Frontera Energy Corporation ($FEC)

Good morning, and welcome to the Special Meeting of Shareholders of Frontera Energy Corporation. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer and use of the same. If you disclose personal information of another person in today's meeting, you'll be deemed to represent and warrant to Computershare and the corporation that you first obtained all required consents for the disclosure, recording, transfer and use of such personal information from all appropriate persons before your disclosure. [Operator Instructions] It is now my pleasure to turn today's meeting over to Mr. Gabriel de Alba, Chairman of the Board of Directors of Frontera. Gabriel, the floor is yours.

Good morning, everyone. My name is Gabriel de Alba, and I'm the Chairman of the Board of Frontera. In accordance with the company's articles, I will be acting as Chairman of today's meeting. We will now proceed with the formal portion of today's meeting. To expedite the formal part of the meeting, I will move and second all motions. Appointment of the Secretary. I appoint Alejandra Bonilla, General Counsel and Secretary of Frontera to act as Secretary for the meeting and record the proceedings. I would like to ask the Secretary to provide certain details of the meeting.

Thank you, Gabriel. Good morning. My name is Alejandra Bonilla, and I will act as Secretary for the meeting. This special meeting of shareholders is called pursuant to the notice of meeting dated March 30, 2026. We are constituting this meeting as a Special Meeting of Shareholders of Frontera Energy Corporation. Unless there is an objection, I will dispense with the reading of the notice of meeting. Copies of the management information circular and other meeting materials are available under the company's profile on the SEDAR+ website. As this meeting is being held virtually via live audio webcast, it is necessary to set out a few guidelines for the orderly conduct of the meeting. First, please note that this meeting is being recorded. Second, questions in respect of a motion can be submitted by any registered shareholder or duly appointed proxy holder using the instant messaging service of the virtual interface to we're using to host today's meeting. Please note that there will be a slight delay in the publication of communications received. Third, when asking a question, please indicate your name and which entity you represent, if any. Four, questions will generally appear shortly after they are submitted but will only be addressed during the question period at the end of the meeting, provided that questions regarding procedural matters or directly related to the motions before the meeting may be addressed during the meeting. Fifth, for purposes of the meeting today, voting on all matters will be conducted by electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all business items. Sixth, when you are asked to vote, you will receive a message of the virtual interface we're using to host today's meeting requesting that you register your vote. You will only have certain amount of time to do so when the polls are open. Appointment of scrutineers, notice of meeting, quorum and constitution of meeting. The Chairman has appointed Computershare Trust Company of Canada represented by Hasib Iftekhar as scrutineer of the meeting. As Secretary, I confirm that notice of this meeting was duly given in accordance with the British Columbia Business Corporations Act and the company's article, and that a quorum of shareholders as prescribed by the company's articles is present in person or represented by proxy. Therefore, this meeting is properly constituted for the transaction of such business as may be properly brought before it. The company's transfer agent, Computershare Trust Company of Canada has attested to the proper mailing of the notice calling this meeting. There has been filed with me proof of service of such mailing provided by the company's transfer agent. The Chairman has directed that a copy of such proof of service be annexed to the minutes of this meeting as a schedule. I also note that the report of the scrutineer indicates that a sufficient number of proxies in favor of all motions have been lodged with the scrutineer, and therefore, all proposed resolutions will be passed. The Chairman has directed that a formal report be annexed to the minutes of this meeting as a schedule.

