Bullet Exploration Inc. – s. 4(b) of Ont. Reg. 289/00 under the OBCA

Headnote

Consent given to an offering corporation under the Business Corporations Act (Ontario) to continue under the Business Corporations Act (British Columbia).

Statutes Cited

Business Corporations Act, R.S.O. 1990, c. B.16, as am., s. 181.

Securities Act, R.S.O. 1990, c. S.5, as am.

Regulations Cited

Regulation made under the Business Corporations Act, Ont. Reg. 289/00, as am., s. 4(b).

IN THE MATTER OF R.R.O 1990, REGULATION 289/00, AS AMENDED (the REGULATION) MADE UNDER THE BUSINESS CORPORATIONS ACT (ONTARIO), R.S.O. 1990, c.B.16, AS AMENDED (the OBCA) AND IN THE MATTER OF BULLET EXPLORATION INC.

CONSENT (Subsection 4(b) of the Regulation)

UPON the application of Bullet Exploration Inc. (formerly CHC Student Housing Corp.) (the Applicant) to the Ontario Securities Commission (the Commission) requesting a consent from the Commission, as required under subsection 4(b) of the Regulation, for the Applicant to continue into the province of British Columbia pursuant to section 181 of the OBCA;

AND UPON considering the application and the recommendation of the staff of the Commission;

AND UPON the Applicant having represented to the Commission that:

1. The Applicant is an offering corporation under the OBCA.

2. The Applicant was incorporated under the OBCA as CHC Realty Capital Corp. pursuant to a Certificate of Incorporation dated April 12, 2013. On February 19, 2015, the Applicant changed its name from CHC Realty Capital Corp. to CHC Student Housing Corp. On October 1, 2020, the Applicant was amalgamated with its subsidiaries and continued as CHC ?Student Housing Corp.? In connection with the Transaction (as defined below), the Applicant's name was changed to Bullet Exploration Inc. on March 25, 2021.

3. The Applicant's registered office is located at 1 First Canadian Place, 100 King Street West, Suite 6000, Toronto, Ontario M5X 1E2.

4. The Applicant's common shares (the Common Shares) are listed and posted for trading on the TSX Venture Exchange (the Exchange) under the symbol "AMMO"

5. The authorized share capital of the Applicant consists of an unlimited number of Common Shares. As at March 26, 2021, the Applicant had 18,716,465 Common Shares issued and outstanding.

6. The Applicant intends to apply (the Application for Continuance) to the Director (as defined in the OBCA) for authorization to continue as a corporation under the Business Corporations Act (British Columbia), S.B.C., 2002, c. 57, as amended (the BCBCA) pursuant to section 181 of the OBCA.

7. Pursuant to subsection 4(b) of the Regulation, where a corporation is an "offering corporation" (as defined in the OBCA), the Application for Continuance must be accompanied by a consent from the Commission.

8. The Applicant is a reporting issuer under the Securities Act, R.S.O. 1990, c. S. 5, as amended (the Act), the Securities Act, R.S.B.C. 1996, c. 418 (the BC Act) and the Securities Act, R.S.A. 2000, C. S-4, as amended (the Alberta Act and together with the Act and the BC Act, the Legislation) and will remain a reporting issuer in these jurisdictions following the proposed Continuance.

9. The Applicant is not in default under any provision of the OBCA or the Legislation, including any of the regulations or rules made thereunder.

10. The Applicant is not a party to any proceeding or, to the best of its knowledge, information and belief, any pending proceeding under the OBCA or the Legislation.

11. The Application for Continuance is being made in connection with the reverse takeover transaction (the Transaction) completed on March 26, 2021 involving the Applicant, 2294253 Alberta Ltd., a corporation incorporated under the Business Corporations Act (Alberta) (Target Company) and the Target Company's shareholders, pursuant to which the Applicant acquired all of the issued and outstanding shares of the Target Company and the Target Company shareholders received shares of the Applicant.

12. The Applicant's management information circular dated December 8, 2020 for its annual general and special meeting of shareholders, held on January 6, 2021 (the Shareholders Meeting) described the proposed Continuance, disclosed the reasons for, and the implications of, the proposed Continuance. It also disclosed full particulars of the dissent rights of the Applicant's shareholders under section 185 of the OBCA and included a summary comparison of the differences between the OBCA and the BCBCA.

13. The Applicant's shareholders approved the Continuance at the Shareholders Meeting by a special resolution. The special resolution authorizing the Continuance was approved by 79.47% of the votes cast. No shareholder exercised dissent rights pursuant to section 185 of the OBCA.

14. The Commission is the principal regulator of the Applicant.

15. The Applicant's registered office is currently in Ontario and its head office is in Alberta. Following the proposed Continuance, the Applicant's registered office will be moved to British Columbia. The Applicant intends to have the Alberta Securities Commission be its principal regulator.

16. In connection with the Transaction, the Applicant is expected to complete the Continuance under the BCBCA. The Continuance is being proposed by the Applicant as it believes that the BCBCA provides additional flexibility compared to the OBCA, including with respect to the composition of the Applicant's board of directors going forward. This will allow the Applicant's board of directors to consider candidates for the Applicant's board of directors from a larger pool of candidates that includes candidates from outside of Canada in order to have the right composition, skills, expertise and diversity to drive long-term value.

17. The material rights, duties and obligations of a corporation governed by the BCBCA are substantially similar to those of a corporation governed by the OBCA.

AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest;

THE COMMISSION HEREBY CONSENTS to the Continuance of the Applicant under the BCBCA.

DATED at Toronto, Ontario this 21st day of April, 2021.