Exhibit 99.2

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on May 9, 2018

Kinross Gold Corporation
Notice of 2018 annual and special meeting of shareholders
and availability of Proxy Materials

You are receiving this notification since Kinross Gold Corporation (Kinross or the company) uses the notice and access model for the delivery of its management information circular (the circular) in respect of its annual and special meeting of shareholders (the meeting) to be held on Wednesday, May 9, 2018. Kinross is also providing you with electronic access to its 2017 Annual Report (annual report).

Under notice and access, as permitted by the Canadian securities regulator, instead of receiving paper copies, shareholders receive this notice with information on how they may access the circular and annual report electronically. This means of delivery is more environmentally friendly as it will help reduce paper use and will also reduce the cost of printing and mailing materials to shareholders.

All shareholders are reminded to review the circular before voting.

This notice provides details of the date, time and place of the meeting, including the matters to be voted on at the meeting. Accompanying this notice is a form of proxy or other voting document that you will need to vote by proxy.

Notice is hereby given that the annual and special meeting of the shareholders of Kinross will be held:

for the following purposes and to transact any other business that may properly come before the meeting and at any postponement or adjournment thereof:

At the meeting, shareholders will:

Receive Financial Statements  – receive the company's 2017 audited consolidated financial statements together with the report of the auditors on those statements

Elect Directors  – elect directors of the company for the ensuing year

Appoint Auditors  – appoint KPMG LLP as auditors for the ensuing year and authorize the directors to fix their remuneration

Ratify Shareholder Rights Plan  – ratify the company's adoption of a new shareholder rights plan as more fully described in the circular

Say on Pay  – vote on an advisory resolution on the company's approach to executive compensation

Other Business  – transact such other business as may properly come before the meeting or at any adjournment thereof

HOW DO I GET AN ELECTRONIC COPY OF THE CIRCULAR AND ANNUAL REPORT?

Electronic copies of the circular and annual report (the  meeting materials ) may be accessed online on Kinross' website – http:// www.kinross.com/news-and-investors/default.aspx?section=meeting, or under the company's profile on the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com and on the U.S. Securities and Exchange Commission's website at www.sec.gov.

HOW DO I GET A PAPER COPY OF THE CIRCULAR AND ANNUAL REPORT?

You can request a paper copy of the meeting materials to be sent to you by regular postal delivery free of charge. Requests may be made up to one year from the date the meeting materials were filed on SEDAR.

If you would like paper copies of the meeting materials, you should first determine whether you are (i) a registered shareholder or (ii) a beneficial shareholder (non-registered shareholder) of common shares, as are most of the company's shareholders.

You are a registered shareholder if your name appears on your share certificate or, if registered electronically, the shares are registered with Kinross' transfer agent in your name and not in the name of an intermediary such as a bank, trust company, securities broker, trustee or other nominee.

You are a beneficial (non-registered) shareholder if an intermediary holds your shares on your behalf. This means the shares are registered with Kinross' transfer agent in your intermediary's name, and you are the beneficial owner.

Requests for paper copies by registered shareholders (with a 15 digit control number) may be made by calling toll free, within North America at 1-866-962-0498 or direct, from outside North America at 514-982-8716. Registered shareholders with questions about notice and access may call Computershare Investor Services Inc. ( the transfer agent ) toll-free at 1-866-964-0492.

Requests for paper copies by beneficial shareholders may be made through the internet by going to www.proxyvote.com and entering the 16 digit control number located on the accompanying form of proxy and following the instructions provided. Alternatively, for shareholders in North America, requests may be made by telephone at any time prior to the meeting by calling toll-free at 1-877-907-7643. Beneficial shareholders with questions may call Broadridge toll-free at 1-855-887-2244.

A paper copy will be sent to you within 2 business days of receiving your request. Therefore, to receive the meeting materials in advance of the deadline to submit your vote as described below, you should make your request before 5:00 p.m. (EDT) on April 23, 2018. For requests made on or after the date of the meeting, please call Kinross toll-free at 1-866-561-3636 within North America (shareholders outside of North America may e-mail info@kinross.com), and a paper copy will be sent to you within 10 calendar days after receiving your request.

	​
Shareholders who are unable to attend the meeting are requested to vote by proxy so that as large a representation as possible may be had at the meeting. You may vote by proxy in any of the following ways. You will need the control number contained in the accompanying form of proxy in order to vote.	​
Internet voting	​
For non-registered (beneficial) shareholders, follow the instructions on the voting instruction form. For registered shareholders, go to www.investorvote.com	​
Telephone voting	​
Call the toll-free number shown on the form of proxy or voting instruction form	​
Voting by mail or delivery	​
Complete the form of proxy or voting instruction form and return it in the envelope provided	​

PLEASE VIEW THE INFORMATION CIRCULAR PRIOR TO VOTING

QuickLinks

Exhibit 99.2

Exhibit 99.3

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

   Executive Summary

2017 Performance Overview

Kinross achieved strong results in 2017, as we met or outperformed our production and cost guidance for the sixth consecutive year. We maintained our strong balance sheet, advanced the high-quality organic development projects that will shape our future, and delivered value to our shareholders as a top performing senior gold equity.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

2017 Corporate Responsibility Performance Overview

Mining responsibly is integral to our business strategy. This requires operating in accordance with the highest standards of ethical conduct, and responsibly managing our impacts while leveraging opportunities from our activities to generate sustainable long-term value in host communities. Safety is our first priority. In 2017, year-over-year improvements in reportable injury rates were overshadowed by an employee fatality, the first at a Kinross operation since 2012.

