporation and Western Exploration (as first amended on July 12, 2021, further amended on October 12, 2021, and further amended on November 9, 2021), all as more particularly described i th i Ifti Cil														f) DarcyMarud
															g) John Rogers
															h) Brian Kennedy
															i) Nicolas Schlumberger
															j) Gerard Munera
	n e accompanyng normaon rcuar. 3. Resulting Issuer Equity Incentive Compensation Plan	FOR						AGAINST						6. Appointment of Auditor		FOR						WITHHOLD
	To consider and, if deemed advisable, pass, with or without variation, an													To consider and, if deemed advisable, pass, with or without variation, an ordinary
	ordinary resolution approving an omnibus equity incentive compensation plan of the Corporation, as constituted following the completion of the Arrangement under the name "Western Exploration Inc." (the "Resulting Issuer"), conditional upon the closing of the Arrangement and to become effective following the completion of the Arrangement, all as more particularly described in the accompanying Information Circular.	FOR WITHHOLD												resolution (i) to appoint PricewaterhouseCoopers LLP, as the auditor of the Corporation to hold office until the earlier of the next annual meeting of shareholders of the Corporation or 12:01 a.m. (Pacific Time) on the first day following the date on which the Arrangement is effective (the "Auditor Change Time"); and (ii) conditional upon, and concurrently with the closing of the Arrangement, to appoint MNP LLP to hold office as the auditor of the Resulting Issuer from the Auditor Change Time until the earlier of the next annual meeting of shareholders of the Resulting Issuer, and to authorize the directors to fix the remuneration to be paid to the auditor
	4. Director Election Resolution	FOR						WITHHOLD
	To elect the directors of the Corporation as follows: (a) to elect four (4)
	directors of the Corporation for the ensuing year, being Mr. Hebert Scruggs, Mr. Daniel Basse, Mr. De Lyle Bloomquist and Mr. Robert Curtis, to take office immediately after the Meeting (the "Original Board"); and (b) conditional upon, and concurrently with, the closing of the Arrangement, to increase the size of the Corporation's board of directors to six (6) directors, and elect six (6) directors of the Corporation, being Mr. Marceau Schlumberger, Mr. Darcy Marud, Mr. John Rogers, Mr. Brian Kennedy, Mr. Nicolas Schlumberger, and Mr. Gerard Munera, to replace the Original Board of directors as of the closing of the Arrangement; all as more particularly described in the accompanying Information Circular.													. 7. Subscription Receipts		FOR						AGAINST
														To consider and, if deemed advisable, pass, with or without variation, an ordinary
														resolution of disinterested shareholders of the Corporation confirming, ratifying and approving the offering of 2,248,936 subscription receipts ("Subscription Receipts") of the Corporation on October 13, 2021, for aggregate gross proceeds of C$5,959,680, at a price of C$2.65 per Subscription Receipt, which is below C$7.27, being the market price of the common shares of the Corporation, as determined by Policy 4.1 of the TSX Venture Exchange.

This proxy revokes and supersedes all earlier dated proxies and MUST BE SIGNED

PLEASE PRINT NAME

Signature of registered owner(s)

Date (MM/DD/YYYY)

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Proxy Voting – Guidelines and Conditions

1. THIS PROXY IS SOLICITED BY MANAGEMENT OF THE CORPORATION.

2. THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.

3. If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution on the reverse. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.

4. This proxy confers discretionary authority on the person named to vote in his or her discretion with respect to amendments or variations to the matters identified in the Notice of the Meeting accompanying the proxy or such other matters which may properly come before the Meeting or any adjournment or postponement thereof.

5. Each security holder has the right to appoint a person other than the Management Nominees specified herein to represent them at the Meeting or any adjournment or postponement thereof. Such right may be exercised by inserting in the space labeled “ Please print appointee name ”, the name of the person to be appointed, who need not be a security holder of the Corporation.

Request for Financial Statements

In accordance with securities regulations, security holders may elect to receive Annual Financial Statements, Interim Financial Statements and MD&As. Instead of receiving the financial statements by mail, you may choose to view these documents on SEDAR at www.sedar.com. I am currently a security holder of the Corporation and as such request the following:  [Annual Financial Statements with MD&A ]

 [Interim Financial Statements with MD&A ]

If you are casting your vote online and wish to receive financial statements, please complete the online request for financial statements following your voting instructions. If the cut-off time has passed, please fax this side to 416-595-9593

Crystal Peak Minerals Inc. 2021

1. To be valid, this proxy must be signed. Please date the proxy. If the proxy is not dated, it is deemed to bear the date of its mailing to the security holders of the Corporation.

2. To be valid, this proxy must be filed using one of the Voting Methods and must be received by TSX Trust Company before the Filing Deadline for Proxies , noted on the reverse or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting. Late proxies may be accepted or rejected by the Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late proxy.

3. If the security holder is a corporation, the proxy must be executed by an officer or attorney thereof duly authorized, and the security holder may be required to provide documentation evidencing the signatory’s power to sign the proxy.

4. Guidelines for proper execution of the proxy are available at www.stac.ca. Please refer to the Proxy Protocol.

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