Methanex: Information Circular (2026 Information Circular)

Methanex is the world's largest producer and supplier of methanol.

Through our strategic pillars of leadership, operational excellence and low cost, we create our competitive advantage of safe, sustainable, secure supply of methanol.

Our strategic enablers - Responsible Care & Sustainability; A Diverse and Inclusive One Team; and our Core Values - are the key elements of our culture and underpin our pillars.

Items of business

The Meeting is being held for the following purposes:

Receive the Consolidated Financial Statements of the Company for the financial year ended December 31, 2025 and the Auditors' Report on such statements;

2 Elect directors;

Reappoint the auditors and authorize the Board of Directors to fix the remuneration of the auditors; and

Consider and approve, on an advisory basis, a resolution to accept the Company's approach to executive compensation disclosed in the accompanying Information Circular.

Shareholders will also transact such other business as may properly come before the Meeting.

MEETING INFORMATION

The Annual General Meeting (the "Meeting") of the shareholders of Methanex Corporation (the "Company") will be a hybrid meeting held, at the following time and place, either in-person or virtually:

Date and Time Thursday, April 30, 2026 10:00 am (Pacific Time)

Place

In Person:

1800-200 Burrard Street Vancouver, British Columbia

Online via live audio webcast:

https://

meetings.lumiconnect.com/200-882-122-008

Password: methanex2026

Please refer to the instructions in the accompanying Information Circular

If you hold common shares of the Company and do not expect to attend the Meeting in person or online via the live audio webcast, please complete the enclosed proxy form and either fax it to 416-607-7964 or forward it to TSX Trust Company using the envelope provided with these materials. Proxies must be received no later than 48 hours (excluding Saturdays, Sundays and holidays) before the time fixed for commencement of the Meeting or any postponement or adjournment thereof.

DATED at the City of Vancouver, in the Province of British Columbia, this 9th day of March, 2026. BY ORDER OF THE BOARD OF DIRECTORS

Kevin Price

Senior Vice President, General Counsel & Corporate Secretary

Notice of annual general meeting

of shareholders 1

Voting 3

Business of the meeting 8

1. Receive financial statements 8

2. Election of directors 8

3. Reappointment and remuneration of auditors 11

4. Advisory "say on pay" vote on approach to executive

compensation 14

About the directors 17

Director biographies 17

Skills matrix 29

Diversity 30

Voting results 31

Corporate governance 32

Statement of corporate governance practices 32

Board of directors 33

Board responsibilities 38

Shareholder engagement 42

Other Board practices and policies 43

Compensation of directors 51

Executive compensation 61

Letter to shareholders 61

Executive compensation discussion and analysis 63

Named executive officers 63

Executive summary 64

Elements of executive compensation 73

Statement of executive compensation 87

Summary compensation 87

Incentive plan awards 89

Retirement plans 91

Change of control and termination benefits for NEOs 92

Other information 95

Interest of certain persons in matters to be acted upon 95

Interest of informed persons in material transactions 95

Indebtedness of directors and executive officers 95

Directors' and officers' liability insurance 95

Securities authorized for issuance under equity

compensation plans 96

Shareholder proposals 99

Additional information 100

Approval by directors 100

Schedule A 101

Methanex Corporation Board Mandate and Corporate

Governance Principles 101

Our methanol production sites are located in the United States, Chile, Egypt, New Zealand, Trinidad & Tobago and Canada. Methanex is headquartered in Vancouver, Canada, and the Company's common shares trade on the Toronto Stock Exchange under the symbol MX and on the Nasdaq Global Select Market under the symbol MEOH.

Our majority-owned subsidiary, Waterfront Shipping, is a global marine transportation company specializing in the safe, responsible and reliable transport of methanol to major international markets in Asia Pacific, North America, Europe and South America. We operate Waterfront Shipping's fleet of approximately 30 vessels mostly through long-term time charters.

Explore Methanex

To read more about Methanex, including our 2025 Sustainability Report, visit our website at https://www.methanex.com.

Information contained in this Information Circular is given as at March 9, 2026 unless otherwise stated.

SOLICITATION OF PROXIES

This Information Circular is provided in connection with the solicitation of proxies by or on behalf of the management and Board of Directors (the "Board") of Methanex Corporation (the "Company", "we" or "our", as applicable) for use at the Annual General Meeting (the "Meeting") of the shareholders of the Company to be held at the time and place (including any adjournment or postponement thereof) and for the purposes described in the accompanying Notice of Annual General Meeting of Shareholders.

It is anticipated that this Information Circular and the accompanying proxy form will be mailed on or about March 23, 2026 to holders of common shares of the Company ("Common Shares").

NOTICE-AND-ACCESS

We use notice-and-access to deliver this Information Circular (the "Circular") to our registered and non-registered shareholders. While you will still receive a form of proxy or voting instruction form in the mail so you can vote your shares, instead of receiving a paper copy of the Circular, you will receive a notice outlining the matters to be addressed at the meeting and explaining how you can access the Circular electronically and how to request a paper copy. Notice-and-access is environmentally friendly and cost effective as it reduces paper, printing and postage costs.

You may request a paper copy of the Circular, at no cost, at any time prior to the Meeting and up to one year from the date the Circular was filed on SEDAR+ (https://www.sedarplus.ca).

Registered shareholders, or shareholders without

a control number, may request a paper copy by calling (English) 1-844-916-0609 or from outside North America 1-303-562-9305 or (French) 1-844-973-0593 or from

outside North America 1-303-562-9306. Non-registered shareholders may request a paper copy by visiting http:// https://www.proxyvote.com or by calling 1-877-907-7643 (toll free in Canada and the United States) and entering the control number located on the voting instruction form provided to you and following the instructions. If you are calling from outside Canada or the United States, you can call (English) 1-303-562-9305 or (French) 1-303-562-9306 to request a paper copy of the Circular. If you request a paper copy of the Circular, you will not receive a new proxy form or voting instruction form with it, so you should keep the original form sent to you in order to vote.

HOW DO I ACCESS THE MEETING ONLINE?

Please refer to "Voting Online" (below) for instructions on how to access the Meeting online.

WHAT WILL BE VOTED ON AT THE MEETING?

Shareholders will be voting on those matters that are described in the accompanying Notice of Annual General Meeting of Shareholders. The Notice includes all the matters to be presented at the Meeting that are presently known to management. A simple majority (that is, greater than 50%) of the votes cast, in person, online via the live audio webcast or by proxy, will constitute approval of these matters, other than the election of directors and the appointment of auditors.