2017 Corporate Governance Performance Overview

Kinross is committed to the highest standards of corporate governance and accountability. We actively monitor developments in best practices and applicable laws to ensure that the company meets that commitment.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

Corporate Governance at a Glance

Board Composition	​	​	​	​	​	page #			​
Size of board (1)	​	9	​		​		​		​
Independent directors	​	8	​		​		​		​
Average age of board	​	61	​		​		​		​
Average tenure of board (number of years)	​	8.7	​		​		​		​
Separate Chair/CEO	​	ü	​		​	110	​		​
Number of women	​	3	​		​	115	​		​
Number of men	​	6	​		​		​		​
​									​

 

Committee Independence	​	​	​	​	​				​
Board committee independence	​	100%	​		​		​		​
Audit and risk	​	100%	​		​		​		​
Human resource and compensation	​	100%	​		​		​		​
Governance and nominating	​	100%	​		​		​		​
Corporate responsibility and nominating	​	100%	​		​		​		​
​									​

 

Requirements & Assessments	​	​	​	​	​	page #			​
Term limit for directors (2)	​	ü	​		​	118	​		​
Director stock ownership requirements	​	ü	​		​	39	​		​
Annual review of director independence	​	ü	​		​	125	​		​
Annual board and committee evaluations	​	ü	​		​	114	​		​
Annual individual director evaluations	​	ü	​		​	114	​		​
​									​

Policies & Charters		​	​	​	​	page #			​
Code of business conduct and ethics	​	ü	​		​	111	​		​
Diversity policy for directors and executive officers	​	ü	​		​	115	​		​
Corporate governance guidelines	​	ü	​		​		​		​
Charters for board committees	​	ü	​		​		​		​
Overboarding policy	​	ü	​		​		​		​
Interlocking policy	​	ü	​		​		​		​
Retirement policy for directors (3)	​	ü	​		​	118	​		​
​									​

 

Voting	​	​	​	​	​	page #			​
Annual directors elections	​	ü	​		​		​		​
Majority voting for directors	​	ü	​		​	17	​		​
Annual vote on executive compensation	​	ü	​		​	50	​		​
​									​

 

Professional Development	​	​	​	​	​	page #			​
Board orientation programs	​	ü	​		​	116	​		​
Director education programs	​	ü	​		​	116	​		​
​									​

     Available on kinross.com

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

Board Nominees Overview

As Kinross shareholders you are being asked to cast your vote for nine directors. The following table provides an overview of the 2017 nominees. Detailed biographical information can be found on pages 25 to 34.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

Compensation Highlights

2017 Executive Compensation:

•

Received 94% support for our 'Say on Pay' vote in 2017

•

Human resource and compensation committee completed annual review of compensation program for fairness, competitiveness and confirmed alignment with the objectives of the compensation program

•

Over 75% of compensation is "at-risk" and tied to company performance

•

Equity represents 50% or more of total direct compensation; 50% of equity is granted in the form of RPSUs

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

For more information, see "Assessing 2017 Company Performance" on pages 75 to 79.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

The board endorsed these priorities and, with the management team, set targets for 2017 that were challenging but attainable, considering the Company's business planning process, past Company performance, industry challenges, and strategic short- and long-term Company objectives.

2017 Company Performance Highlights

The board is very pleased with how management addressed the 2017 priorities and strategically navigated around potential operational challenges to achieve our targets.

In 2017, Kinross delivered strong results across a number of key areas, including meeting the high end of our production guidance, reducing year-over-year costs to come in at the low end of guidance, strengthening our balance sheet, advancing our organic projects, and adding meaningful ounces to our mineral reserve and resource estimates to offset depletion.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Key achievements for 2017 were:

•

First Priorities: safety, environment and community

•

Improved safety performance year over year on both severity and total reportable injury frequency rate

Regrettably, our strong safety record was overshadowed by an employee fatality at Kupol, reminding us that we must continue to find ways to improve safety performance

•

Experienced strong environmental performance and met social responsibility targets

Delivered on site targets for permitting, water management, and concurrent reclamation

•

Spent more than $2 billion through local procurement, wages and taxes in countries where we operate

97% of our workforce is from host communities

•

Donated rights for 3 billion gallons of water to Trout Unlimited and conserved 549-acres of land used as elk migration route with Rocky Mountain Elk Foundation to protect wildlife habitat near Yellowstone National Park, part of reclamation of the Mineral Hill mine



•

Ranked first in environmental responsibility among 33 metals and mining companies operating in Russia by World Wildlife Fund Russia



•

Maintained one of the lowest carbon footprints among the top 10 gold producers based on "per tonne of ore processed"

•

Operational Excellence

•

Met or outperformed cost and production guidance for sixth consecutive year

•

Generated more than $950 million in operating cash flow

•

Produced 2,673,533 gold equivalent ounces, at the high end of our guidance

•

Lowered year-over-year production cost of sales of $669 per Au eq. oz. ($43/oz. lower), and all-in sustaining cost ⁽¹⁾ of $954 per Au eq. oz. sold ($30/oz. lower)

•

More than doubled annual production at Bald Mountain to 282,715 Au eq. oz.

•

Increased year-over-year Tasiast production (approximately 40% higher) and decreased production cost of sales per ounce (approximately 30% lower)

•

Implemented water mitigation measures at Paracatu to address potential prolonged lower regional rainfall

•

Met regional guidance in the Americas, with better than expected performance at Kettle River-Buckhorn and Maricunga, and strong performance at Round Mountain and Fort Knox

•

Met regional guidance in Africa and Russia with strong performance

•

Added approximately 4 million oz. to mineral reserve estimates to offset depletion, mainly due to additions at Round Mountain, La Coipa, Russia, Paracatu and Fort Knox

•

Financial Discipline and Balance Sheet Strength:

•

Ended 2017 with cash and cash equivalents of just over $1 billion and total liquidity of approximately $2.6 billion

•

Completed a $500 million offering of 4.5% debt securities

•

Extended maturity date of revolving credit facility by one year

•

Repaid term loan due August 2020; no further scheduled debt repayments until 2021

1.

