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AGM 2025

Dec 9, 2025

Sheila Murray
Chair of the Board, Teck Resources

Looks like everyone has settled down in their seats, so I'm going to call this meeting to order. My name is Sheila Murray. I'm the Chair of the Board of Teck Resources, and I'm delighted to welcome you to this special meeting of our shareholders. The meeting has been called in connection with the proposed merger of equals with Anglo American. Before we begin, I'd like to acknowledge that we're meeting today on the traditional ancestral and unceded territory of the Coast Salish Peoples, the Squamish, the Tsleil-Waututh, and the Musqueam Nations. Sitting on stage with me today is Teck's President and Chief Executive Officer and my fellow director, Jonathan Price, along with our Executive Vice President and Chief Legal and Sustainability Officer, Charlene Ripley , and Vice President Legal and Corporate Secretary, Amanda Robinson. Before we start the business of today's meeting, we'd like to start with a Safety Share.

We start each meeting at Teck, whether it's a committee meeting, an executive meeting, or a board meeting, with a Safety Share and Value Share. So I'm going to invite Dr. Joshua Tepper, Teck's Vice President of Health and Safety and our Chief Medical Officer, to give us our safety message.

Joshua Tepper
VP of Health and Safety and Chief Medical Officer, Teck Resources

Thank you so much. Good morning, everybody. My name is Joshua Tepper, and I'm proud to be part of Teck's Health and Safety team. I obviously spend a lot of time thinking about the risks that face the thousands of our remarkable, amazing people who work here at Teck. The risks include the interaction with large vehicles, working at heights, working near water, exposure to hazardous dust or chemicals, and I also think about the risks to a person's mental health and the risks of harm from addiction, but today, I'd like to talk about a different risk. It's a risk that's represented on this next slide. These are MRI pictures taken when somebody is driving, an activity most of us do every day at work and at home.

What this picture shows us is that when we add more distractions, like an incoming phone call, that not only does the brain need to recruit more processing power unrelated to the task of driving, but actually the brain starts to throttle back and reduce some of the visual and cognitive capacity it had been using to focus on the task of safe driving. It reduces its capacity to focus on the most important task it has before it. This Canadian study is just one of several that highlights that one of the biggest risks facing our workforce today is distraction and a loss of attention. Next slide. This is not a new idea. In fact, in the 1970s, the Nobel laureate Herbert A. Simon coined the term the attention economy and described a condition where an excess of information leads to a scarcity of attention.

At Teck, we're very proud to be a company that provides critical minerals that the world needs. But I would suggest that when it comes to safety, attention is an equally critical resource our workforce needs to keep safe. Unfortunately, in the decades since Herbert Simon's work, the literature is clear. Despite the importance of the ability to sustain our attention on a given task, it's actually getting worse. Studies have shown that over a short period of years, our ability to sustain attention on a task has gone from an average of about two and a half minutes to 47 seconds, and even less if you're exposed to certain digital platforms. The environment in which people are working in, including in safety-sensitive activities, is being disrupted by a growing number of visual and auditory information sources.

It comes from news and social media platforms, complex procedural and operational guidebooks, elaborate performance reporting systems, and complex dashboards filled with noises, lights, and sounds. An uncomfortable truth is that we can keep building policies, technologies, procedures, training, and cultural programs to advance safety. But the practice, the adherence to all of these important programs and initiatives relies on our ability to maintain attention, and that ability is in clear decline. It's not just a health and safety issue, of course. Distraction and poor attention have implications for all parts of our work. The time we spend interacting with our teams, developing our next strategic plan, or analyzing performance data are all negatively impacted by the deficit of just attention and the problem of distraction. Well, the solutions to this challenge are complex, and don't worry, I'm not going to try to solve it today.

The risk of inattention is clear and something we need to think about going forward, but of course, the reality is the fracturing of our attention doesn't end even when we leave work. It permeates our personal lives as well, and so with that reality in mind, let me leave you with one short final thought. As we head into the holiday season, a time to be with those we care most about, perhaps one of the greatest presents we can offer them and ourselves is the gift of our sustained attention. Please get home safe and healthy today and every day, and thank you for the chance to say a few words.

Sheila Murray
Chair of the Board, Teck Resources

Thank you very much, Joshua. Important words, particularly as we head into this important season. Before we begin the formal business of the meeting, I want to make a few comments on behalf of the Board of Directors. The proposed merger with Anglo American represents the culmination of an important process of negotiation and engagement during which your Board has been focused on evaluating a wide range of alternative approaches and options to advance Teck's strategy. The proposed merger with Anglo American represents a unique opportunity to create a leading copper-focused producer of scale and a natural progression of our strategy that enhances and accelerates Teck's value creation proposition. Your Board was unanimous in supporting this transaction, and we're so excited to be bringing it to the shareholders to vote on today. Now, I'll call the meeting formally to order.

I will chair this meeting, and I'll ask Teck's Vice President Legal and Corporate Secretary, Amanda Robinson, to act as Secretary of the Meeting. Pursuant to the authority granted to me by Teck's bylaws, I appoint Sabrina Evangelista of TSX Trust Company to act as Scrutineer. The Secretary has confirmed that the meeting materials were mailed to shareholders in accordance with applicable laws on November 10, 2025. I will direct that a copy of the affidavits of mailing be attached as a schedule to the minutes of this meeting. I'll now ask the Secretary to read the Scrutineer's preliminary report on attendance.