WHO IS ENTITLED TO VOTE?

Only registered holders of Common Shares ("Registered Shareholders") at the close of business on March 2, 2026 (the "Record Date") are entitled to vote at the Meeting or at any adjournment or postponement thereof. Each Registered Shareholder will have one vote for each Common Share held at the close of business on the Record Date. As at the date of this Information Circular, March 9, 2026, there were 77,339,520 Common Shares outstanding. To the knowledge of the directors and senior officers of the Company, the only persons who beneficially own, directly or indirectly, or exercises control or direction over, Common Shares carrying 10% or more of the voting rights of the Company are M&G Investment Management Limited ("M&G") and OCI N.V. ("OCI"). Based on information filed by M&G, M&G owns 12,756,931 Common Shares(1) which represents 16.5% of the Common Shares outstanding as at March 9, 2026. Based on information filed by OCI, OCI owns 9,944,308 Common Shares(2) which represents 12.9% of the Common Shares outstanding as at March 9, 2026.

CAN I VOTE COMMON SHARES THAT I ACQUIRED AFTER THE RECORD DATE (MARCH 2, 2026)?

No. Only Common Shares that are held by a shareholder at the close of business on the Record Date are entitled to be voted at the Meeting.

REGISTERED SHAREHOLDERS - HOW DO I VOTE?

If you are a Registered Shareholder, there are five ways in which you can vote your Common Shares. You can (1) vote by returning the proxy form prior to the Meeting; (2) vote online prior to the Meeting at https://www.meeting-vote.comand enter the 13-digit control number located on the proxy form; (3) vote online during the live audio webcast; (4) vote by proxy (the proxyholder can vote either online during the Meeting or in person); or (5) vote in person at the Meeting. If you vote prior to the Meeting, your vote must be received by no later than 10:00am (PT)

on Tuesday, April 28, 2026.

VOTING ONLINE AT THE MEETING

You can vote during the Meeting by online ballot through the live audio webcast platform.

You will need the latest versions of Chrome, Safari, Edge or Firefox. Please ensure your browser is compatible by logging in early. Please do not use Internet Explorer.

It is your responsibility to ensure internet connectivity for the duration of the Meeting and you should allow ample time to log in to the Meeting online before it begins.

Caution: Internal network security protocols including firewalls and VPN connections may block access to the Lumi platform for the Meeting. If you are experiencing any difficulty connecting or watching the meeting, ensure your VPN setting is disabled or use a computer on a network not restricted to security settings of your organization.

Registered shareholders and duly appointed proxyholders (including non-registered shareholders who have duly appointed themselves as a proxyholder) that attend the Meeting online will be able to vote by completing a ballot online during the Meeting through the live audio

webcast platform.

1. Step 1: Log in online at: https://meetings.lumiconnect.com/200-882-122-008

2. Step 2: Follow these instructions:

Registered shareholders: Click "I have a control number" and then enter your control number and password methanex2026 (case sensitive). The control number located on the form of proxy or in the email notification you received from the transfer agent, TSX Trust Company ("TSX Trust"), is your control number. If you use your control number to log in to the Meeting, any vote you cast at the Meeting will revoke any proxy you previously submitted. If you do not wish to revoke a previously submitted proxy, you should not vote during the Meeting.

Duly appointed proxyholders: Click "I have a control number" and then enter your control number and password methanex2026 (case sensitive). Proxyholders who have been duly appointed and registered with

TSX Trust will receive a control number by email from TSX Trust after the proxy voting deadline has passed. To become a duly appointed proxyholder, please see "Voting by proxy - online during the Meeting" below.

VOTING BY PROXY - ONLINE DURING THE MEETING

For a proxyholder to vote online during the Meeting they must obtain a control number. To do this you must complete the additional step of registering the proxyholder by either calling TSX Trust at 1-866-751-6315 (within North America) or 1-416-682-3860 (outside of North America) by no later than 10:00am (PT) on Tuesday, April 28, 2026, or by completing the electronic form (in

(1) This information was obtained by the Company from a Schedule 13F filing dated February 12, 2026 available at https://www.sec.gov. Shares beneficially owned by M&G, or over which M&G exercises control or direction, may include Common Shares owned by certain of its affiliates and associates.

(2) This information was obtained by the Company from a Schedule 13G filing dated July 2, 2025 available at https://www.sec.gov. Shares beneficially owned by OCI, or over which OCI exercises control or direction, may include Common Shares owned by certain of its affiliates and associates.

English) at https://www.tsxtrust.com/control-number-request by 10:00am PT on Tuesday, April 28, 2026. TSX Trust will then provide the proxyholder with a control number by email after the proxy voting deadline has passed. The control number is the proxyholder's username for the purposes of logging into the Meeting. Failing to register your proxyholder online will result in the proxyholder not receiving a control number, which is required to vote at the Meeting. Non-registered shareholders who have not duly appointed themselves as proxyholder will not be able to vote at the Meeting but will be able to participate as a guest.

VOTING BY PROXY - IN PERSON AT THE MEETING

If you do not plan to come to the Meeting, you can have your vote counted by appointing someone who will attend the Meeting as your proxyholder. In the proxy, you can either direct your proxyholder as to how you want your Common Shares to be voted or let your proxyholder choose for you. You can always revoke your proxy if you decide to attend the Meeting and wish to vote your Common Shares at the Meeting.

VOTING IN PERSON

Registered Shareholders who will attend the Meeting and wish to vote their Common Shares in person should not complete a proxy form. Your vote will be taken and counted at the Meeting. Please register with the transfer agent, TSX Trust, when you arrive at the Meeting.

WHAT IF I AM NOT A REGISTERED SHAREHOLDER?

Many shareholders are "non-registered shareholders." Non-registered shareholders are shareholders whose shares are registered in the name of an intermediary (such as a bank, trust company, securities broker, trustee or custodian). Unless you have previously informed your intermediary that you do not wish to receive materials relating to the Meeting, you should receive or have already received from your intermediary either a request for voting instructions or a proxy form.

Intermediaries have their own mailing procedures and provide their own instructions to shareholders. These procedures may allow you to provide your voting instructions by telephone, on the Internet, by mail or by fax. You should carefully follow the directions and instructions received from your intermediary to ensure that your Common Shares are voted at the Meeting.

