DeepRock Announces Appointment of New President

DEEPROCK MINERALS INC.

DIRECTORS' RESOLUTION

The undersigned, being all o f the dire ctors of DEEPROCK MINERALS I NC. (the "Corporation"), hereby

consent to and adopt in writing the following resolutions as of January 1, 2019.

RESIGNATION OF DIRECTOR AND APPOINTMENT OF OFFICERS

WHEREAS the Corporation has received the resignation as President from Darrell Woronchak;

AND WHEREAS the Corporation has received the resignation as a director and Chief Financial Officer from

Geoff Balderson;

AND WHEREAS the directors of the Corporation have determined it to be in the best interests of the

Corporation to appoint Matthew Reams as President and Paul Marjerrison as Chief Financial Officer of the

Corporation, to fill the vacancies created by the resignations referred to above;

AND WHEREAS the Corporation has received a consent to act as an officer of the Corporation from each of

Matthew Reams and Paul Marjerrison;

AND WHEREAS the directors of the Corporation have determined it to be in the best interests of the

Corporation to leave the vacancy on its Board of Directors created by the resignation of Geoff Balderson,

until a suitable replacement has been found;

AND WHEREAS the undersigned directors of the Corporation constitute a quorum;

NOW THEREFORE BE IT RESOLVED THAT subject to the approval of the Canadian Securities Exchange,

Matthew Reams be and is hereby appointed to the office of President of the Corporation and Paul

Marjerrison be and is hereby appointed to the office of Chief Financial Officer of the Corporation, each to

hold office during the pleasure of the Board of Directors of the Corporation.

GENERAL

The directors and officers of the Corporation, or any one of them, be and are hereby authorized,

empowered and directed to do all acts and things an d to take such steps and to execute and deliver, for

and on behalf of the Corporation, such documents, instruments, certificates and agreements and to do all

such acts and things as such officer or director may consider necessary, desirable or useful in connection

with or for the purpose of giving effect to the foregoing resolutions.

DocuSign Envelope ID: DBE2EED3-B94C-421B-8257-5716271675EA

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COUNTERPARTS

These resolutions may be signed in counterpart and such counterparts together shall constitute a single

instrument. Delivery of an executed counterpart of these resolutions by electronic means, including by

facsimile transmission or by electronic delivery in portable document format (“.pdf”), shall be equally

effective as delivery of a manually executed counterpart hereof. Notwithstanding the date of execution

of these resolutions by the undersigned, these resolutions shall be deemed to be executed as of the date

set forth above.

MATTHEW REAMS CRAIG WATTERS

RICHARD SHATTO

DocuSign Envelope ID: DBE2EED3-B94C-421B-8257-5716271675EA