Thank you, Alejandra. Notice having been properly given and quorum being present, I declare the meeting to be regularly called and the special meeting will now come to order. Approval of the arrangement resolution. The first item of business is the company's proposal to approve the arrangement resolution as set out in the management information circular in connection with the special meeting. I move and second that. The arrangement under Section 288 of the British Columbia Business Corporations Act of Frontera Energy Corporation pursuant to the arrangement agreement among the company, Parex Resources, Inc. and Parex AcquisitionCo Inc. dated March 10, 2026, all as more particularly described and set forth in the company's information circular dated March 30, 2026, as the arrangement has been or may be modified or amended in accordance with the terms of the arrangement agreement and the plan of arrangement is hereby authorized, approved and adopted. The plan of arrangement, the complex of which is set out as Schedule A to the arrangement agreement is hereby authorized, approved and adopted. The arrangement agreement and related transactions, actions of the directors of the company in approving the arrangement agreement and the actions of the officers and directors of the company in executing and delivering the arrangement agreement and any amendments, modifications or supplements thereto are hereby ratified, adopted and approved. Notwithstanding that this resolution has been passed and the arrangement adopted by the Frontera shareholders or that the arrangement has been approved by the Supreme Court of British Columbia, the directors of the company are hereby authorized and empowered at their discretion without notice to or approval of the Frontera shareholders to amend, modify or supplement the arrangement agreement or the plan of arrangement to the extent permitted by the arrangement agreement and the plan of arrangement, respectively. And subject to the terms of the arrangement agreement, not to proceed with the arrangement. Any officer or director of the company is hereby authorized and directed for and on behalf of the company to make an application to the court for an order approving the arrangement and to execute on their corporate seal or otherwise, and to deliver or cause to be delivered all such documents and instruments as are necessary or desirable to give effect to the arrangement in accordance with the arrangement agreement. Such determination to be conclusively evidenced by the execution and delivery of such document or instrument. Any officer or director of the company is hereby authorized and directed for and on behalf of the company to execute on their corporate seal or otherwise, and to deliver or cost to be delivered all such other documents and instruments and to perform or cost to be performed all such other acts and things as in such person's opinion may be necessary or desirable to give full force and effect to the foregoing resolutions and the matters authorized thereby, such determination to be conclusively evidenced by the execution and delivery of such other document or instrument or the doing of any other such act or thing. Approval of the return of capital resolution. The next item of business is the company's proposal to approve the return of capital resolution as set out in the management information circular in connection with the special meeting. I move and second that -- pursuant to Section 74 (1B) of the British Columbia Business Corporations Act, Frontera Energy Corporation is hereby authorized to reduce the capital account of its common shares by an aggregate amount of CAD 647 million for the purpose of distributing to the holders of Frontera shares on the return of capital record date, an aggregate amount of CAD 647 million as determined by the Board of Directors of the company. Conditional upon the completion of the arrangement involving, among others, the company and Parex Resources Inc. pursuant to the arrangement agreement among the company, Parex Resources Inc. and Parex AcquisitionCo Inc. dated March 10, 2026. The Frontera Board shall be authorized in its sole discretion, subject to the requirements of Section 74 (1.1) of the Business Corporation Act to determine whether to proceed with the capital reduction and the return of capital and if the Frontera Board does not determine to so proceed to: a, set a date and time on such date for the purposes of determining the Frontera shareholders entitled to receive a return of capital; b, set a payment date for the return of capital; and c, does the company to pay the return of capital on the payment date to the Frontera shareholders of record as of the return of capital record date. Notwithstanding the approval by the Frontera shareholders of the foregoing resolutions, the Frontera Board is hereby authorized without further approval from the Frontera shareholders and in its sole discretion to modify, reduce or abandon but not increase the capital resolution and the return of capital. Any officer or director of the company is hereby authorized and directed for and on behalf of the company to execute on the corporate seal or otherwise, and to deliver or cost to be delivered all such other documents and instruments and to perform or cost to be performed all such other acts and things as in such person's opinion may be necessary or desirable to give full force and effect to the foregoing resolutions and the matters authorized thereby. Such determination to be conclusively evidenced by the execution and delivery of such other documents are instrument on the doing of any other such act or thing. Opening of the polls. As we mentioned, voting today will be conducted by electronic ballot. I will now ask that the balloting be open to registered holders and appointed proxy holders.

The polls are now open. And at this point, all registered shareholders and proxy holders who have properly lodged in with their control numbers and wish to vote will be able to see the instructions and all motions being brought forth at this meeting. We will provide registered shareholders and duly appointed proxy holders approximately 1 more minute to complete the electronic ballot. [Voting]

Once the electronic balloting closes, your votes will automatically be submitted. The polls are now closed.

Thank you, Alejandra. Results of voting. I have been advised by the scrutineers that the ballots and proxies deposited for the special meeting have been voted in favor of each of the resolutions. Accordingly, I declare each motion and resolution carried. I direct that the results of the polls be included with the minutes of this meeting and that the final results of the voting be announced in a press release in accordance with the policies of the TSX and filed on SEDAR+. The formal items of business as set out in the notice of the meeting have now been dealt with. I move and second that this meeting will now terminate. As there is no further business to come before the meeting, I declare the formal part of the meeting to be concluded. I will now turn the meeting over to Alejandra Bonilla to terminate the meeting.

[Operator Instructions]

Thank you, Alejandra. There are no questions. We can now terminate the meeting. Thank you for attending