If you wish to vote in person at the Meeting, you should follow the procedure in the directions and instructions provided by or on behalf of your intermediary. Please register with the transfer agent, TSX Trust, when you arrive at the Meeting.

Non-registered shareholders who wish to vote online at the Meeting need to duly appoint themselves as a proxyholder to obtain a control number. A control number is required to be able to log in and vote online at the Meeting. Please refer to "Voting by proxy - online during the Meeting" above, for instructions on how to obtain a control number. Once a control number is obtained you will be able to log in to the Meeting and vote by completing a ballot online during the Meeting through the live audio webcast platform. Please refer to "Voting online at the meeting" above for instructions on how to log in as a duly appointed proxyholder.

Non-registered shareholders who have not duly appointed themselves as proxyholder and do not have a control number will not be able to vote at the Meeting but will be able to participate as a guest. Please refer to "What if I don't have a control number" below for instructions on how to attend the Meeting as a guest.

WHAT IF I DON'T HAVE A CONTROL NUMBER?

If you do not have a control number you can attend the Meeting as a guest. Log in as outlined in "Voting online at the meeting" above. Click "Guest" and then complete the online form. Guests (including non-registered shareholders who have not duly appointed themselves as proxyholder) will be able to listen to the Meeting but will not be able to vote during the Meeting.

WHAT IS A PROXY?

A proxy is a document that authorizes someone else to attend the Meeting and cast your votes for you.

Registered Shareholders may use the proxy form, or any other valid proxy form, to appoint a proxyholder. The proxy form authorizes the proxyholder to vote and otherwise act for you at the Meeting, including any continuation after the adjournment or postponement of the Meeting.

If you are a Registered Shareholder and you complete the proxy, your Common Shares will be voted as instructed. If you do not mark any boxes, your proxyholder can vote your shares at their discretion. See "How will my Common Shares be voted if I give my proxy?" below.

HOW DO I APPOINT A PROXYHOLDER?

Your proxyholder is the person you appoint and name on the proxy form to cast your votes for you. You can choose anyone you want to be your proxyholder. Your proxyholder does not have to be another shareholder. Just fill in the person's name in the blank space provided on the enclosed proxy form or complete any other valid proxy form and deliver it to TSX Trust within the time specified below for receipt of proxies.

If you leave the space on the proxy form blank, either Doug Arnell or Rich Sumner, both of whom are named in the form, are appointed to act as your proxyholder. Mr. Arnell is the Chair of the Board and Mr. Sumner is the President and Chief Executive Officer of the Company.

For the proxy to be valid, it must be completed, dated and signed by the Registered Shareholder (or the Registered Shareholder's attorney as authorized in writing) and then delivered to the Company's transfer agent, TSX Trust, in the envelope provided or by fax to 416-607-7964 and received no later than 48 hours (excluding Saturdays, Sundays and holidays) prior to the Meeting or any adjournment or postponement thereof.

HOW WILL MY COMMON SHARES BE VOTED IF I GIVE MY PROXY?

If you have properly filled out, signed and delivered your proxy, then your proxyholder can vote your shares for you at the Meeting. If you have specified on the proxy form how you want to vote on a particular issue (by marking FOR, AGAINST or WITHHOLD), then your proxyholder must vote your Common Shares accordingly.

If you have not specified how to vote on a particular issue, then your proxyholder will vote your Common Shares as they see fit. However, if you have not specified how to vote on a particular issue and Mr. Arnell or Mr. Sumner has been appointed as proxyholder, your Common Shares will be voted in favour of all resolutions proposed by management. For more information on these resolutions, see "Business of the Meeting". The form of proxy confers discretionary authority upon the proxyholder you name with respect to amendments or variations to the matters identified in the accompanying Notice of Annual General Meeting of Shareholders and any other matters that may properly come before the Meeting. If any such amendments or variations are proposed to the matters described in the Notice, or if any other matters properly come before the Meeting, your proxyholder may vote your Common Shares as he or she considers best.

HOW DO I REVOKE A PROXY?

Only Registered Shareholders have the right to revoke a proxy. Non-registered shareholders who wish to change their voting instructions must, in sufficient time in advance of the Meeting, arrange for their intermediaries to change their vote and if necessary revoke their proxy.

If you are a Registered Shareholder and you wish to revoke your proxy after you have delivered it, you can do so at any time before it is used. You or your authorized attorney may revoke a proxy by (i) clearly stating in writing that you want to revoke your proxy and delivering this revocation by mail to Proxy Department, TSX Trust Company, P.O. Box 721, Agincourt, ON, M1S 0A1, Canada or by fax to 416-607-7964 or by mail to the registered office of the Company, Suite 1800, 200 Burrard Street, Vancouver, BC, V6C 3M1, Canada, Attention: Corporate Secretary, or by fax to the Company to 1-604-661-2602, at any time up to and including the last business day preceding the day of the Meeting or any adjournment or postponement thereof or (ii) any other manner permitted by law. Revocations may also be hand-delivered to the Chair of the Meeting on the day of the Meeting or any adjournment or postponement thereof. Such revocation will have effect only in respect of those matters upon which a vote has not already been cast pursuant to the authority confirmed by the proxy. If you revoke your proxy and do not replace it with another in the manner described in "How do I appoint a proxyholder?" above, you will be able to vote your Common Shares in person at

the Meeting.

WHO PAYS FOR THIS SOLICITATION OF PROXIES?

The cost of this solicitation of proxies is paid by the Company. It is expected that the solicitation will be primarily by mail, but proxies may also be solicited personally or by telephone or other means of communication by directors and regular employees of the Company without special compensation. In addition, the Company may retain the services of agents to solicit proxies on behalf of its management. In that event, the Company will compensate any such agents for such services, including reimbursement for reasonable

out-of-pocket expenses, and will indemnify them in respect of certain liabilities that may be incurred by them in performing their services. The Company may also reimburse brokers or other persons holding Common Shares in their names, or in the names of nominees, for their reasonable expenses in sending proxies and proxy material to beneficial owners and obtaining their proxies.

WHO COUNTS THE VOTES?

The Company's transfer agent, TSX Trust, counts and tabulates the proxies. This is done independently of the Company. Proxies are referred to the Company only in cases where a shareholder clearly intends to communicate with management or when it is necessary to do so to meet legal requirements.

HOW DO I CONTACT THE TRANSFER AGENT?