All in sustaining cost per gold ounce sold is a non-GAAP measure and may not be comparable to measures used by other companies. Management uses this measure internally and believes that it provides a better understanding of the cost of sustaining gold production. For further details see Kinross' Management's Discussion and Analysis for the year ended December 31, 2017.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

•

Corporate Development:

•

Completed divestitures of several non-core assets that helped improve our balance sheet, focused resources on our priority projects, and were well-received by the market

•

Divestiture of Cerro Casale project and Quebrada Secca exploration property unlocked significant value for the company from these non-core assets

•

Divestiture of White Gold and DeLamar maintained upside optionality at both properties

•

Advanced Development Projects:

•

Continued to progress well with Tasiast Phase One on schedule and on budget and expected to reach full commercial production by the end of Q2 2018

•

Completed September Northeast at Dvoinoye on time and on budget and at Moroshka near Kupol mining of high-grade ore expected to begin in the second half of 2018

•

Completed feasibility studies with improved metrics and announced we are proceeding with Tasiast Phase Two and Round Mountain Phase W projects to open a new chapter for Kinross

•

Added more than 2 million ounces to estimated mineral resources after gaining mining rights to Gilmore land to potentially extend mine life at Fort Knox

•

Started Round Mountain Phase W construction ahead of schedule with work continuing in 2018

•

Proceeding on plan with Bald Mountain Vantage Complex project to increase our operational footprint in Nevada

•

Agreed to acquire the remaining half of the Phase 7 deposit at La Coipa to gain full ownership and related mining rights; continued to move the project forward and added 844 koz. of gold and 34 million oz. of silver to mineral reserve estimates

In addition to strong operational performance, Kinross' exploration and mine optimization efforts added meaningful ounces, net of depletion, which has a positive impact on life of mine at several operations. Also, additions to estimated mineral reserves and mineral resources are expected to extend mine life at Round Mountain, Fort Knox, Paracatu and Kupol.

Our company culture supports our strong performance and offers a unique competitive advantage among our peers. With a deliberate focus on leveraging the Kinross culture, the leadership team rolled out eight People Commitments globally. These commitments guide the way we work together to deliver value for the company and our shareholders.

Strong Stock Performance

We believe that over the last three years, the market has started to recognize the company's consistent strong performance, resulting in total shareholder returns (TSR) better than many peers and the S&P TSX Gold Index:

•

Three-year TSR: 53% (ranked 5 ^th  among peers; exceeds the S&P TSX Gold Index at 26%)

•

Two-year TSR: 137% (ranked 2 ^nd  among peers; exceeds the S&P TSX Gold Index at 45%)

•

2017 TSR: 39% (ranked 3 ^rd  among peers; exceeds the S&P TSX Gold Index at -2%)

Shareholder Engagement

We continued to engage with our shareholders over the past year, with senior management meeting regularly with investors regarding company performance and direction. In 2017, we also conducted tours to Tasiast and Russia to give investors and analysts a firsthand opportunity to see the operations and understand the performance of these key assets in our portfolio.

In 2017, shareholders showed strong support for our executive compensation program with 94% voting in favor of our "Say on Pay" vote. In addition, we had our fourth annual shareholder outreach on compensation and governance, contacting our top 30 shareholders (except for four broker-dealers), holding over 50% of our issued and outstanding shares. Members of both senior management and the board met with shareholders, whose feedback was very positive, particularly regarding the board refresh, increasing diversity, and improvements to our disclosure. Key points from all discussions were shared with the human resource and compensation committee and will be considered as we review our compensation programs during 2018. Further details can be found on page 50.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Governance and Board Updates

Planning for director renewal and succession are important responsibilities of the board and have been our focus for several years. Since 2012, five of nine members of the board have changed, and we were able to achieve the following improvements:

•

Reduced average director tenure from 9.4 to 8.7 years

•

Reduced the average age of the board from 62.2 to 60.9 years

•

Increased gender diversity from 11% to 33% women

•

Effectively managed succession and knowledge transfer in key skill areas

•

Maintained our position as the top gold mining company across a range of corporate governance surveys

Best practices were a key driver of these accomplishments, including using a skills matrix, adopting a comprehensive board evaluation process, maintaining an evergreen list, implementing term limits, and updating our mandatory retirement policy. We have also demonstrated our support for diversity by becoming a signatory to the 30% Club, an organization dedicated to improving board gender diversity. All of our board committees are composed of independent directors.

2017 Compensation Overview

As noted above, 2017 was a strong year for the company, and shareholders benefitted from favorable production, lower costs, and notable advancement of our development projects, which are progressing on schedule and on budget. The board's compensation decisions reflect that performance:

•

NEO salaries were not increased in 2018 after a board review revealed that current NEO salaries continue to be appropriate based on the market, internal equity, responsibilities and other factors.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

•

At least half of each NEO's total direct compensation is in the form of equity (55% for the CEO) and we continue to grant half of equity in the form of performance share units  (PSUs).

•

The annual retainer payable to board members increased based on market data from our independent board compensation consultant, and the retainer for the chair of the audit and risk committee was reduced, as outlined on page 38.

In closing, Kinross continues to deliver strong results and advance important development projects. The company is well positioned for the long term with the bench strength to execute our plans.

Sincerely,

John Oliver
Chair of the board and chair of the human resource and
compensation committee

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Delivery of proxy materials

Kinross Gold Corporation ( Kinross or the company ) is providing shareholders with access to its management information circular (the  circular ) for the 2018 annual meeting of its shareholders (the  meeting ) electronically via notice and access, instead of mailing out paper copies, as permitted by Canadian securities regulators. Kinross is also providing shareholders with access to its 2017 annual report electronically, instead of mailing out paper copies. This means of delivery is more environmentally friendly as it will help reduce paper use and will also reduce the cost of printing and mailing materials to shareholders.

Shareholders have received a notice of availability of proxy materials ( notice ) together with a form of proxy or voting instruction form. The notice provided instructions on how to access and review an electronic copy of the circular or how to request a paper copy. The notice also provided instructions on voting at the meeting. To receive a paper copy of the circular or the 2017 annual report, please follow the instructions in the notice.

