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Notice of Meeting and Management Proxy Circular Annual Meeting of Teck Resources Limited to Be Held

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Notice of Meeting and Management Proxy Circular Annual Meeting of Teck Resources Limited to Be Held Notice of Meeting and Management Proxy Circular Annual Meeting of Teck Resources Limited to be held April 24, 2019 Dear Shareholders: You are invited to join us at our annual meeting of shareholders to be held on Wednesday, April 24, 2019 at 11:00 a.m. Pacific Daylight Time in the Waddington Room at the Fairmont Hotel Vancouver, 900 West Georgia Street, Vancouver, British Columbia. This notice of meeting and the accompanying management proxy circular outline the business to be conducted at the meeting and provide information on executive compensation and corporate governance at Teck Resources. We hope that you will take the time to read the circular in advance of the meeting as it provides background information that will help you exercise your right to vote. Even if you cannot attend the meeting in person, we encourage you to vote as this is your right as a shareholder. Instructions on how you can exercise your voting rights are found on pages 5 to 6 of the circular. If you are able to attend the meeting in person, there will be an opportunity to ask questions. “Dominic S. Barton” “Donald R. Lindsay” Dominic S. Barton Donald R. Lindsay Chair of the Board President and Chief Executive Officer Teck Resources Limited Page i Notice of Annual Meeting of Shareholders of Teck Resources Limited When: Where: Wednesday, April 24, 2019 Waddington Room, Fairmont Hotel Vancouver 11:00 a.m. (local time) 900 W. Georgia Street, Vancouver, BC At the annual meeting (the “Meeting”), shareholders will be asked to: 1) receive the consolidated financial statements for the year ended December 31, 2018 and the auditor’s report thereon; 2) elect 14 directors; 3) appoint PricewaterhouseCoopers LLP as auditor; 4) vote on an advisory resolution with respect to Teck’s approach to executive compensation; and 5) consider any other business that may properly come before the Meeting. You can read about each item of business starting on page 1 of the management proxy circular (the “Circular”), which also has information on voting and about our directors, governance and compensation. You have the right to vote if you were a Teck shareholder as of the close of business on March 4, 2019. Your vote is important. If you are unable to attend the Meeting, you are encouraged to vote by proxy. To ensure your vote is counted, your proxy must be received by our transfer agent, AST Trust Company (Canada) (“AST”) by 11:00 a.m. (PDT) on Monday, April 22, 2019 (the “Proxy Deadline”). Detailed voting instructions for registered and non-registered shareholders begins on page 5 of the Circular. Notice-and-Access We are using notice-and-access procedures to deliver our meeting materials to registered and beneficial shareholders. You are receiving this notice with information on how you can access the Circular electronically, along with a proxy – or, in the case of non-registered shareholders, a voting instruction form – for use in voting at the Meeting or submitting your voting instructions. Shareholders with existing instructions on their account to receive paper material will receive paper copies of Meeting materials. To obtain free paper copies: The Circular, proxy, and annual report will be available on our website at www.Teck.com/reports as of March 19, 2019 and will Email: [email protected] remain on the website for one full year. You can also access the Phone: 1-888-433-6443 Meeting materials under Teck’s name at www.sedar.com and Notice-and-access questions? www.sec.gov/edgar. Call 1-855-887-2244 The Circular contains important information about Teck and the Meeting. We encourage you to review it prior to voting. Requests for paper materials should be received at least 7 business days in advance of the Proxy Deadline in order to receive the meeting materials on time. By order of the Board of Directors, “Amanda Robinson” Corporate Secretary and Legal Counsel March 4, 2019 Teck Resources Limited Page ii 2019 Management Proxy Circular Table of Contents Business of the Meeting ................................................................................................................................ 1 Receive Financial Statements ................................................................................................................. 1 Elect Directors .......................................................................................................................................... 1 Appointment of Auditor ............................................................................................................................ 1 Advisory Resolution on Executive Compensation ................................................................................... 1 General Information ...................................................................................................................................... 3 Solicitation of Proxies ............................................................................................................................... 3 Quorum .................................................................................................................................................... 3 Voting Shares and Principal Holders of Voting Shares ........................................................................... 3 Notice-and-Access ................................................................................................................................... 4 Annual and Interim Reports ..................................................................................................................... 4 Shareholder Proposals ............................................................................................................................ 4 Information about Voting ............................................................................................................................... 5 Who Can Vote .......................................................................................................................................... 5 How to Vote ............................................................................................................................................. 5 Information about Proxy Voting ............................................................................................................... 6 Information for Beneficial Shareholders ................................................................................................... 6 Voting Results .......................................................................................................................................... 6 Information about the Director Nominees ..................................................................................................... 7 Director Profiles ....................................................................................................................................... 7 Shareholdings of Director Nominees as at March 4, 2019 .................................................................... 14 Information about Director Compensation .................................................................................................. 15 Process for Determining Director Compensation .................................................................................. 15 Compensation Components .................................................................................................................. 16 Directors' Total Compensation ............................................................................................................... 17 Outstanding Share-Based Awards ........................................................................................................ 18 Share-Based Awards – Value Vested or Earned During the Year ........................................................ 19 Mandatory Shareholdings for Directors ................................................................................................. 19 Committee Reports ..................................................................................................................................... 21 Information about Corporate Governance .................................................................................................. 26 Governance Highlights ........................................................................................................................... 26 Independence Determination ................................................................................................................. 29 Risk Oversight ........................................................................................................................................ 30 Dual-Class Share Structure – Governance Considerations .................................................................. 31 Subordinate Voting Shareholder Protection .......................................................................................... 33 Board Renewal ...................................................................................................................................... 33 Directors Skills and Experience ............................................................................................................. 33 Diversity ................................................................................................................................................. 34 Management Succession Planning ......................................................................................................
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