LONCOR RESOURCES INC.
Suite 7070, 1 First Canadian Place
100 King Street West, Toronto, Ontario, M5X 1E3, Canada
FORM OF PROXY SOLICITED BY THE MANAGEMENT OF LONCOR
RESOURCES INC. FOR USE AT THE ANNUAL AND SPECIAL MEETING
OF SHAREHOLDERS TO BE HELD ON JUNE 29, 2018
The undersigned shareholder(s) of LONCOR RESOURCES INC. (the "Corporation") hereby appoint(s) in respect of all of his or her shares of the Corporation, Donat K. Madilo, Chief Financial Officer of the Corporation, or failing him, Geoffrey G. Farr, Corporate Secretary of the Corporation, or in lieu of the foregoing __________________________________ as nominee of the undersigned, with power of substitution, to attend, act and vote for the undersigned at the annual and special meeting (the "Meeting") of shareholders of the Corporation to be held on the 29th day of June, 2018, and any adjournment or adjournments thereof, and direct(s) the nominee to vote the shares of the undersigned in the manner indicated below:
1. | On the election of the following nominees as directors of the Corporation, as described in the Corporation’s management information circular dated May 31, 2018 (the "Circular"). |
VOTE FOR | WITHHOLD VOTE | ||
Maurice J. Colson | [ ] | [ ] | |
Arnold T. Kondrat | [ ] | [ ] | |
Richard J. Lachcik | [ ] | [ ] | |
William R. Wilson | [ ] | [ ] |
2. | VOTE FOR [ ] WITHHOLD VOTE [ ] on appointing UHY McGovern Hurley LLP, Chartered Professional Accountants and Licensed Public Accountants, as the auditors of the Corporation to hold office until the close of the next annual meeting of shareholders of the Corporation. |
3. | VOTE FOR [ ] WITHHOLD VOTE [ ] on authorizing the directors of the Corporation to fix the remuneration payable to the auditors of the Corporation. |
4. | VOTE FOR [ ] AGAINST [ ] the special resolution authorizing an amendment to the articles of the Corporation to consolidate the issued and outstanding common shares of the Corporation at a ratio of either two to one or three to one, with one of the two said ratios to be selected and implemented by the board of directors of the Corporation in its sole discretion, as described in the Circular. |
If any amendments or variations to matters identified in the Notice of the Meeting are proposed at the Meeting or if any other matters properly come before the Meeting, this proxy confers discretionary authority to vote on such amendments or variations or such other matters according to the best judgment of the person voting the proxy at the Meeting.
DATEDthe day of , 2018.
Signature of Shareholder(s) | |
Print Name | |
(see notes on the back of this page) |
NOTES: |
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(1) | The form of proxy must be dated and signed by the appointor or his or her attorney authorized in writing or, if the appointor is a body corporate, the form of proxy must be executed by an officer or attorney thereof duly authorized. If the proxy is not dated, it will be deemed to bear the date on which it was mailed. The proxy ceases to be valid one year from its date. | |
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(2) | Where a choice with respect to any matter to be acted upon at the Meeting has been specified in the form of proxy, the shares represented by the form of proxy will be voted or withheld from voting in accordance with the specifications so made. The shares represented by the form of proxy will be voted or withheld from voting in accordance with the instructions of the shareholder on any ballot that may be called for. | |
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(3) | A SHAREHOLDER HAS THE RIGHT TO APPOINTAPERSON (WHO NEED NOT BEASHAREHOLDER) TO ATTEND AND ACT FOR HIMOR HER AND ON HIS OR HER BEHALF AT THEMEETINGOTHERTHANTHE PERSONSDESIGNATED IN THE FORM OF PROXY. SUCHRIGHT MAY BE EXERCISED BY STRIKING OUTTHE NAMES OF THE PERSONS DESIGNATED INTHE FORM OF PROXY AND BY INSERTING INTHE BLANK SPACE PROVIDED FOR THATPURPOSE THE NAME OF THE DESIRED PERSONOR BY COMPLETING ANOTHER FORM OFPROXY AND, IN EITHER CASE, DELIVERING THECOMPLETED AND EXECUTED PROXY TO THECORPORATION C/O TSX TRUST COMPANY, 301 -100 ADELAIDE STREET WEST, TORONTO,ONTARIO, M5H 4H1, CANADA, AT ANY TIMEPRIOR TO 4:00 P.M. (TORONTO TIME) ON THE28TH DAY OF JUNE, 2018, OR TO THE CHAIRMANOF THE MEETING ON THE DAY OF THEMEETING OR ANY ADJOURNMENT THEREOFPRIOR TO THE TIME FOR VOTING. | |
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(4) | IN THE ABSENCE OF INSTRUCTIONS TO THECONTRARY, THE PERSONS NAMED IN THEPROXY WILL VOTE FOR EACH OF THEMATTERS IDENTIFIED IN THE PROXY. | |
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(5) | If your address as shown is incorrect, please give your correct address when returning the proxy. |