If you have any inquiries, you can contact the Company's principal registrar and transfer agent, TSX Trust Company, as follows:

Email:

[email protected]

Toll-free:

1-800-387-0825

Telephone:

1-416-682-3860

Mail:

TSX Trust Company

301-100 Adelaide Street West Toronto, Ontario, M5H 4H1

The Company's co-registrar and co-transfer agent in the United States is Equiniti Trust Company, LLC; however, all shareholder inquiries should be directed to TSX Trust Company.

The Company's consolidated financial statements for the year ended December 31, 2025 will be received by shareholders of the Company at the Meeting and are included in the Annual Report, which will be mailed to Registered Shareholders as required under the Canada Business Corporations Act (the "CBCA") and to non-registered shareholders who have requested such financial statements. A copy of our Annual Report can also be found at www.methanex.com and at www.sedarplus.ca.

The directors of the Company are elected each year at the annual general meeting of the Company and hold office until the close of the next annual general meeting or until their successors are elected or appointed in accordance with applicable law. The articles of the Company provide that the Company must have a minimum of 3 and a maximum of 15 directors. The

by-laws of the Company state that, when the articles of the Company provide for a minimum and maximum number of directors, the number of directors within the range may be determined from time to time by resolution of the Board. The Board, on an annual basis, considers the size of the Board. On March 5, 2026, the directors resolved that the Board shall consist of 12 directors, such size being consistent with effective decision-making.

The Corporate Governance Committee recommends to the Board nominees for election as directors through a process described on page 47, under the heading "Nominating Committee and Nomination Process." The persons listed below are being proposed for nomination for election at the Meeting. The persons named as proxyholders in the accompanying proxy, if not expressly directed otherwise, will vote the Common Shares for which they have been appointed proxyholder in favour of electing those persons listed below as nominees for directors.

The board unanimously recommends a vote FOR this proposal.

Director Name

Director Since

Committee Memberships Age AFRC CGC HRC RCC

President and CEO, Methanex Corporation

INDEPENDENCE

GENDER

TENURE (Average = 5 years)

1

7

5-10 years

Non Independent

4

Female

5

<5 years

11

Independent

8

Male

AGE ETHNICITY

3

50-59 years

3

Underrepresented Individuals in Home Country

9

60-69 years

9

Non-diverse

Leadership

7/11

Industry Knowledge and Experience

7/11

Operations

3/11

Finance

Energy

5/11

6/11

Health, Safety, Environment & Sustainability

7/11

Understanding of Natural Gas Feedstock Issues

8/11

International Perspective

10/11

Large Capital Projects Execution

7/11

Business Growth: Strategies and Risks

10/11

Board Experience

China

1/11

Government and Public Affairs

3/11

8/11

The directors of the Company recommend the reappointment of KPMG LLP, Chartered Professional Accountants, Vancouver, as the auditors of the Company to hold office until the termination of the next annual meeting of the Company. KPMG LLP has served as the auditors of the Company for more than five years. As in past years, it is also recommended that the remuneration to be paid to the auditors be determined by the directors of the Company.

The persons named as proxyholders in the accompanying proxy, if not expressly directed to the contrary, will vote the Common Shares for which they have been appointed proxyholder to reappoint KPMG LLP as the auditors of the Company and to authorize the directors to determine the remuneration to be paid to the auditors.

The board unanimously recommends a vote FOR this proposal.

The Company's Audit, Finance and Risk Committee (the "Audit Committee") oversees and monitors the qualifications, independence, and performance of the Company's external auditor. The Audit Committee recommends to the Board whether to propose the reappointment of the current independent auditors at the Company's annual meeting of shareholders or to consider other audit firms. To inform their view, the Audit Committee conducts a formal review of the external auditor every year and a more comprehensive review every five years, and recommends to the Board whether to propose the reappointment of the current independent auditors or to consider other audit firms. These reviews are based on recommendations by the Chartered Professional Accountants of Canada and the Canadian Public Accountability Board ("CPAB") to assist audit committees in their oversight duties.

Factors considered annually by the Audit Committee in determining whether to recommend to the Board retaining KPMG LLP, or engage a different independent registered public accounting firm, include:

• Independence, objectivity and professional skepticism of the external auditor;

• Quality of the external auditor's engagement team;

• Quality of the communications and interactions between the Audit Committee and the external auditor;

• KPMG LLP's global capabilities, specifically in regions which match the Company's global operations;

• The quality of the services provided by KPMG LLP, including input from management on KPMG LLP's performance;

• External data on audit quality and performance, including recent CPAB and Public Company Accounting Oversight Board ("PCAOB") reports on KPMG LLP and its peer firms; and

• The appropriateness of KPMG LLP's fees, KPMG LLP's tenure as our independent auditor, and the controls and processes in place that help ensure KPMG LLP's continued independence.

A comprehensive review was completed and reported to the Audit Committee in 2023, which focused on a subset of the key factors above, namely, independence, quality of the team, and quality of communications between the Audit Committee and external auditor.

Audit Quality Indicators ("AQIs") provide quantitative measures of particular aspects of the external audit and are part of the tool set recommended by Canadian regulatory bodies to use in enhancing audit quality. Methanex uses AQIs to evaluate whether the external auditor is performing high quality audits, including but not exclusive to the experience of the audit team, the use of specialists, and the external auditor's attention to key risks.

Taking all above factors into consideration, the Audit Committee has determined that it is satisfied with the independence of, and the audit quality provided by, KPMG LLP, and that it is in the best interest of Methanex and its shareholders to retain KPMG LLP as the external auditor for 2026. The Audit Committee will continue to closely monitor the factors listed to ensure audit quality and independence.

How Methanex assures external auditor independence

Globally, different jurisdictions employ different regulatory controls to ensure external auditor independence. As a public company listed in Canada and the United States, the Company adheres to the external auditor independence rules of both the US Securities and Exchange Commission and CPAB, which focuses on employing the following controls to maintain auditor independence:

• Services performed by KPMG LLP require pre-approval by the Audit Committee with approval of individual engagements by the Chief Financial Officer within the approved categories and fee amounts.

• Audit partner rotation results in changes to the lead audit partner every five years with a five-year cooling-off period. In 2025, the Audit Committee oversaw an audit partner rotation, which is a key control in maintaining auditor independence.

• Low quantum of non-audit fees (~5% of audit fees) with KPMG LLP and transparency of disclosure of such fees. The Company uses other accounting firms for most non-audit services.

