AYA GOLD & SILVER INC. (the “Corporation”)
Report of Voting Results Pursuant to Section 11.3 of
National Instrument 51-102 ¾ Continuous Disclosure Obligations ("NI 51-102")
Following the annual meeting of shareholders of the Corporation held on June 12, 2026 (the “Meeting”), and in accordance with section 11.3 of NI 51-102, we hereby advise you of the following voting results as tabulated. Accordingly, there were 72,780,231 common shares present or represented at the meeting or 50.77% of the 143,349,749 common shares issued and outstanding on April 23, 2026, being the record date for the Meeting.
Election of Directors
Based on the proxies received by the Corporation and the votes on a show of hands, the following individuals were elected as directors of the Corporation until the next annual shareholders’ meeting, with the following results:
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RESOLUTION No. 1 Name of Nominee | Votes cast FOR | Percentage (%) of votes cast FOR | Votes AGAINST | Percentage (%) of votes cast AGAINST |
1. Annie Torkia Lagacé | 65,713,943 | | 99.96% | 27,314 | | 0.04% |
2. Benoit La Salle | 58,450,478 | | 88.91% | 7,290,779 | | 11.09% |
3. Yves Bonin | 65,703,881 | | 99.94% | 37,376 | | 0.06% |
4. Eloïse Martin | 63,459,815 | | 96.53% | 2,281,440 | | 3.47% |
5. Ghislane Guedira | 61,669,638 | | 93.81% | 4,071,619 | | 6.19% |
6. John Burzynski | 65,722,913 | | 99.97% | 18,344 | | 0.03% |
7. Krystal Ramsden | 65,684,250 | | 99.91% | 57,007 | | 0.09% |
8. Yves Grou | 61,073,113 | | 92.90% | 4,668,142 | | 7.10% |
Appointment and Remuneration of Auditors
Based on the proxies received by the Corporation and the votes on a show of hands, KPMG LLP, Chartered Professional Accountants, was appointed as independent auditors of the Corporation for the ensuing year and the directors are authorized to fix their remuneration, with the following results:
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RESOLUTION No. 2 | Votes cast FOR | Percentage (%) of voted cast FOR | Votes WITHHELD | Percentage (%) of voted cast WITHHELD |
Appointment and Remuneration of Auditors | 72,709,627 | | 99.90% | 70,604 | | 0.10% |
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Advisory Resolution on Executive Compensation
Based on the proxies received by the Corporation and the votes on a show of hands with respect to the approval of an advisory and non-binding resolution accepting the Corporation’s approach to executive compensation, the results on this matter were as follows:
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RESOLUTION No. 3 | Votes cast FOR | Percentage (%) of votes cast FOR | Votes cast AGAINST | Percentage (%) of votes cast AGAINST |
Advisory Resolution on Executive Compensation | 62,291,846 | 94.75% | 3,449,411 | 5.25% |