All shareholders are reminded to review the circular before voting. Shareholders with questions about notice and access can call Computershare Investor Services Inc. (the  transfer agent ) toll free at 1-866-964-0492.

Proxy materials are being sent to registered shareholders directly and will be sent to intermediaries to be forwarded to all non-registered (beneficial) shareholders. Kinross pays the cost of delivery of proxy materials for all registered and non-registered shareholders.

Voting

This document is the management information circular made available to shareholders in advance of the meeting as set out in the notice.

This circular provides additional information respecting the business of the meeting, Kinross and its directors and senior executive officers. This circular is dated March 15, 2018 and, unless otherwise stated, the information in this circular is as of March 15, 2018.

Unless indicated otherwise, all dollar amounts referenced in this circular are expressed in U.S. dollars. Where necessary, Canadian dollars are referenced as CAD$.

All references to financial results are based on the Kinross financial statements, prepared in accordance with International Financial Reporting Standards ( IFRS ).

References in this circular to the meeting include any adjournment(s) or postponement(s) that may occur.

Who can vote

Holders of common shares of Kinross ( common shares or shares ) at the close of business on March 21, 2018 (the  record date ) and their duly appointed representatives are eligible to vote.

Shares outstanding

As of March 15, 2018, there were 1,249,941,828 common shares outstanding, each carrying the right to one vote per common share.

To the knowledge of the directors and executive officers of the company, as of the date of this circular, there is no person or company that beneficially owns, directly or indirectly, or exercises control or direction over, directly or indirectly, voting securities of Kinross, carrying 10% or more of the voting rights attached to any class of voting securities, with the exception of BlackRock, Inc. which has filed a Schedule 13G on EDGAR showing its beneficial ownership of 137,322,786 Kinross shares at 11% of the outstanding shares as of December 31, 2017.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

How to vote

The voting process is different depending on whether you are a registered or non-registered (beneficial) shareholder.

You are a registered shareholder if your name appears on your share certificate or, if registered electronically, the shares are registered with Kinross' transfer agent in your name and not held on your behalf by an intermediary such as a bank, trust company, securities broker, trustee or other nominee (each an intermediary ).

You are a non-registered (beneficial) shareholder if your shares are held on your behalf by an intermediary. This means the shares are registered with Kinross' transfer agent in your intermediary's name, and you are the beneficial owner. Most shareholders are non-registered shareholders.

Non-registered (beneficial) shareholders

If you are a non-registered shareholder, your intermediary would have sent you a voting instruction form or proxy form with the notice. This form will instruct the intermediary how to vote your common shares at the meeting on your behalf.

You must follow the instructions from your intermediary in order to vote.

If you do not intend to attend the meeting and vote in person, mark your voting instructions on the voting instruction form or proxy form, sign it, and return it as instructed by your intermediary. Your intermediary may have also provided you with the option of voting by telephone or fax or through the internet.

If you are a Canadian resident and wish to vote in person at the meeting, insert your name in the space provided for the proxyholder appointment in the voting instruction form or proxy form, and return it as instructed by your intermediary. Do not complete the voting section of the proxy form or voting information form, since you will vote in person at the meeting.

If you are a U.S. resident and wish to vote in person at the meeting, mark the appropriate box on the other side of the voting instruction form and a legal proxy will be issued and mailed to you. The legal proxy will grant you or your designate the right to attend the meeting and vote in person, subject to any rules described in the proxy statement applicable to the delivery of a proxy. The legal proxy will be mailed to the name and address noted on the other side of the voting instruction form. You need to submit and deliver the legal proxy in accordance with the proxy deposit date and any instructions or disclosures noted in the proxy statement. You or your designate must attend the meeting for your vote to be counted. Allow sufficient time to the company or its transfer agent for the mailing and return of the legal proxy by the proxy deposit date. Please be advised that if you, the beneficial holder, ask for a legal proxy to be issued, you have to take additional steps in order for the proxy to be fully effective. You must deposit the legal proxy with the company or its transfer agent in advance of the meeting. Further, if a legal proxy is issued, all other voting instructions given on the voting instruction form will not be effective. If you have any questions, please contact the person who services your account. Your intermediary may have also provided you with the option of appointing yourself or someone else to attend and vote on your behalf at the meeting through the internet. When you arrive at the meeting, please register with our transfer agent, Computershare Investor Services Inc.

Your intermediary must receive your voting instructions in sufficient time for your intermediary to act on them. The transfer agent must receive proxy vote instructions from your intermediary no later than 10:00 a.m. (Toronto time) on Monday, May 7, 2017, or if the meeting is adjourned, at least 48 hours (not including Saturdays, Sundays or statutory holidays in Ontario) prior to the reconvened meeting.

Kinross may utilize the Broadridge QuickVote™ service to assist beneficial shareholders with voting their Kinross shares over the telephone. Alternatively, Kingsdale Advisors may contact such beneficial shareholders to offer assistance with conveniently voting their shares through the Broadridge QuickVote™ service. Broadridge then tabulates the results of all the instructions received and then provides the appropriate instructions respecting the shares to be represented at the meeting. If you have any questions relating to the meeting or how to vote, please contact Kingsdale Advisors by telephone at 1-866-851-3217 toll free in North America or 416-867-2272 outside of North America or by email at contactus@kingsdaleadvisors.com .

Registered shareholders

If you are a registered shareholder, a form of proxy would have been sent to you along with the notice to enable you to appoint a proxyholder to vote on your behalf at the meeting.

If you do not intend to attend the meeting and vote in person, you can

•

provide your voting instructions by completing and returning the form of proxy, or

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

•

provide your instructions by telephone or the internet in accordance with the instructions appearing on the form of proxy, or

•

choose another person (called a proxyholder, who does not need to be one of the named proxyholders in the proxy form or a shareholder of the company) to attend the meeting and vote your shares for you.