• Cooling-off periods for KPMG LLP audit staff if considered for employment by Methanex.

• In-camera meetings excluding management each time KPMG LLP meets with the Audit Committee.

• Strong internal KPMG independence policies and procedures. KPMG engages in periodic engagement quality reviews of its audit work and adheres to a strong regulatory framework for both independence training and procedures as well as external reviews by CPAB and PCAOB. KPMG communicates promptly the results of such reviews for consideration by the Audit Committee.

In the United Kingdom and in Europe, regulations require periodic audit firm rotation as a mechanism to enhance auditor independence. As a public company listed in Canada and the United States, the Company is not required to undertake mandatory auditor rotation and these jurisdictions leave this decision to the judgment of the Audit Committee considering the broad set of controls listed above.

The Audit Committee annually reviews and approves the terms and scope of the external auditors' engagement. The Audit Committee oversees the Audit and Non-Audit Pre-Approval Policy, which sets forth the procedures and the conditions by which permissible non-audit services proposed to be performed by KPMG LLP are pre-approved in order to mitigate the risk of non-audit services impacting the auditor's independence. The Audit Committee has delegated to the Chair of the Audit Committee pre-approval authority for any services not previously approved by the Audit Committee.

All such services approved by the Chair of the Audit Committee are subsequently reviewed by the Audit Committee.

All non-audit service engagements, regardless of the cost estimate, must be coordinated and approved by the Chief Financial Officer of the Company to further ensure that adherence to this policy is monitored.

KPMG LLP's global fees relating to the years ended December 31, 2025 and December 31, 2024 are as follows:

Each fee category is described below.

Audit fees for professional services rendered by the external auditors for the audit of the Company's consolidated financial statements; statutory audits of the financial statements of the Company's subsidiaries; quarterly reviews of the Company's financial statements; consultations as to the accounting or disclosure treatment of transactions reflected in the financial statements; and services associated with registration statements, prospectuses, periodic reports and other documents filed with securities regulators.

Audit fees for professional services rendered by the external auditors for the audit of the Company's consolidated financial statements were in respect of an "integrated audit" performed by KPMG LLP globally. The integrated audit encompasses an opinion on the fairness of presentation of the Company's financial statements as well as an opinion on the effectiveness of the Company's internal controls over financial reporting.

Audit-related fees for professional services rendered by the auditors for procedures and audit or attest services not required by statute or regulation; and consultations related to the accounting or disclosure treatment of other transactions.

Tax fees for professional services rendered for tax compliance, including the review of tax returns; assistance in completing routine tax schedules and calculations; review of indirect tax items.

The Other fees in 2025 relate to advisory services on sustainability reporting compliance. There were no other fees in 2024.

1. Advisory "say on pay" vote on approach to executive compensation

A detailed discussion of our approach to executive compensation is provided in the "Executive Compensation Discussion and Analysis" that begins on page 63 of this Information Circular. As stated there, the main objectives of our executive compensation program are to attract, retain and engage high-quality and high-performance executives with relevant experience and align pay with performance and long-term shareholder interests.

Our executive compensation programs are aligned with returns to shareholders with a significant percentage of the short-term incentive award based on achieving "Modified Return on Capital Employed" and deleveraging goals and on other measures that we believe drive our share price over the longer term. The long-term incentive plan includes Performance Share Units, which vest after three years based on a combination of relative compounded total shareholder return and "Modified Return on Capital Employed", and stock options/Stock Appreciation Rights ("SARs"), which vest over a three-year period and have no value if the underlying share price does not increase.

We also believe in the importance of executives owning Common Shares and require the President & CEO and all other executive officers to meet significant share ownership requirements to more fully align their interests with shareholders and focus on developing and implementing strategies that create and deliver long-term value for shareholders.

We have held an advisory vote on executive compensation (commonly referred to as a "say on pay vote") annually since 2011 and in 2025, 80.8% of votes supported our approach towards executive compensation. This level of support was lower than our historical levels and primarily a result of our largest shareholder voting against our approach to executive compensation. Through discussions with this shareholder, we are advised that their vote reflected concerns about an operational issue at our Geismar 3 plant, which has since been fully resolved, rather than any aspect of the structure of our executive compensation program. It is the Board's intention that the say on pay vote will be only one part of the ongoing process of engagement between shareholders and the Board on compensation. The Board also provides an opportunity for shareholders to provide direct feedback to management regarding our approach to executive compensation on its website and in accordance with our Shareholder Engagement Policy as described on page 42.

This is an advisory vote and the results will not be binding upon the Board. However, the Board will take the results of the vote into account, together with any feedback received from shareholders through the website, when considering future compensation policies, procedures and decisions.

Shareholders will be asked at the Meeting to consider and, if deemed advisable, to adopt the following resolution that is based on the model say on pay resolution formulated by the Canadian Coalition for Good Governance:

RESOLVED THAT:

The board unanimously recommends a vote FOR this proposal.

On an advisory basis and not to diminish the role and responsibilities of the Board of Directors, the shareholders accept the approach to executive compensation disclosed in the Company's Information Circular delivered in advance of the 2026 annual general meeting of shareholders.

Executive compensation at the Company includes base salary, short-term incentives, long-term incentives and indirect compensation, including benefits, perquisites and pensions, as described in more detail in the table below.

CEO

Base Salary Short-Term Incentives Stock Options/SARs/TSARs PSUs

All Other NEOs (average)

Base Salary Short-Term Incentives Stock Options/SARs/TSARs PSUs

"At Risk"

BASE SALARY

Fixed compensation intended to compensate executives competitively for leadership, specific skills, knowledge and experience required to perform their duties.

SHORT-TERM INCENTIVE AWARD

Variable compensation designed to recognize and reward the achievement of strategic performance goals with an annual cash reward. Amounts are based on an assessment of corporate financial performance - modified return on capital employed ("Modified ROCE") and deleveraging - and individual performance over the year.

STOCK OPTIONS/ SARs/ TSARs

Stock options/Share Appreciation Rights ("SARs")/Tandem Share Appreciation Rights ("TSARs") deliver value based on the Company's share price performance over varying periods

of time.

PSUs

Performance Share Units ("PSUs") deliver value based on a combination of relative compounded total shareholder return and three-year average Modified ROCE.

