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AURO.V ·

Tincorp Announces Results of Annual General & Special Meeting

Shareholder Meetings

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Tincorp Announces Results of Annual General & Special Meeting

Vancouver, British Columbia – June 21, 202 4 – Tincorp Metals Inc. (“Tincorp” or the

“Company”) (TSXV: “ TIN”; OTCQX: “ TINFF”) is pleased to report that all resolutions were

approved today at the Company’s Annual General and Special Meeting of shareholders (the

“Meeting”). The voting results are as follows:

Total issued and outstanding Common Shares as at Record Date: 66,907,423

Total percentage of Common Shares voted: 61.55%

Matter Voted Upon Voting Result

Fixing the number of

directors of the

Company at five (5)

The number of directors of the Company for the ensuing year was fixed at five (5),

by a majority of shareholders:

Votes For Votes

against

41,168,807 (99.97%) 13,080 (0.03%)

Election of Directors

The following nominees were elected as directors of the Company until the next

annual meeting of shareholders of the Company, by a majority of shareholders:

Votes For Votes Withheld Non Vote

Dr. Rui Feng 39,468,607 (99.11%) 355,738 (0.89%) 1,357,542

Lorne

Waldman

39,787,230 (99.91%) 37,115 (0.09%) 1,357,542

Bhakti Pavani 39,470,284 (99.11%) 354,061 (0.89%) 1,357,542

Alex Zhang

39,792,116

(99.92%) 32,229

(0.08%)

1,357,542

Hernan Uribe-

Zeballos

39,782,302 (99.89%) 42,043 (0.11%) 1,357,542

Appointment of

Deloitte LLP, as

Auditors of the

Company

Deloitte LLP, Independent Registered Public Accounting Firm, was reappointed as

the Company’s auditors for the ensuing year, and the directors were authorized to

fix their remuneration, by a majority of shareholders:

Tincorp Metals Inc.

1750 - 1066 West Hastings Street

Vancouver, BC, Canada V6E 3X1

Telephone: (604) 336-5919

www.tincorp.ca

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Matter Voted Upon Voting Result

Votes For Votes Withheld

41,159,732 (99.95%) 22,155 (0.05%)

Approval of the

Company’s Omnibus

Equity Incentive Plan

(the “Plan”)

The Plan was approved by a majority of shareholders:

Votes For Votes Against Non Vote

38,489,465 (96.65%) 1,334,880 (3.35%) 1,357,542

Approval of the Company’s Omnibus Equity Incentive Plan (the “Plan”)

The Plan has been approved by the Company’s shareholders at the Meeting, it replaces the

Company’s existing stock option plan and allows for the grant of options to purchase up to 10%

of the total issued and outstanding common shares calculated on the date of the grant, and the

grant of other forms of equity incentive securities to acquire up to 6,690,742 common shares. The

Plan remains subject to the final approval of the TSX Venture Exchange.

About Tincorp

Tincorp Metals Inc. is a mineral exploration company focusing on tin projects in Bolivia and a gold

project near Whitehorse, Yukon, Canada. The Company acquired a 100% interest in the Porvenir

Project and SF Tin Project, which are 70 km southeast of Oruro, Bolivia. The Company’s 100%

owned Skukum Gold Project is approximately 84 km south of Whitehorse by road. An independent

mineral resource estimate update in respect of the Skukum Gold Project was completed in

October 2022.

On Behalf of Tincorp Metals Inc.

Victor Feng, Interim CEO

For further information, please contact:

Investor Relations, Tincorp Metals Inc.

Phone: +1 (604)-336-5919

Email: [email protected]

www.tincorp.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined

in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy

of this news release.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward -looking statements and forward -looking information

(collective, “forward looking statements”) within the meaning of applicable Canadian and U.S.

securities legislation. All statements, other than statements of historical fact included in this

release, including, without limitation, statements regarding final approval of the Company’s

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Omnibus Equity Incentive Plan by the TSX Venture Exchange, the search for a permanent CEO

are forward-looking statements. Forward-looking statements are often, but not always, identified

by words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”,

“estimates”, “assumes”, “intends”, “strategies”, “targets ”, “goals”, “forecasts”, “objectives”,

“budgets”, “schedules”, “potential” or variations thereof or stating that certain actions, events or

results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of

any of these terms and similar expressions. Forward -looking statements are based on the

opinions, assumptions, factors and estimates of management considered reasonable at the date

the statements are made.

Readers are cautioned not to place undue reliance on forward-looking statements. The Company

undertakes no obligation to update any of the forward-looking statements in this news release or

incorporated by reference herein, except as otherwise required by law.

Additional information in relation to the Company, including the Company’s most recent annual

information form, can be obtained under the Company’s profile on SEDAR+

at www.sedarplus.ca and on the Company’s website at www.tincorp.com.