In each case, you will need to complete the form of proxy and return it to the transfer agent.

Telephone or online

If you wish to vote in person at the meeting, you may still provide voting instructions using the form of proxy, or by telephone or internet. When you arrive at the meeting, please register with our transfer agent.

If you vote in person at the meeting, any proxy you have previously given will be revoked.

To be valid, proxies must be received by Kinross' transfer agent no later than 10:00 a.m. (Toronto time) on May 7, 2018 or if the meeting is adjourned, at least 48 hours (not including Saturdays, Sundays or statutory holidays in Ontario) prior to the reconvened meeting. Your proxyholder may then vote on your behalf at the meeting.

Changing your vote

Non-registered (beneficial) shareholders

You can revoke your prior voting instructions by providing new instructions on a voting instruction form or proxy form with a later date, or at a later time in the case of voting by telephone or through the internet, provided that your new instructions are received by your intermediary in sufficient time for your intermediary to act on them before 10:00 a.m. (Toronto time) on May 7, 2018, or if the meeting is adjourned, at least 48 hours (not including Saturdays, Sundays or statutory holidays in Ontario) prior to the reconvened meeting.

Otherwise, contact your intermediary if you want to revoke your proxy or change your voting instructions, or if you change your mind and want to vote in person.

Registered shareholders

You may revoke any prior proxy by providing a new proxy with a later date or providing voting instructions at a later time in the case of voting through the internet. However, for your new voting instructions to be effective they must be received by the transfer agent no later than 10:00 a.m. (Toronto time) on May 7, 2018 , or if the meeting is adjourned, at least 48 hours (not including Saturdays, Sundays or statutory holidays in Ontario) prior to the reconvened meeting.

You may also revoke any prior proxy without providing new voting instructions by delivering written notice clearly indicating you wish to revoke your proxy to the registered office of Kinross (25 York Street, Suite 1700, Toronto, Ontario, M5J 2V5, Fax (416) 363-6622, Attention: Corporate Secretary) or at the offices of the transfer agent, Computershare Investor Services Inc. (100 University Avenue, 8 ^th  floor, Toronto, Ontario, M5J 2Y1) at any time up to 10:00 a.m. (Toronto time) on the last business day before the meeting or any adjournment of the meeting.

A proxy may also be revoked on the day of the meeting or any adjournment of the meeting by a registered shareholder by delivering written notice to the chair of the meeting. If you are an individual and register with the transfer agent at the meeting and vote in person at the meeting, any proxy you have previously given will be revoked.

In addition, the proxy may be revoked prior to its use by any other method permitted by applicable law. The written notice of revocation may be executed by the registered shareholder or by an attorney who has the shareholder's written authorization. If the shareholder is a corporation, the written notice must be executed by its duly authorized officer or attorney.

Kinross reserves the right to accept late proxies and to waive the proxy cut-off with or without notice, but is under no obligation to accept or reject any particular late proxy.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

How your shares will be voted

If you appoint the named proxyholders as your proxyholders, the common shares represented by the form of proxy will be voted or withheld from voting, in accordance with your instructions as indicated on the form, on any ballot that may be called for.

In the absence of instructions from you, such common shares will be voted:

•

for the election as directors of Kinross, the proposed nominees set forth in this circular

•

for the appointment of KPMG LLP as auditors and authorization of the directors to fix their remuneration

•

for the ratification of the shareholder rights plan agreement

•

for the advisory resolution on the company's approach to executive compensation

The form of proxy gives discretionary authority to the persons named in it as proxies to vote as they see fit with respect to any amendments or variations to the matters identified in the notice of meeting or other matters that may properly come before the meeting or any adjournment thereof, whether or not the amendment or other matter that comes before the meeting is or is not routine and whether or not the amendment, variation or other matter that comes before the meeting is contested.

About proxy solicitation

Proxies are being solicited in connection with this circular by the management of the company. The solicitation will be made primarily by mail, but proxies may also be solicited personally by regular employees of Kinross to whom no additional compensation will be paid.

In addition, Kinross has retained Kingsdale Advisors to provide the following services in connection with the meeting:

•

reviewing and analyzing the circular,

•

recommending corporate governance best practices where applicable,

•

liaising with proxy advisory firms,

•

developing and implementing shareholder communication and engagement strategies,

•

advising with respect to the meeting and proxies,

•

reporting on and reviewing the tabulation of proxies, and

•

soliciting proxies including contacting shareholders by telephone.

The cost of these services is approximately $40,000 and reimbursement of disbursements. Costs associated with the solicitation will be borne by the company.

Appointing a proxyholder

Your proxyholder is the person that you appoint to cast your votes and act on your behalf at the meeting including any continuation of the meeting that may occur in the event that the meeting is adjourned.

Signing and returning the enclosed proxy form authorizes John E. Oliver or Kathleen M. Grandy (the  named proxyholders ) to vote your shares at the meeting in accordance with your instructions.

A shareholder who wishes to appoint another person (who need not be a shareholder) to represent the shareholder at the meeting may do so, either by internet or by mail by:

•

inserting the person's name in the blank space provided in the form of proxy or in the space on the internet voting site provided for that purpose, or

•

completing another proper form of proxy.

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

Required quorum for the meeting

A quorum for the meeting shall be two persons present and holding or representing by proxy not less than 25% of the total number of issued and outstanding common shares having voting rights at the meeting.

No business shall be transacted at the meeting unless the requisite quorum is present at the commencement of the meeting. If a quorum is present at the commencement of the meeting, a quorum shall be deemed to be present during the remainder of the meeting.

Questions

If you have questions, you may contact the company's strategic shareholder advisor and proxy solicitation agent, Kingsdale Advisors.