What we do What we don't do

The following table sets out the names, ages and places of residence of all the persons to be nominated for election as directors of the Board, along with other relevant information, including the number and market value of Common Shares, Deferred Share Units ("DSUs") and Restricted Share Units ("RSUs") held by each of them and which standing committees (each a "Committee") of the Board the nominees are members of, all as at the date of this Information Circular. The following table also sets out whether a nominee is independent or not independent. All amounts are in Canadian dollars.

DOUG ARNELL

West Vancouver,

British Columbia, Canada

Age: 59

Director since: October 2016

Chair of the Board since: April 2019

Other Current Public Board Memberships:

None

Position / 2025 Committee Memberships & Attendance: Chair & Member of the Board(1) 6 of 6

Total 2025 Attendance at Board and Committee Meetings:

6 of 6 (100%)

• Chief Executive Officer of Cedar LNG LLC ("Cedar LNG") since June 2021. Cedar LNG is developing an LNG export terminal in Northwestern British Columbia.

• President and Chief Executive Officer of Helm Energy Advisors Inc., a private company he founded in March 2015 that provides advisory services to the global energy sector.

• Chief Executive Officer of Golar LNG Ltd., from February 2011 to March 2015.

• Held various senior positions within BG Group plc from 2003 to 2010 and with other energy companies prior to that time.

• Has over 20 years of senior management experience in the global energy sector.

• Holds a Bachelor of Science from the University of Calgary.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	5,555
  Total DSUs and RSUs(3),(4) (#)	74,980
  Total of Common Shares, DSUs and RSUs (#)	80,535
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	5,184,038
  Minimum Shareholding Requirements ($)	1,512,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  JIM BERTRAM

  
  
  

  Calgary, Alberta, Canada

  Age: 69

  Director since: October 2018

  Committee memberships as at the date of the Information Circular: Human Resources Committee Responsible Care Committee

  Other Current Public Board Memberships:

  Emera Inc. (since 2018)

  Keyera Corporation (since 2003)

  Position / 2025

  Committee Memberships & Attendance:

  Member of the Board 6 of 6

  Corporate Governance Committee 2 of 2

  Human Resources Committee 4 of 4

  Responsible Care Committee 2 of 2

  Total 2025 Attendance at Board and Committee Meetings:

  14 of 14 (100%)

• A corporate director.

• Chief Executive Officer of Keyera Corporation ("Keyera") from its inception in 1998 until his retirement at the end of 2014. Keyera is a publicly-traded, midstream oil and gas operator.

• Chair of the Board of Keyera since 2016.

• Has significant senior management experience in the North American and global energy markets.

• Holds a Bachelor of Commerce from the University of Calgary and has been granted the ICD.D designation by the Institute of Corporate Directors.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	23,705
  Total DSUs and RSUs(3),(4) (#)	41,056
  Total of Common Shares, DSUs and RSUs (#)	64,761
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	4,168,666
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  PAUL DOBSON

  
  
  

  Naples, Florida, USA

  Age: 59

  Director since: April 2019

  Committee memberships as at the date of the Information Circular: Audit, Finance and Risk Committee Human Resources Committee

  Other Current Public Board Memberships:

  None

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  6 of 6

  Audit, Finance and Risk Committee 7 of 7

  Human Resources Committee 4 of 4

  Total 2025 Attendance at Board and Committee Meetings:

  17 of 17 (100%)

• A corporate director.

• Chief Financial Officer of EVgo Inc., a publicly-traded company that installs and operates public, fast-charging electric vehicle infrastructure, from October 2024 to January 2026.

• Senior Vice President and Chief Financial Officer of Ballard Power Systems, a global provider of innovative clean energy and fuel cell solutions, from March 2021 to September 2024.

• Acting President and Chief Executive Officer of Hydro One Limited, a major transmission and distribution provider in Ontario, Canada, from July 2018 to May 2019 and prior to that was Chief Financial Officer from March 2018.

• Chief Financial Officer for Direct Energy Ltd. ("Direct Energy") in Houston, Texas from January 2016 to February 2018.

• Chief Operating Officer of Direct Energy from May 2014 to December 2015 and prior to that held senior leadership positions in finance, operations, information technology and customer service across the Centrica Group, the parent company of Direct Energy.

• Has considerable financial and energy-specific experience.

• Holds a Bachelor of Arts in Management Accounting (Honours) from the University of Waterloo as well as an MBA from the University of Western Ontario.

• A Chartered Professional Accountant and a Certified Management Accountant.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	12,822
  Total DSUs and RSUs(3),(4) (#)	7,955
  Total of Common Shares, DSUs and RSUs (#)	20,777
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	1,337,415
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  MAUREEN HOWE

  
  
  

  Vancouver, British Columbia, Canada

  Age: 68

  Director since: June 2018

  Committee memberships as at the date of the Information Circular: Audit, Finance and Risk Committee Corporate Governance Committee (Chair)

  Other Current Public Board Memberships:

  Freehold Royalties Ltd. (since 2022) Pembina Pipeline Corporation (since 2017)

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  6 of 6

  Audit, Finance and Risk Committee 7 of 7

  Corporate Governance Committee (Chair)

  3 of 3

  Total 2025 Attendance at Board and Committee Meetings:

  16 of 16 (100%)

• A corporate director.

• Managing Director at RBC Capital Markets, a global investment bank, in equity research from 1996 to 2008.

• Specialized in the area of energy infrastructure, which included power generation, transmission and distribution, oil and gas transmission and distribution, gas processing and alternative energy.

• Has substantial finance and capital market experience, as well as relevant public company experience.

• Holds a Bachelor of Commerce (Honours) from the University of Manitoba and a Ph.D. in Finance from the University of British Columbia.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	26,250
  Total DSUs and RSUs(3),(4) (#)	7,230
  Total of Common Shares, DSUs and RSUs (#)	33,480
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	2,155,108
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  DON MARCHAND

  
  
  

  Calgary, Alberta, Canada

  Age: 63

  Director since: December 2025

  Committee memberships as at the date of the Information Circular: Audit, Finance and Risk Committee Responsible Care Committee

  Other Current Public Board Memberships:

  Fortis Inc. (since 2023)

  Position / 2025

  Committee Memberships & Attendance:(7)

  Member of the Board N/A

  Audit, Finance and Risk Committee 1 of 1

  Responsible Care Committee N/A

  Total 2025 Attendance at Board and Committee Meetings:

  1 of 1 (100%)

• A corporate director.

• Executive Vice President and Chief Financial Officer of TC Energy Corporation ("TC Energy") from 2010 until his retirement in 2021, with additional responsibility for Strategy and Corporate Development for three years during this period. TC Energy (formerly TransCanada Corporation) is a leading North American energy infrastructure company.

