Yorkton Equity Group Inc. — Proxy Solicitation & Information Statement 2020

Aug 20, 2020

TRUSTED BRAND 2016 INC.

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8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com

Security Class

Holder Account Number

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Form of Proxy - Special Meeting to be held on Thursday, September 10, 2020

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).

2. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.

3. This proxy should be signed in the exact manner as the name(s) appear(s) 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.

5. 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.

6. The securities represented by this proxy will be voted in favour or withheld from voting or voted against each of the matters described herein, as applicable, 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.

7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.

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

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Proxies submitted must be received by 10:00 am, Calgary Time, on Tuesday, September 8, 2020.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

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To Vote Using the Telephone

• Call the number listed BELOW from a touch tone telephone.

1-866-732-VOTE (8683) Toll Free

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To Vote Using the Internet

• Go to the following web site:

• www.investorvote.com

• Smartphone? Scan the QR code to vote now.

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If you vote by telephone or the Internet, DO NOT mail back this proxy.

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.

Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

01N1IA

Appointment of Proxyholder

I/We being holder(s) of Trusted Brand 2016 Inc. hereby appoint(s): Print the name of the person you are Perla Woo, Director, or failing her, Trevor Wong-Chor, Solicitor OR 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 shareholder 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 Special Meeting of shareholders of Trusted Brand 2016 Inc. to be held at the Offices of DLA Piper LLP, 1000, 250 - 2nd Street SW, Livingston Place, Calgary, Alberta on Thursday, September 10, 2020 at 10:00 am (Calgary Time) and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

For Against

1. Name Change

To consider, and, if deemed advisable, to pass, with or without variation, a special resolution, authorizing the change of name of the Corporation to “Yorkton Equity Group Inc.” or such other name as the Board of Directors, in its sole discretion and subject to applicable regulatory approval, determines to be appropriate. 2. Re-Pricing of all existing stock options To consider, and, if deemed advisable, to pass, with or without variation, a disinterested resolution of the shareholders, approving the re-pricing of all existing stock options (including options reserved for grant) of the Corporation to an exercise price $0.15 per share (or such other price as may be permitted by the TSX Venture Exchange (“ TSX-V ”). 3. Transfer to the NEX To consider and, if deemed advisable, approve, with or without variation, an ordinary resolution of disinterested shareholders authorizing the Corporation to transfer to the NEX board of the TSX-V in the event the Corporation does not complete its Qualifying Transaction (as defined in TSX-V Policy 2.4 - Capital Pool Companies) within the period prescribed by the TSX-V. 4. Cancel certain seed shares To consider and, if deemed advisable, approve, with our without variation, an ordinary resolution of disinterested shareholders authorizing the Corporation to cancel certain Seed Shares (as defined in TSX-V Policy 1.1) of the Corporation in the event the Corporation does not complete its Qualifying Transaction within the period prescribed by the TSX-V.

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5. Number of Directors

To the fix number of directors of the Corporation and the number of directors to be elected at the Meeting to five (5), conditional on and effective following the closing of the Corporation’s Qualifying Transaction.

6. Election of Directors

To elect the directors of the Corporation, conditional on and effective following the closing of the Corporation’s Qualifying Transaction;

For	Withhold	Withhold	Withhold	For	Withhold		For	Withhold
01. Ben Lui			02. Evan Chan			03. Bill Smith
04. Mark Wilbert			05. Jason Theiss
							For	Against
7. Approval of the amended fxed stock option plan To consider, and if thought ft, approve the ordinary resolution of disinterested shareholders relating to the approval of the amended fxed stock option plan of the									Fold
Corporation, conditional on and effective following the		closing of the Corporation’s Qualifying Transaction.
8. Preferred Share Designation and Issuance To consider, and if thought ft, approve the ordinary resolution, relating to the designation and issuance of 21,062,905 preferred shares of the Corporation, designated
as Series I, and 19,779,208 preferred shares of the Corporation, designated as Series II, conditional on and				effective concurrent		with the closing of the Corporation’s
Qualifying Transaction.

9. By-Laws

To consider, and if thought fit, approve the ordinary resolution relating to the approval of By-Law No.1, By-Law No.2 and By-Law No.3, conditional on and effective following the closing of the Corporation’s Qualifying Transaction.

10. Amendment of the Articles of the Corporation

To consider, and if thought fit, approve the special resolution relating to the amendment of the Articles of the Corporation for the addition of “Other Provisions” as Schedule “B” of the Articles of the Corporation.

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)	MM /DD /YY Date

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