North America (toll-free phone): 1-866-851-3217
outside North America: (416) 867-2272
fax: (416) 867-2271
toll-free fax (North America): 1 (866) 545-5580
mail: The Exchange Tower, 130 King Street West, Suite 2950, P.O. Box 361, Toronto, Ontario M5X 1E2
e-mail: contactus@kingsdaleadvisors.com

KINROSS GOLD CORPORATION 2018 EXECUTIVE SUMMARY

Business of the meeting

Items of business

As set out in the notice of meeting, at the meeting, shareholders of Kinross will be asked to consider the following five matters and vote on them as required:

1.     Financial statements

The audited consolidated financial statements of Kinross for the fiscal year ended December 31, 2017 and the report of the auditors on the financial statements will be received.

2.     Election of directors

The company's board of directors (the  board  ) currently comprises nine directors and it is proposed to appoint nine individuals effective as of May 9, 2018. At the meeting, the shareholders will be asked to elect nine directors, subject to Kinross' majority voting policy outlined below. All directors so elected will hold office until the next annual meeting of shareholders or until their successors are elected or appointed.

The named proxyholders, if named as proxy, intend to vote the common shares represented by any such proxy for the election of the nominees whose names are set forth starting on page 25, unless the shareholder who has given such proxy has directed that the shares be withheld from voting in the election of directors.

Management of Kinross does not contemplate that any of the nominees will be unable to serve as a director, but if that should occur for any reason at or prior to the meeting, the named proxyholders, if named as proxy, reserve the right to vote for another nominee in their discretion.

Majority voting policy

In 2008, the board adopted a majority voting policy for the election of directors at the meeting. Revisions to this policy were approved by the board in November 2014. This policy is now part of the consolidated Corporate Governance Guidelines adopted by the board in November 2015 and amended in March and November, 2017 and is available for review on the company's website at www.kinross.com . The policy provides that in an uncontested election, any nominee for director who receives more withheld votes than for votes will immediately tender his or her resignation for consideration by the corporate governance and nominating committee. The corporate governance and nominating committee (excluding those who received a majority withheld vote in the election) will review the matter and make a recommendation to the board whether to accept the director's resignation. The resignation will be effective when accepted by the board (excluding those who did not receive a majority "for" vote). The board expects that the resignations will be accepted absent exceptional circumstances. The director who has tendered his or her resignation pursuant to this policy will not participate in any deliberations of the corporate governance and nominating committee or the board regarding the resignation. The board shall make its decision within 90 days of the date of the applicable shareholders' meeting and shall promptly issue a news release with the board's decision. If the board determines not to accept a resignation, the news release must fully state the reasons for that decision.

Other details respecting the nominees for election as directors are set out under " About the nominated directors" starting on page 25.

3.     Appointment of auditors

Shareholders will be asked to consider and, if thought fit, to pass, an ordinary resolution approving the appointment of KPMG LLP of Toronto, Ontario as auditors of Kinross, to hold office until the close of the next annual meeting of the company. It is also proposed that the remuneration to be paid to the auditors of Kinross be fixed by the board.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

For the fiscal years ended December 31, 2017 and December 31, 2016, KPMG LLP and its affiliates were paid the following fees by Kinross:

1.

All amounts are rounded to the nearest $1,000.

2.

All percentages are rounded to the nearest whole percent.

The named proxyholders, if named as proxy, intend to vote the common shares represented by any such proxy for the approval of the appointment of KPMG LLP of Toronto, Ontario as auditors of Kinross at a remuneration to be fixed by the board, unless the shareholder who has given such proxy has directed in the proxy that the shares be withheld from voting in the appointment of auditors.

4.     Ratification of the shareholder rights plan agreement

Shareholders will be asked to consider and, if thought fit, to pass, an ordinary resolution ratifying the adoption of a Shareholder Rights Plan Agreement (which gives effect to the shareholder rights plan) between the company and Computershare Investor Services Inc., the company's transfer agent, more fully described below.

Background

In March 2009, the board approved the adoption of a shareholder rights plan (the  Old Rights Plan ). The Old Rights Plan is scheduled to expire on March 29, 2018. On February 14, 2018 the board authorized the company to enter into a new shareholder rights plan ( SRP ) to replace the Old Rights Plan. The SRP was entered into on March 15, 2018 to take effect from March 29, 2018 but is subject to ratification by the shareholders of the company at the meeting. Shareholders will be asked to consider and, if deemed advisable, to ratify the adoption of the SRP. The SRP has a term of nine years subject to ratification by the shareholders of the company at this meeting and reconfirmation at the annual meetings of the company in 2021 and 2024.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Ratification of the SRP by shareholders is required by the Toronto Stock Exchange ( TSX ). The SRP is similar to plans adopted recently by several other Canadian companies and ratified by their shareholders.

The fundamental objectives of the SRP are to provide adequate time for the board and shareholders to assess an unsolicited take-over bid for the company, to provide the board with sufficient time to explore and develop alternatives for maximizing shareholder value if a take-over bid is made, and to provide shareholders with an equal opportunity to participate in a take-over bid and receive full and fair value for their common shares.

The SRP encourages a potential acquirer who makes a take-over bid to proceed either by way of a "Permitted Bid" (described below), which generally requires a take-over bid to satisfy certain minimum standards designed to promote fairness, or with the concurrence of the board. If a take-over bid fails to meet these minimum standards and the SRP is not waived by the board, the SRP provides that holders of common shares, other than the acquirer, will be able to purchase additional common shares at a significant discount to market, thus exposing the person acquiring common shares to substantial dilution of its holdings.

As at the date hereof, the board is not aware of any pending or threatened take-over bid for the company and the SRP has not been adopted in response to any proposal to acquire control of the company.

In adopting the SRP, the board considered the existing legislative framework governing take-over bids in Canada. The Canadian Securities Administrators (CSA) adopted amendments to that framework in 2016 that, among other things, lengthen the minimum bid period to 105 days (from the previous 35 days), require that all non-exempt take-over bids meet a minimum tender requirement of more than 50% of the outstanding securities held by independent shareholders, and require a ten day extension after the minimum tender requirement is met. Regarding the minimum bid period, a target issuer will have the ability to voluntarily reduce the period to not less than 35 days. Additionally, the minimum bid period may be reduced due to the existence of certain competing take-over bids or alternative change in control transactions.

