AGM 2021

May 21, 2021

Good morning, ladies and gentlemen. My name is Mike Anken, Chairman of the Board of Directors for SSL Mining. I would like to welcome you to the company's twenty twenty one Annual and Special Meeting. The Board of Directors of the company has delegated to me the authority to lead the meeting of shareholders today. As the company's meeting is being held virtually, I would like to set out a few rules for the orderly conduct of the meeting. Questions can be submitted today by any registered shareholder or duly appointed proxy holder using the instant messaging service of the Luby virtual interface. Any questions regarding procedural matters or directly related to the motions before the meeting will be addressed after the presentation of all business items and before the polls are opened for electronic voting. All other questions will be addressed during the question and answer period at the conclusion of the formal part of the meeting. When asking a question, please indicate your name and which entity you represent, if any. For the purpose of the meeting, voting on all matters will be conducted by electronic ballot. Only registered stakeholders and duly appointed proxy holders who have not voted in advance of the meeting will be asked to vote after the presentation of all business items, and the polls are open for electronic voting. When you are asked to vote, you will receive a message on the Luby virtual interface requesting you to register your votes. You will only have a certain amount of time to do so when the polls are open. Importantly, if you are a registered shareholder or a duly appointed proxy holder and have already voted by submitting your proxy form or voting instructions form in advance of the meeting, it is not necessary for you to vote again today. With those guidelines in mind, we will now proceed with the formal portion of today's meeting. I now ask that the company's twenty twenty one annual and special meeting come to order. For the purpose of this meeting, I appoint Michael J. Sparks, executive vice president, chief legal and administrative officer, and corporate secretary of the company to act as secretary. The company's registrar and transfer agent is Computershare Investor Services Inc. For the purpose of this meeting, I appoint Computershare through its representatives to act as scrutineer of the meeting, to compute the votes to the polls taken at this meeting, and to report to the chair. The purpose of today's meeting are set out in the company's management information circular dated 04/21/2021. Unless there are any objections, I will dispense with the reading of the notice of the meeting. The scrutineer has provided confirmation that meeting materials were mailed to all shareholders of common shares and to all holders of CDIs on or about 04/21/2021, and the proper notice of the meeting has been given. Please note that copies of the meeting materials, including the management information circular, are available on the company's website and under the company's profile on the SEDAR website. I have before me a preliminary scrutineers report indicating that there is a sufficient number of shareholders and proxy holders present to constitute quorum. I therefore declare that the quorum of shareholders, as required under the company's articles, is present, and that the meeting is regularly called and properly constituted for the transaction of business. I will now deal with the business of the meeting. The company's articles provide that, as chairman, I may propose a motion and that no motions need to be seconded. In the interest of expediting the business of this meeting, I will move all motions to be proposed. As the first item of business on the agenda for today's meeting, I now present the company's audited financial statements for the financial year ended 12/31/2020, together with an auditor's report to the shareholders thereof. Copies of these documents have been mailed to the shareholders who requested them, and it is not proposed that they be read to the meeting. Any questions related to or discussion of the company's audited financial statements and auditor's report will be deferred until the question and answer period at the conclusion of the formal part of today's meeting. The next item of business is the election of directors. The 10 directors to be elected by the shareholders of the company shall hold office until the close of business at the first annual meeting of the shareholders of the company following elections, or until the successors are elected or appointed. The following individuals have been nominated as directors for the ensuing year or until their successors are elected or appointed, and are prepared to stand for election as directors as set out in the company's management information circular: Myself, AE Michael Angberg, Rod Handel, Thomas r Bates junior, Brian Booth, Edward c Darling junior, Simon A. Fish, Alan P. Creasy, Beverly F. Park, Grace K. Priestley, and Elizabeth A. Wademan. As the number of dominant nominees is equal to the number of directors set for the company, I move to elect all of the nominees as directors of the company. The next item of business is the appointment of the company's auditor for the ensuing year, and to authorise the directors of the company to fix the remuneration of the auditor. The company's auditor is priced for Waterhouse Coopers LLP, chartered professional accountants. Management proposes a reappointment of PwC as the auditor of the company and to authorise the directors to fix the remuneration payable to the auditor. I move PwC be reappointed as auditor of the company into the next annual meeting, and to authorise the directors to fix a remuneration payable to the auditor. The company endorses a pay for performance approach for executive compensation in order to reinforce the linkages between compensation and the company's strategic objectives and risk management processes. A detailed discussion of the company's executive compensation program is provided in the company's management information circular. The company has conducted a say on pay advisory vote since 2016. The purpose of the say on pay advisory vote is to give shareholders a formal opportunity to provide views on the disclosed objectives of the executive compensation plans and on the plans themselves. As this is an advisory vote, the results will not be binding upon the board. However, the board will take the results of the vote into account as appropriate when considering future compensation policies, procedures and decisions, and in determining whether there is a need to significantly increase its engagement with shareholders on compensation and related matters. As in past years, the company will disclose the results of the shareholder advisory vote as part of its report on voting results for this meeting. I move the vote on a nonbinding advisory basis to approve the resolution accepting the company's approach to executive compensation as set out of the company's management information circular. The board is recommending that shareholders approve a resolution to replace the company's current 2020 share compensation plan with the 2021 share compensation plan for the award of RSUs and PSUs to eligible persons. A description of the 2021 share compensation plan is set forth in the company's management information circular. The 2021 share compensation plan has been conditionally approved by the Board and the TSX and is subject to shareholder approval at this meeting. If the 2021 share compensation plan is approved, it will take effect at the close of business today. I move the 2021 share compensation plan to be approved, as more particularly described and set forth in the company's management information circular. Unless there are questions on any of the motions before the meeting, we will now move to open the polls for electronic voting. As mentioned, voting today will be conducted by electronic ballot. I will now take a moment to ask that balloting be opened to registered shareholders and duly appointed proxy holders. As a reminder, if you have already voted in advance of the meeting, it is not necessary for you to vote again today. The polls are now open and will be open for approximately the next two to three minutes. At this point, all registered shareholders and proxy holders who have properly logged in with their control numbers or usernames and wish to vote will be able to see on the screen all motions brought forth at this meeting. Please register your votes by accessing the voting page and selecting the for or withhold buttons next to the name of each proposed director, the for or withhold buttons next to the resolution with respect to the appointment of PwC as the company's auditor and authorizing the directors to set the auditor's remuneration the for or against buttons next to the nonbinding advisory resolution accepting the company's approach to executive compensation, as Ward particularly described and set forth in the company's management information circular and the for or against buttons next, the resolution approving the company's 2021 share compensation plan as more particularly described and set forth in the company's management information circular. We will provide registered shareholders and duly appointed proxy holders approximately one more minute to complete the electronic ballot. Once the electronic balloting closes, the voting page will disappear, and your votes will automatically be submitted. I would ask that the scrutineer compile the report regarding results of voting on all business matters, and the results will be published by the company on SEDAR and by press release. I have been advised by the scrutineer that the majority of the ballots and proxies deposited for the meeting have been voted in favour of each of the foregoing resolutions of the meeting. I direct the results of the poll to be included with the minutes of the meeting. Thank you. This completes the matter of business to be conducted as set out in the notice of meeting. I therefore move that the meeting be terminated. As there is no further business to come before the meeting, I declare the formal part of the meeting to be concluded. I will now open the meeting for any questions. As a reminder, you can submit a question today by using the instant messaging feature of the Lumi virtual interface. Will now give the attendees a moment to submit any questions. Okay. Well, thank you very much, everyone, for