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KWG RESOURCES INC. NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
 
NOTICE (the “Notice”) IS HEREBY GIVEN that a Special Meeting of Shareholders (the “Meeting”) of KWG RESOURCES INC. (the “Corporation”) will be held on Friday, April 21, 2017 at 11:00 a.m. (local time), at the offices of Dickinson Wright LLP, Suite 2200, 199 Bay Street, Toronto, Ontario, for the following purposes:
(a) TO consider and, if deemed advisable, to pass, with or without variation, a resolution to fix the current number of directors between the minimum number and maximum number at six (6);
(b) TO consider and, if deemed advisable, to pass a resolution, with or without variation, to amend the Corporation’s Stock Option Plan (the “Stock Option Plan Amendment Resolution”);
(c) TO consider and, if deemed advisable, pass a special resolution, with or without variation, authorizing the Corporation to amend its articles (the “Articles”) to create a new class of shares, issuable in series, to be designated as “Preference Shares” in an unlimited number with the rights, privileges, restrictions and conditions described in Schedule “B” to the Management Information Circular accompanying this Notice, which rights, privileges, restrictions and conditions shall be annexed to the Articles (the “Preference Shares Resolution”); and
(d) TO transact such other business as may properly be brought before the Meeting, or any adjournment thereof.
A