As the legislative amendments do not apply to exempt take-over bids, there continues to be a role for rights plans in protecting issuers and preventing the unequal treatment of shareholders. Some remaining areas of concern include:

•

protecting against "creeping bids" (the accumulation of more than 20% of the common shares through purchases exempt from Canadian take-over bid rules, such as (i) purchases from a small group of shareholders under private agreements at a premium to the market price not available to all shareholders, (ii) acquiring control through the slow accumulation of shares over a stock exchange without paying a control premium, or (iii) through other transactions outside of Canada that may not be formally subject to Canadian take-over bid rules), and requiring the bid to be made to all shareholders; and

•

preventing a potential acquirer from entering into lock-up agreements with existing shareholders prior to launching a take-over bid, except for permitted lock-up agreements as specified in the SRP.

By applying to all acquisitions of 20% or more of the common shares, except in limited circumstances including Permitted Bids (as defined in the SRP), the SRP is designed to ensure that all shareholders receive equal treatment. In addition, there may be circumstances where bidders request lock-up agreements that are not in the best interest of the company or its shareholders. Shareholders may also feel compelled to tender their shares to a take-over bid, even if they consider such bid to be inadequate, out of a concern that failing to do so may result in a shareholder being left with illiquid or minority discounted shares in the company. This is particularly so in the case of a partial bid for less than all the common shares.

As a result, the board has determined that it is advisable and in the best interests of the company and its shareholders that the company has in place a shareholder rights plan in the form of the SRP.

It is not the intention of the board, in recommending the ratification of the SRP to either secure the continuance of the directors or management of the company or to preclude a take-over bid for control of the company. The SRP provides that shareholders may tender to take-over bids which meet the Permitted Bid criteria. Furthermore, even in the context of a take-over bid that does not meet the Permitted Bid criteria, the board is always bound to consider any take-over bid for the company and consider whether or not it should waive the application of the SRP in respect of such bid. In discharging such responsibility, the board will be obligated to act honestly and in good faith with a view to the best interests of the company.

In recent years, unsolicited bids have been made for a number of Canadian public companies, many of which had shareholder rights plans. The board believes this demonstrates that the existence of a shareholder rights plan does not prevent the making of an unsolicited bid. Further, in a number of these cases, a change of control ultimately occurred at a price in excess of the original bid price. There can be no assurance, however, that the company's SRP would serve to bring about a similar result.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

The SRP does not preclude any shareholder from utilizing the proxy mechanism of the Ontario Business Corporations Act ( OBCA ), the company's governing corporate statute, to promote a change in the management or direction of the company, and will have no effect on the rights of holders of the company's common shares to requisition a meeting of shareholders in accordance with the provisions of applicable legislation.

The SRP is not expected to interfere with the day-to-day operations of the company. Neither the existence of the outstanding Rights nor the issuance of additional Rights in the future will in any way alter the financial condition of the company, impede its business plans, or alter its financial statements. In addition, the SRP is initially not dilutive. However, if a "Flip-in Event" (described below) occurs and the Rights separate from the common shares as described below, reported earnings per share and reported cash flow per share on a fully-diluted or non-diluted basis may be affected. In addition, holders of Rights not exercising their Rights after a Flip-in Event may suffer substantial dilution.

Summary of the SRP

The SRP is available on SEDAR at www.sedar.com under the name of Kinross Gold Corporation as a filing made on March 16, 2018 or upon request by contacting the Vice President, Assistant General Counsel and Corporate Secretary of the company.

The only substantive differences between the SRP and the Old Rights Plan, are to reflect the above-noted changes to the take-over bid regime by the CSA. In particular, the amendments to the SRP include:

•

amending the definition of Permitted Bid to provide that it must be outstanding for a minimum period of 105 days or such shorter period (determined in accordance with specific provisions of Canadian securities laws) that a take-over bid must remain open for deposits of securities; and

•

certain additional non-substantive and administrative amendments, including to align the definition of a Competing Bid (as defined in the SRP) to the minimum number of days as required under Canadian securities laws.

The following is a summary of the principal terms of the SRP, which summary is qualified in its entirety by reference to the terms of the SRP.

(i) Effective Time

The effective time of the SRP is 12:01 a.m. on March 29, 2018.

(ii) Term

The SRP will remain in effect until the conclusion of Kinross' annual shareholder meeting in 2027, subject to ratification at this meeting and reconfirmation at the third and sixth annual meeting following the company's annual meeting in 2018.

(iii) Issuance of Rights

At the Effective Time, one right (a "Right") was issued and attached to each outstanding common share and has and will attach to each common share subsequently issued.

(iv) Rights Exercise Privilege

The Rights will separate from the common shares and will be exercisable ten trading days (the "Separation Time") after a person has acquired, or commences a take-over bid to acquire, 20% or more of the common shares, other than by an acquisition pursuant to a take-over bid permitted by the SRP (a "Permitted Bid"). The acquisition by any person (an "Acquiring Person") of 20% or more of the common shares, other than by way of a Permitted Bid, is referred to as a "Flip-in Event". Any Rights held by an Acquiring Person will become void upon the occurrence of a Flip-in Event. Ten trading days after the occurrence of the Flip-in Event, each Right (other than those held by the Acquiring Person), will permit the purchase of $180 worth of common shares for $90.

(v) Certificates and Transferability

Prior to the Separation Time, the Rights are evidenced by the registered ownership of the common shares (whether or not evidenced by a certificate representing common shares) issued from and after the Effective Time and are not to be transferable

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

separately from the common shares. From and after the Separation Time, the Rights will be evidenced by separate certificates that will be transferable and traded separately from the common shares.

