The board of directors of POET Technologies Inc. is unanimously recommending that holders of common
shares of POET Technologies Inc. vote
FOR
(a) the Director
Number
Resolution (as defined in this
management information circular);
(b) the election of directors of POET Technologies Inc. for the coming
year;
(c)
Omnibus Plan Resolution (as defined in this management information circular);
(d) Option
Migration Resolution
(as defined in this management information circular)
; (e) Option Plan Resolution
(as
defined in this management information circular)
;
(f)
By
-
Law Resolution (as defined in this management
information circular) and (
(g)
the appointment of
Marcum LLP
as
POET
Technologies Inc.'
s auditors and
authorizing the directors to fix their remuneration.
