Annual Meeting of Shareholders

NOTICE IS HEREBY GIVEN that an Annual and Special Meeting (the “Meeting”) of the shareholders of Canadian Manganese Company Inc (the “Corporation”) will be held on Friday, June 26, 2020 at 12:00 noon (Toronto time) for the following purposes:

  1. to receive the report of the Directors and consider the Financial Statements of the Corporation for the financial year ended December 31, 2019, together with the report of the Auditors thereon;
  2. to elect Directors;
  3. to appoint Auditors;
  4. to approve an Incentive Stock Option Plan (the “Plan”) pursuant to which directors, officers, employees and consultants of the Corporation may be granted incentive stock options to purchase shares; and,
  5. to transact such further or other business as may properly come before the Meeting or any adjournment or adjournments thereof.

IMPORTANT

THE CORPORATION WILL HOLD ITS ANNUAL MEETING BY TELECONFERENCE ONLY DUE TO THE COVID-19 PANDEMIC, GUIDANCE ON SOCIAL DISTANCING AND GOVERNMENT RESTRICTIONS ON PUBLIC GATHERINGS.
NO VOTES WILL BE ACCEPTED AT THE TELECONFERENCE MEETING.

Amid ongoing concerns about the Coronavirus (COVID-19) outbreak, the Corporation remains mindful of the well-being of shareholders and their families, and other stakeholders as well as the communities in which we operate. COVID-19 is a rapidly evolving situation, the Corporation will continue to monitor and review provincial and federal governmental guidance in order to assess and implement measures to reduce the risk of spreading the virus, which may include potentially adjourning or postponing the Meeting.

The Circular has been prepared to help you make an informed decision on each of the matters to be voted on at the Meeting. Please review the Circular carefully before voting.

Shareholders are encouraged to complete, date, sign and return the enclosed form of proxy in accordance with the instructions set out in the proxy and in the attached Management Information Circular (the “Circular”).

The Meeting materials, including the Circular, are available on the Corporation’s website at www.CanadianManganese.com and will remain on the website for at least one full year from the date of this Notice. The Meeting materials are also available under the Corporation’s profile on SEDAR at www.sedar.com.

Only Shareholders as of the close of business on the record date of May 8, 2020 are entitled to vote at the Meeting by proxy. In order to be valid for use at the Meeting, proxies must be received by the Corporation, 1805-55 University Avenue, Toronto, Ontario M5J 2H7at least 48 hours (excluding Saturdays, Sundays and holidays) prior to the time of the Meeting. The time limit for deposit of proxies may be waived or extended by the Chairman of the Meeting at his discretion, without notice.

The Meeting materials are available below:

                     Information Circular

                     Notice of Meeting

                     Proxy Form

                     Request for Financial Statements

                     Notice-and-Access