AXELUM RESOURCES CORPORATION: Notice of Annual Meeting of Stockholders

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TO ALL STOCKHOLDERS:

NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders of AXELUM RESOURCES CORP. (the “Company”) will be held on July 26, 2023 at 9:00 AM, to be conducted, and participation will only be, by remote communication through MSTeams platform using the following link: https://teams.microsoft.com/l/meetup- join/19%3ameeting_ZWU2MmZmNWMtYzU2Ny00ZGQwLWFhMTktMjAzNDI5YjI0Nzhm%40thread.v2/0?context=%7b%22Tid%22%3 a%22e4671b80-fcd8-4c04-963c-529add66323b%22%2c%22Oid%22%3a%22e15efb95-0118-4d34-bfec-32a61fb7de27%22%7d

with the following agenda:

1. Call to Order
2. Proof of Notice of the Meeting and Determination of Quorum
3. Approval of the Minutes of the Previous Annual Meeting
4. Annual Report of Management and approval of the Audited Financial Statements
5. Ratification of the acts of the Board of Directors and its committees, officers and management
6. Appointment of External Auditor
7. Election of Directors
8. Other matters
9. Adjournment

Stockholders of record as of 07 June 2023 will be entitled to notice of, and to vote at, the Annual Meeting.

The Board of Directors, pursuant to Sections 23 and 57 of the Revised Corporation Code, SEC Memorandum Circular No. 06, Series of 2020, and the Company’s Amended By-Laws allowing voting through remote communication or in absentia and the Company’s Amended By-Laws, has decided to hold the Annual Meeting via remote communication, and allow the stockholders to cast their votes by remote communication or in absentia, or by proxy.

To participate in the Annual Meeting, stockholders must register from 9:00 AM of 30 June 2023 until 5:00 PM of 14 July 2023. The procedure for participation via remote communication and in absentia are contained in the Information Statement.

Stockholders who wish to appoint proxies may submit proxy instruments until 5:00 PM of 14 July 2023 by email to [email protected]. Validation of proxies shall be from 30 June 2023 until 14 July 2023. A sample proxy form is enclosed in the Information Statement for your convenience. We are not soliciting your proxies.

Makati City, Philippines, 22 June 2023.

Preciosa D. Castillo

Corporate Secretary

EXPLANATION OF AGENDA ITEMS

1. Call to Order

The meeting will be formally opened at approximately 9:00 in the morning.

2. Proof of Notice of the Meeting and Determination of a Quorum

The Corporate Secretary will certify that: 1) the stockholders of record were duly notified of the meeting by way of publication of the Notice of Meeting, including the date of publication and the newspapers where the notice was published, and 2) stockholders representing at least a majority of the outstanding capital stock are present in person or by proxy and, therefore, a quorum exists for the transaction of business.

3. Approval of the Minutes of the Previous Stockholders Meeting

The minutes of the annual meeting of stockholders held on July 29, 2022 may be viewed at the Company’s website, www.axelum.ph.

4. Annual Report of Management and approval of the Audited Financial Statements

The performance of the Company in 2022 and outlook for 2023 will be reported and the financial statements for the fiscal year 2022 will be presented to the stockholders for approval.

5. Ratification of the acts of the Board of Directors and its committees, officers and management

Ratification of the acts of the Board of Directors and its committees, officers and management of the Company since the last annual stockholders’ meeting up to the current stockholders’ meeting, as duly recorded in the corporate books and records of the Corporation, will be requested. A summary of these acts will be contained in the Definitive Information Statement.

6. Appointment of External Auditor

The Company’s external auditor is KPMG and will be nominated for reappointment for the current fiscal year.

7. Election of Directors

The nominees for election as members of the Board of Directors, including independent directors, will be presented to the stockholders. The Corporate Governance and Nomination Committee of the Board has evaluated and determined that the seven (7) nominees for directors, including the nominees for independent directors, have all the qualifications and competence necessary for the effective performance of the Board’s roles and responsibilities, and none of the disqualifications to serve as members of the Board.

The profiles of the candidates to the Board of Directors will be in the Definitive Information Statement. The members of the Board of Directors of the Corporation shall be elected by plurality vote, with cumulative voting allowed.

8. Other matters

The Chairman will answer certain questions previously submitted by the stockholders. The Chairman will decide whether matters raised by the stockholders may be properly taken up in the meeting or in another proper forum.

9. Adjournment

Upon determination that there are no other matters to be considered, the meeting shall be adjourned.