Amanda Robinson
VP Legal and Corporate Secretary, Teck Resources

Quorum for the transaction of business at this meeting is at least three shareholders present in person or by proxy who hold shares representing at least 25% of the votes that could be cast at this meeting. I'm pleased to report that there are 66 shareholders holding 6,329,767 Class A Common Shares and 343 shareholders holding 380,831,701 Class B Subordinate Voting Shares represented in person or by proxy at this meeting. This represents a total of 409 shareholders holding 1,013,808,401 total votes. This represents 81.76% of the 1,239,920,791 issued and outstanding votes, including 83.29% of the Class A Common Shares and 79.35% of the Class B Subordinate Voting Shares.

Sheila Murray
Chair of the Board, Teck Resources

Thank you, Amanda. Sounds like it's time for a share consolidation. Having determined that a quorum is present, I declare the meeting is properly constituted for the transaction of business, and I direct that a copy of the final Scrutineer's report on attendance be attached as a schedule to the minutes of this meeting. Now, voting today will be conducted by way of a ballot, rather, on the resolution to be considered. Registered shareholders who submitted a valid proxy in advance of the meeting do not need to vote again. If you're attending in person, voting will take place on the ballots that were provided to you when you arrived. Please mark your ballots as the meeting progresses, and the Scrutineers will collect them at the end of the meeting. If you're attending virtually, voting will be conducted by an electronic ballot.

Polls will remain open until, in my opinion as Chair, every registered shareholder or duly appointed proxy holder has had an opportunity to vote. If necessary, once the polls have closed and the ballots have been collected, I will call a brief recess, but rather than hold up the business of the meeting for the final tabulation of votes, Teck will issue a news release with the final voting results, which will also be filed on SEDAR+. Each Class A Common Share carries 100 votes, and each Class B Subordinate Voting Share carries one vote.

The Arrangement Resolution is the only item of business on the agenda today and must be approved by at least two-thirds of the votes cast by holders of Class A Common Shares present and represented by proxy at the meeting, voting separately as a class, and two-thirds of the votes cast by all holders of Class B voting shares present or represented by proxy at the meeting, also voting separately as a class. During the discussion period, only registered shareholders or proxy holders are permitted to ask questions. If you do have a question, please limit your question to two minutes of speaking time. If you're attending the meeting in person and would like to ask a question, please raise your hand, and I will call on you at the designated time.

When asking the question, provide your name, the name of the entity that you represent, and confirm that you are a registered shareholder or a duly appointed proxy holder. If you're attending virtually and would like to ask a question, submit your question through the virtual meeting platform. All questions must relate to the business at hand, being the approval of the merger of equals. To ensure fairness for all attendees, I'll exercise my discretion as Chair to decide on the amount of time allocated to each question and, if necessary, may limit or consolidate or decline questions. We're always happy to engage with our shareholders outside of the meeting in accordance with our shareholder engagement protocol, which can be found on our website.

The only item of business today is to consider the special resolution, the Arrangement Resolution, which is set out in full in Appendix A to the Management Proxy Circular of Teck dated November 3, 2025. This resolution is to approve the arrangement pursuant to Section 192 of the Canada Business Corporations Act involving the merger of equals between Teck and Anglo American. Based on the proxies that we received in advance of this meeting, 99.7% of the votes cast in respect of the Class A Common Shares and 89.7% of the votes cast in respect of the Class B Subordinate Voting Shares were cast in favor of the Arrangement Resolution. Are there any questions or comments regarding the matter before the shareholders? Amanda, are there any online?

Amanda Robinson
VP Legal and Corporate Secretary, Teck Resources

There are no questions online.

Sheila Murray
Chair of the Board, Teck Resources

All right. There being no questions, I will now entertain a motion to approve the Arrangement Resolution in the form attached as Appendix A to the Management Proxy Circular. I've asked our Corporate Secretary, who is an appointed proxy holder, to move that motion today.

Amanda Robinson
VP Legal and Corporate Secretary, Teck Resources

So moved.

Sheila Murray
Chair of the Board, Teck Resources

Anyone who has a ballot, please mark it now, including signing and printing your name on the ballot as noted, and for those of you attending virtually, voting is now open for a short period on the virtual meeting platform. Please submit your votes now. All right. It looks as if everyone has had an opportunity to vote. I declare the poll for the special meeting of shareholders to be closed. I'll now report the preliminary voting results, as you heard earlier. The Arrangement Resolution, as set out in the form attached as Appendix A to the Management Proxy Circular, has received the required number of votes cast in favor by each of the Class A Common Shares and the Class B Subordinate Voting Shares, voting separately as classes. I declare the motion is carried and the Arrangement Resolution is approved.

I'll direct that the final results of the vote before the meeting be included with the minutes of this meeting. We'll issue a news release with the voting results in accordance with the TSX rules, and detailed voting results will also be filed on SEDAR+ as noted. I want to thank all of you for attending. I also want to thank all of the management team for the incredible hard work that they have done to bring us to this point. It is not easy to even contemplate the merger of two major companies, let alone set about to bring it to life, and I really have to applaud Jonathan and the entire team for the extraordinary work and diligence, and of course, with the able help of our financial and legal advisors as well. Thank you for getting us to this point.

As you can see, our shareholders have thoroughly endorsed this. So next stage, execution. So thank you all very much, and thank you for attending this meeting.

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