RIDGESTONE MINING INC.

Suite 503, 905 West Pender Street

Vancouver, BC V6C 1L6

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN THAT an annual general and special meeting (the " Meeting ") of the shareholders of Ridgestone Mining Inc. (the " Company ") will be held at Suite 501, 3292 Production Way, Burnaby, B.C., V5A 4R4 on Friday, December 2, 2022 at 10:00 a.m. (Vancouver time) for the following purposes:

1. To receive and consider the financial statements of the Company for the year ended December 31, 2021, and the auditor's report thereon;

2. To set the number of directors to be elected at the Meeting at four (4) and to elect the directors of the Company until the Company's next annual meeting of shareholders;

3. To re-appoint Dale Matheson Carr-Hilton LaBonte LLP, Chartered Professional Accountants as auditors of the Company and to authorize the directors of the Company to fix their remuneration;

4. To approve the Company's amended 10% rolling stock option plan, amended as required pursuant to revised TSX Venture Exchange policy, as more particularly described in the accompanying management information circular;

5. to consider, and if deemed advisable, to pass, with or without variation, an ordinary resolution consolidating the outstanding common shares of the Company on the basis of one postconsolidation common share for up to 20 pre-consolidation common shares, as more particularly described in the accompanying management information circular; and

6. To transact such further or other business as may properly come before the Meeting or any adjournment thereof.

As of the date of this notice, the Company intends to proceed with the Meeting but limit in-person attendance in light of public health directives and recommendations relating to the ongoing coronavirus (COVID-19) pandemic and efforts to reduce its spread, including restrictions on in-person gatherings of any size, which continue to be strongly discouraged, and physical distancing requirements, and overarching concern for the wellbeing of shareholders, directors, their families and others. At a minimum, only registered shareholders or their duly appointed proxyholders will be permitted to attend the Meeting. The Company reserves the right, however, to take any such additional precautionary measures in relation to the Meeting as it considers necessary or advisable in response to further COVID19 related public health developments, which could include changing the location of the Meeting, hosting the Meeting by means of remote communication only, placing further restrictions on in-person attendance, or postponing or adjourning the Meeting. Any such changes to the Meeting location, date or format will be announced by way of news release, and a copy thereof (if any) will be filed under the Company's issuer profile on SEDAR at www.sedar.com. Please monitor any such news release for updates, and check the website prior to the Meeting date for the most current information. The Company does not intend to prepare or mail supplementary meeting materials in the event of changes to the Meeting location, date or format. To mitigate health and safety risks, the Company strongly discourages shareholders from attempting physical attendance at the Meeting, accommodation for which cannot be guaranteed at this time, and asks that all shareholders instead vote by proxy in advance of the Meeting.

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The details of the matters proposed to be put before the Meeting are set forth in the accompanying information circular, which is supplemental to and expressly made a part of this notice. Shareholders of record as of the close of business on October 28, 2022 (the record date) will be entitled to vote at the Meeting and at any adjournment or adjournments thereof.

If you are a registered shareholder, you may participate in the Meeting in person or be represented at the Meeting by proxy. Again, however, in light of COVID-19 related assembly restrictions, shareholders are urged to avoid in-person attendance and instead vote by proxy before the Meeting – by dating and signing the enclosed form of proxy and returning it, or another acceptable instrument of proxy, or otherwise providing their proxy voting instructions, as more particularly described in the information circular (and, in the case of non-registered shareholders, in accordance with voting instructions received from the intermediaries through which they hold their shares).

DATED at Vancouver, British Columbia, as of the 3^rd day of November, 2022.

By Order of the Board of Directors of RIDGESTONE MINING INC.

(signed) Erwin Wong

Erwin Wong Chief Financial Officer and Director

SHAREHOLDERS WHO ARE UNABLE TO ATTEND THE MEETING ARE REQUESTED TO COMPLETE, AND DEPOSIT THE ENCLOSED FORM OF PROXY OR OTHER APPROPRIATE FORM OF PROXY WITH THE COMPANY'S TRANSFER AGENT, ODYSSEY TRUST COMPANY, IN THE MANNER PROVIDED FOR IN THE ACCOMPANYING INFORMATION CIRCULAR, SUCH THAT IT IS RECEIVED AT LEAST 48 HOURS (EXCLUDING SATURDAYS, SUNDAYS AND STATUTORY HOLIDAYS IN THE PROVINCE OF BRITISH COLUMBIA) PRIOR TO THE COMMENCEMENT OF THE MEETING OR ANY ADJOURNMENT THEREOF, IN DEFAULT OF WHICH IT MAY BE TREATED AS INVALID. IN ORDER TO BE REPRESENTED BY PROXY, SHAREHOLDERS MUST COMPLETE AND SUBMIT THE ENCLOSED FORM OF PROXY OR OTHER APPROPRIATE FORM OF PROXY.

If you are a non-registered shareholder and receive these materials through your broker or through another by intermediary, please complete and return the materials in accordance with the instructions provided to you by your broker or by the other intermediary. Failure to do so may result in your shares not being eligible to be voted by proxy at the Meeting. If you hold your shares in a brokerage account you are not a registered shareholder.