• From 1994 onwards, held positions of increasing responsibility in finance at TC Energy.

• Has extensive expertise in financial leadership and corporate strategy.

• Holds a Bachelor of Commerce degree from the University of Manitoba, is a Chartered Professional Accountant and a Chartered Financial Analyst.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	3,000
  Total DSUs and RSUs(3),(4) (#)	2,400
  Total of Common Shares, DSUs and RSUs (#)	5,400
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	347,598
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	No(9)

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  LESLIE O'DONOGHUE

  
  
  

  Calgary, Alberta, Canada

  Age: 63

  Director since: April 2020

  Committee memberships as at the date of the Information Circular: Audit, Finance & Risk Committee Human Resources Committee (Chair)

  Other Current Public Board Memberships:

  Pembina Pipeline Corporation (since 2008)

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  6 of 6

  Audit, Finance and Risk Committee 7 of 7

  Human Resources Committee (Chair) 4 of 4

  Total 2025 Attendance at Board and Committee Meetings:

  17 of 17 (100%)

• A corporate director.

• Executive Vice President and Advisor to the Chief Executive Officer of Nutrien Ltd. ("Nutrien") from June 2019 until her retirement in December 2019. Nutrien is a Canadian fertilizer company, and is the world's largest provider of crop inputs, services and solutions.

• Executive Vice President, Chief Strategy and Business Development Officer of Nutrien from January 2018 to June 2019.

• Executive Vice President, Corporate Development and Strategy and Chief Risk Officer of Agrium Inc. (Nutrien's predecessor company) from 2012 to 2017.

• Has extensive senior management experience with public companies and an in-depth knowledge of global commodity markets.

• Holds a Bachelor of Arts (Economics) degree from the University of Calgary and a LL.B., from Queen's University.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	17,000
  Total DSUs and RSUs(3),(4) (#)	8,233
  Total of Common Shares, DSUs and RSUs (#)	25,233
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	1,624,248
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  ROGER PERREAULT

  
  
  

  Six Mile, South Carolina, USA

  Age: 62

  Director since: April 2024

  Committee memberships as at the date of the Information Circular: Audit, Finance and Risk Committee Responsible Care Committee (Chair)

  Other Current Public Board Memberships:

  None

  Position / 2025 Committee Memberships:

  Member of the Board

  6 of 6

  Audit, Finance and Risk Committee 7 of 7

  Responsible Care Committee (Chair) 3 of 3

  Total 2025 Attendance at Board and Committee Meetings:

  16 of 16 (100%)

• A corporate director.

• President & Chief Executive Officer of UGI Corporation ("UGI") from 2021 to 2023. UGI is a distributor and marketer of energy products and services in the United States and Europe.

• Executive Vice President of Global LPG of UGI from 2018 to 2021.

• President of UGI International from 2015 to 2018.

• Has extensive senior management experience in international and North American natural gas and industrial gases industries.

• Holds a Bachelor of Science in Chemical Engineering from Toronto Metropolitan University (formerly known as Ryerson University) in Toronto, Ontario and a Graduate Diploma of Management (Applied) from McGill University in Montreal, Quebec.

• Completed the International Development Program at INSEAD and graduated from the Advanced Management Program at INSEAD in Fontainebleau, France in 2014.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	-
  Total DSUs and RSUs(3),(4) (#)	5,051
  Total of Common Shares, DSUs and RSUs (#)	5,051
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	325,133
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	No(9)

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  KEVIN RODGERS

  
  
  

  London, United Kingdom

  Age: 63

  Director since: July 2019

  Committee memberships as at the date of the Information Circular: Corporate Governance Committee Human Resources Committee

  Other Current Public Board Memberships:

  None

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  6 of 6

  Corporate Governance Committee 3 of 3

  Human Resources Committee 4 of 4

  Total 2025 Attendance at Board and Committee Meetings:

  13 of 13 (100%)

• A corporate director.

• Managing Director and Global Head of Foreign Exchange at Deutsche Bank in London (UK) from 2012 to June 2014. Deutsche Bank is a global multinational investment bank and financial services company.

• Held many other senior leadership roles within foreign exchange and commodities including Global Head of Foreign Exchange Trading and Global Head of Energy Trading after joining Deutsche Bank in 1999.

• Partner and Senior Advisor at Cumulus Asset Management from

  January 2018 until May 2019 following his retirement from Deutsche Bank.

• Has almost 30 years of financial and capital market experience.

• Holds a Master's degree in Chemical Engineering from Imperial College in London (UK), an MBA from the London Business School and a Master's Degree in Economic History from the London School of Economics

  (all with distinction).

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	6,000
  Total DSUs and RSUs(3),(4) (#)	12,030
  Total of Common Shares, DSUs and RSUs (#)	18,030
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	1,160,591
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  JOHN SAMPSON

  
  
  

  Midland, Michigan, USA

  Age: 65

  Director since: October 2023

  Committee memberships as at the date of the Information Circular: Human Resources Committee Responsible Care Committee

  Other Current Public Board Memberships:

  None

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  6 of 6

  Human Resources Committee 4 of 4

  Responsible Care Committee 3 of 3

  Total 2025 Attendance at Board and Committee Meetings:

  13 of 13 (100%)

• Senior Vice President, Operations, Manufacturing and Engineering of Dow Inc. ("Dow") since 2020. Dow is a producer and supplier of raw materials for products in a wide variety of industries.

• Executive Vice President, Business Operations of Olin Corporation ("Olin") from 2019 to 2020. Olin is a global manufacturer and distributor of chemical products.

• Vice President, Operations of Olin from 2015 to 2019.

• Held a variety of senior management positions at Dow including Vice President, Environment, Health and Safety and Manufacturing Vice President, Chemicals and Energy.

• Has over 40 years of experience in the chemical and materials business and deep knowledge of manufacturing operations and health and safety.

• Holds a Bachelor of Science in Chemical Engineering from Louisiana State University.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	-
  Total DSUs and RSUs(3),(4) (#)	7,955
  Total of Common Shares, DSUs and RSUs (#)	7,955
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	512,063
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	No(9)

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  RICH SUMNER

  
  
  

  North Vancouver, British Columbia, Canada

  Age: 51

  Director since: January 2023

  Other Current Public Board Memberships:

  None

  Position / 2025 Committee Memberships & Attendance(8): Member of the Board

  6 of 6

  Total 2025 Attendance at Board and Committee Meetings:

  6 of 6 (100%)

• Appointed President & CEO of the Company effective January 1, 2023.

