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Canagold Resources Ltd. Announces Voting Results from Annual General and Special Meeting

Shareholder Meetings

LEGAL_41665005.1

CANAGOLD RESOURCES LTD. ANNOUNCES VOTING RESULTS FROM

ANNUAL GENERAL AND SPECIAL MEETING

June 20, 2023 – Vancouver, BC – Canagold Resources Ltd. (TSX: CCM, OTC-QB: CRCUF, Frankfurt:

CANA) (the “Company”) announces that at its annual general and special meeting of shareholders held

on June 19, 2023 (the “ Meeting”), all directors nominated listed in the I nformation Circular dated

May 17, 2023 were elected. The detailed results are as follows:

Nominee

Director

Votes For % Votes For Votes Withheld % Votes Withheld

Sofia Bianchi 73,489,301 91.33 6,972,287 8.67

Kadri Dagdelen 79,930,704 99.34 530,884 0.66

Michael Doyle 73,494,293 91.34 6,967,295 8.66

Carmen Letton 79,971,112 99.39 490,476 0.61

Andrew Trow 79,934,004 99.34 527,584 0.66

At the Meeting, the Shareholders of the Company also approved:

• To fix the number of directors at five;

• Re-appointment of Smythe LLP, Chartered Professional Accountants, as the auditor of the

Company for the ensuing year and authorizing the the directors to fix their remuneration;

• As described in Company’s Information Circular dated May 17, 2023:

(i) Ratification of the Company’s Omnibus Incentive Plan, and (ii) approve and authorize

for grant all currently available and unallocated option entitlements issuable under the

Omnibus Incentive Plan until June 19, 2026, and (iii) approve the Options and DSU

awards under the Omnibus Incentive Plan.

• The adoption of the Company’s new Business Corporations Act (British Columbia) Articles, that

include Advance Notice Provisions, as described in the Company’s Information Circular dated

May 17, 2023.

• A non- binding advisory ordinary resolution on the Company’s approach to executive

compensation, as described in the Company’s Information Circular dated May 17, 2023.

A detailed report on the voting results is filed on the Company’s SEDAR corporate profile at

www.sedar.com.

ON BEHALF OF CANAGOLD RESOURCES LTD.

“Original Signed By Catalin Kilofliski”

Catalin Kilofliski

Chief Executive Officer

- 2 –

LEGAL_41665005.1

ABOUT CANAGOLD RESOURCES LTD.

Canagold Resources Ltd. is a growth- oriented gold exploration company focused on advancing the New

Polaris Project through feasibility and permitting. Canagold is also seeking to grow its assets base through

future acquisitions of additional advanced projects. The Company has access to a team of technical

experts that can help unlock significant value for all Canagold shareholders.

For further information please contact:

Knox Henderson,VP Corporate Development

Tel: (604) 604-416-0337; Cell: (604) 551-2360

Toll Free: 1-877-684-9700 Email: [email protected]

Website: www.canagoldresources.com

Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the

policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of the United States private

securities litigation reform act of 1995 and “forward- looking information” within the meaning of

applicable Canadian securities legislation. Statements contained in this news release that are not

historical facts are forward -looking i nformation that involves known and unknown risks and

uncertainties. Forward-looking statements in this news release include, but are not limited to, statements

with respect to the future performance of Canagold, and the Company's plans and exploration programs

for its mineral properties, including the timing of such plans and programs. In certain cases, forward-

looking statements can be identified by the use of words such as "plans", "has proven", "expects" or "does

not expect", "is expected", "potential", "appears", "budget", "scheduled", "estimates", "forecasts", "at

least", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and

phrases or state that certain actions, events or results "may", "could", "would", "should", "might" or "will

be taken", "occur" or "be achieved". Forward- looking statements involve known and unknown risks,

uncertainties and other factors which may cause the actual results, performance or achievements of the

Company to be materially different from any future results, performance or achievements expressed or

implied by the forward- looking statements. Such risks and other factors include, among others risks

related to the uncertainties inherent in the estimation of mineral resources; commodity prices; changes in

general economic conditions; market sentiment; currency exchange rates; the Company's ability to

continue as a going concern; the Company's ability to raise funds through equity financings; risks

inherent in mineral exploration; risks re lated to operations in foreign countries; future prices of metals;

failure of equipment or processes to operate as anticipated; accidents, labor disputes and other risks of

the mining industry; delays in obtaining governmental approvals; government regulat ion of mining

operations; environmental risks; title disputes or claims; limitations on insurance coverage and the

timing and possible outcome of litigation. Although the Company has attempted to identify important

factors that could affect the Company and may cause actual actions, events or results to differ materially

from those described in forward-looking statements, there may be other factors that cause actions, events

or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking

statements will prove to be accurate, as actual results and future events could differ materially from those

anticipated in such statements. Accordingly, do not place undue reliance on forwardlooking statements.

All statements are ma de as of the date of this news release and the Company is under no obligation to

update or alter any forward-looking statements except as required under applicable securities laws.