NOTICE OF ANNUAL/SPECIAL GENERAL MEETING

TAKE NOTICE that the 2023 Annual General and Special Meeting of the Members of RUNNING FOX RESOURCE CORP (hereinafter called the “Company" or the “Corporation”)) will be held at 404- 1688 152 St., Surrey BC V4A 4N2 on June 27, 2023, at the hour of 9 am for the following purposes:

1. to receive the Report of the Directors;

2. to receive the financial statements of the Company for its preceding fiscal year and the report of the Auditors thereon;

3. to appoint Auditors for the ensuing year and to authorize the Directors to fix their remuneration;

4. to determine the number of directors at four, and to elect directors;

5. to pass a resolution authorizing the consolidation of all of the issued and outstanding Common Shares without par value at Record Date, on the basis of up to ten (10 pre-consolidation Common Shares for one (1) post-consolidation Common Share, or such lesser whole number of pre-consolidated Common Shares as the directors may determine, as more particularly set out in the Information Circular;

6. to approve a special resolution to change the Company name;

7. for shareholders to re-approve the Company’s standard 10% “rolling” Stock Option Plan, which would be still subject to the Board of Directors formally approving and then enacting the Plan.

Accompanying this Notice are an Information Circular, and a Form of Proxy, as well as a Voluntary Mailing List Return Card (as a tear-out attached to this page).

DATED at Vancouver, British Columbia this 29 day of May 2023.

BY ORDER OF THE BOARD OF DIRECTORS

Steven Schurman Director

VOLUNTARY SUPPLEMENTAL MAILING LIST RETURN CARD

Note: If you wish to be included in the Corporation's Supplemental Mailing List in order to receive its annual and/or interim financial reports, return this card to 404- 1688 152 St., Surrey BC V4A 4N2

TO: RUNNING FOX RESOURCE CORP CUSIP NO. 781586102

The undersigned certifies that he is the owner of securities (other than debt instruments) of RUNNING FOX RESOURCE CORP (the "Corporation") and VOLUNTARILY requests to be placed on the Corporation's Supplemental Mailing List to receive its Annual and/or Interim Financial reports (state which).

DATE:

Signature:

Full Name (Please print): __________________________________________________

Telephone # __________________________ * a valid telephone number is required

SHARES OWNED:_________________ (this to be verified via current shareholder Register)

Shares registered in whose name (i.e., brokerage)________________________________________ (this to be verified)

Address: _______________________________________________________________________________________ (Name and title of person signing)