• Held a variety of progressively senior roles in North America and Asia in Finance, Supply Chain and Marketing and Logistics since joining the Company in 2004 as Senior Corporate Accountant.

• From October 2021 until his appointment as President & CEO, served as the Company's Senior Vice President, Global Marketing & Logistics, overseeing the Marketing & Logistics function including Global Market Development and the jointly owned shipping subsidiary, Waterfront Shipping. Also had executive oversight for the Company's North American manufacturing operations.

• Regional President, Marketing & Logistics, Asia Pacific of the Company based in Hong Kong, from February 2019 to October 2021.

• Vice President, Marketing & Logistics, North America of the Company based in Dallas, Texas from March 2015 to February 2019.

• Has a strong financial background and also held several senior finance leadership positions at the Company.

• Holds a Bachelor of Business Administration from Simon Fraser University and CPA, CA from the Chartered Professional Accountants of British Columbia.

  Common Shares(2) (#)	58,875
  Total DSUs and RSUs(3),(4) (#)	30,645
  Total of Common Shares, DSUs and RSUs (#)	89,520
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	5,762,402
  Minimum Shareholding Requirements ($)	6,250,000
  Meets Share Ownership Requirements?(6)	No(9)

  Share and Share Equivalents Held as of March 9, 2026:

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  BENITA WARMBOLD

  
  
  

  Toronto, Ontario, Canada

  Age: 67

  Director since: February 2016

  Committee memberships as at the date of the Information Circular: Audit, Finance & Risk Committee (Chair)

  Corporate Governance Committee

  Other Current Public Board Memberships:

  Bank of Nova Scotia (since 2018) AtkinsRéalis Group Inc. (since 2017)

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  1. of 6

     Audit, Finance and Risk Committee (Chair)

  2. of 7

  Corporate Governance Committee 3 of 3

  Total 2025 Attendance at Board and Committee Meetings:

  16 of 16 (100%)

• A corporate director.

• Senior Managing Director & Chief Financial Officer of the Canada Pension Plan Investment Board ("CPPIB") from 2013 until her retirement in 2017. CPPIB is a professional investment management organization responsible for investing funds on behalf of the Canada Pension Plan.

• Senior Vice President & Chief Operations Officer of CPPIB from 2008 to 2013.

• Managing Director & Chief Financial Officer for Northwater Capital Management Inc from 1997 to 2008.

• Has over 30 years of experience in the finance industry as well as significant experience as a public company director.

• Holds a Bachelor of Commerce (Honours) degree from Queen's University, is a Chartered Professional Accountant and is a Fellow of the Institute of Chartered Professional Accountants of Ontario. She is also a Fellow of the Institute of Corporate Directors and has been granted their

  ICD.D designation.

  Share and Share Equivalents Held as of March 9, 2026:

  Common Shares(2) (#)	6,000
  Total DSUs and RSUs(3),(4) (#)	28,538
  Total of Common Shares, DSUs and RSUs (#)	34,538
  Total Market Value of Common Shares, DSUs and RSUs(5) ($)	2,223,211
  Minimum Shareholding Requirements ($)	840,000
  Meets Share Ownership Requirements?(6)	Yes

  Introduction Voting Business of the Meeting About the Directors Corporate Governance Compensation Other Information
  
  
  
  

  XIAOPING YANG

  
  
  

  Henderson, Nevada, USA

  Age: 67

  Director since: January 2022

  Committee memberships as at the date of the Information Circular: Corporate Governance Committee Responsible Care Committee

  Other Current Public Board Memberships:

  None

  Position / 2025 Committee Memberships & Attendance: Member of the Board

  6 of 6

  Corporate Governance Committee 3 of 3

  Responsible Care Committee 3 of 3

  Total 2025 Attendance at Board and Committee Meetings:

  12 of 12 (100%)

• A corporate director.

• Chair and President of BP China, a subsidiary of BP p.l.c. ("BP") from 2016 until her retirement in 2020. BP is a multinational energy company.

• Held a variety of international executive roles at BP in both Asia and the USA within the downstream and new energy businesses including having accountability for its chemicals manufacturing operations and joint venture entities in Asia between 1990 and 2020.

• Has over 30 years of international energy and petrochemical business experience and brings a deep knowledge of doing business in China, manufacturing operations, commodity markets and health and safety.

• Holds a Bachelor of Science from Jiangnan University, China, a PhD in chemical engineering from Purdue University, USA and an MBA from the University of Chicago, USA.

Share and Share Equivalents Held as of March 9, 2026:

Footnotes

(1) Mr. Arnell is not a member of any Committee, but in his capacity as Chair of the Board, is considered an ex-officio. He attended all Committee meetings in 2025 on a non-voting basis. Mr. Arnell is an independent director.

(2) The number of Common Shares held includes Common Shares directly or indirectly beneficially owned or under the control or direction of such nominee.

(3) For information on Deferred Share Units, see "Share-Based Awards - Deferred Share Unit Plan (Director DSUs)". For information on Mr. Sumner's DSUs, see "Deferred compensation (DSU)" in the Executive Compensation Discussion and Analysis section.

(4) For information on Restricted Share Units, see "Share-Based Awards - Restricted Share Unit Plan for Directors".

(5) This value is calculated using $64.37, being the weighted average closing price of the Common Shares on the Toronto Stock Exchange for the 90-day period ending March 6, 2026, the last trading day prior to the date of the grant.

(6) See page 57 for more information on director share ownership requirements. See page 71 for more information on Mr. Sumner's share ownership requirements as President & CEO of the Company.

(7) Mr. Marchand was appointed a director in December 2025 and attended all Board and Committee meetings after that date.

(8) Mr. Sumner is not a member of any Committee, but attends all Committee meetings on a non-voting basis by invitation in his capacity as President & CEO of the Company.

(9) Directors and executive officers have five years from the date of their appointment to meet their share ownership requirements. Mr. Marchand's deadline to meet his share ownership requirement is November 30, 2030. Mr. Perreault's deadline to meet his share ownership requirement is April 24, 2029. Mr. Sampson's deadline to meet his share ownership requirement is September 30, 2028. Mr. Sumner's deadline to meet his share ownership requirement is December 31, 2027.