Permitted Bid Requirements

The requirements for a Permitted Bid include the following:

A.

the take-over bid must be made to all holders of record of common shares, other than the bidder;

B.

the take-over bid must contain the following irrevocable and unqualified conditions:

(i)

no common shares shall be taken up or paid for:

(a)

prior to the close of business on a date which is not less than 105 days following the date of the bid, or such shorter minimum period as determined in accordance with section 2.28.2 or section 2.28.3 of National Instrument 62-104 — Take-Over Bids and Issuer Bids ("NI 62-104") for which a take-over bid (that is not exempt from any of the requirements of Division 5 (Bid Mechanics) of NI 62-104) must remain open for deposits of securities thereunder, in the applicable circumstances at such time, pursuant to NI 62-104; and

(b)

unless, at the close of business on the date common shares are first taken up or paid for under such bid, more than 50% of the then outstanding common shares held by shareholders other than the bidder, its affiliates and persons acting jointly or in concert with other persons (the "Independent Shareholders") shall have been tendered or deposited pursuant to the bid and not withdrawn;

C.

unless the take-over bid is withdrawn, common shares may be tendered or deposited at any time during the period which applies pursuant to the clause summarized in B(i)(a) above, and any Shares tendered or deposited pursuant to the take-over bid may be withdrawn until taken up and paid for; and

D.

if the condition summarized in B.(i)(b) above is satisfied, the Offeror must make a public announcement of that fact and the Take-over Bid must be extended for a period of not less than ten days from the date of such public announcement.

The SRP also allows for a competing Permitted Bid (a "Competing Permitted Bid") to be made while a Permitted Bid is in existence. A Competing Permitted Bid must satisfy all the requirements of a Permitted Bid except for those set out in B.(i)(a) above.

(vi) Waiver

The board, acting in good faith, may, prior to the occurrence of a Flip-in Event, waive the application of the SRP to a particular Flip-in Event (an "Exempt Acquisition") where the take-over bid is made by a take-over bid circular to all the holders of common shares. Where the board exercises the waiver power for one take-over bid, the waiver will also apply to any other take-over bid for the company made by a take-over bid circular to all holders of common shares prior to the expiry of any other bid for which the SRP has been waived.

(vii) Redemption

The board with the approval of a majority vote of the votes cast by shareholders (or the holders of Rights if the Separation Time has occurred) voting in person and by proxy, at a meeting duly called for that purpose, may redeem the Rights at $0.00001 per common share. Rights may also be redeemed by the board without such approval following completion of a Permitted Bid, Competing Permitted Bid or Exempt Acquisition.

(viii) Amendment

The board may amend the SRP with the approval of a majority vote of the votes cast by shareholders (or the holders of Rights if the Separation Time has occurred) voting in person and by proxy at a meeting duly called for that purpose. The board without such approval may correct clerical or typographical errors and, subject to approval as noted above at the next meeting of the shareholders (or holders of Rights, as the case may be), may make amendments to the SRP to maintain its validity due to changes in applicable legislation.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

(ix) Board of Directors

The SRP will not detract from or lessen the duty of the board to act honestly and in good faith with a view to the best interests of the company. The board, when a Permitted Bid is made, will continue to have the duty and power to take such actions and make such recommendations to shareholders as are considered appropriate.

(x) Exemptions for Investment Advisors

Investment advisors (for fully managed accounts), mutual funds, trust companies (acting in their capacities as trustees and administrators), statutory bodies whose business includes the management of funds and administrators of registered pension plans acquiring greater than 20% of the common shares are exempted from triggering a Flip-in Event, provided that they are not making, or are not part of a group making, a take-over bid.

Resolution ratifying the SRP

The text of the resolution ratifying the SRP to be put before shareholders at the meeting is given below. For the reasons indicated above, the board and management of the company believe that the SRP is in the best interest of the company and its shareholders. Ratification of the SRP by a majority of the votes cast at the meeting by shareholders voting in person or by proxy is required for its continued validity. In the absence of such ratification, it will cease to have any effect.

"BE IT RESOLVED THAT:

1.     The Shareholder Rights Plan, as set forth in the Shareholder Rights Plan Agreement between the company and Computershare Investor Services Inc. adopted on March 15, 2018, be, and it is hereby, ratified; and

2.     Any director or officer of the company be, and each is hereby, authorized and directed, for and on behalf of the company, to sign and execute all documents, to conclude any agreements and to do and perform all acts and things deemed necessary or advisable in order to give effect to this resolution, including compliance with all securities laws and regulations."

The named proxyholders, if named as proxy, intend to vote the common shares represented by such proxy for ratification of the Shareholder Rights Plan, unless the shareholder has directed in the proxy that such common shares be voted against it.

5.     Advisory vote on approach to executive compensation

Our compensation program seeks to attract, retain, motivate and reward executives through competitive pay practices which reinforce Kinross' pay-for-performance philosophy and focus executive interests on developing and implementing strategies that create and deliver value for shareholders. Kinross believes that its compensation programs are consistent with those objectives, and are in the best interest of shareholders. Detailed disclosure of our executive compensation program is provided under "Executive Compensation" starting on page 49.

In 2011, the board adopted a policy to hold a non-binding advisory vote on the approach to executive compensation as disclosed in the management information circular at each annual meeting. This policy is now part of the consolidated Corporate Governance Guidelines adopted by the board in November 2015 and last updated in November 2017. This shareholder vote forms an important part of the ongoing process of engagement between shareholders and the board on executive compensation. Voting results since inception of the policy are provided on page 50 under the heading " Say on pay and shareholder engagement ".

At the meeting, shareholders will have an opportunity to vote on our approach to executive compensation through consideration of the following advisory resolution:

"Resolved, on an advisory basis and not to diminish the role and responsibilities of the board of directors, that the shareholders accept the approach to executive compensation disclosed in the management information circular delivered in advance of the 2018 annual and special meeting of shareholders of the company."

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Approval of this resolution will require that it be passed by a majority of the votes cast by shareholders in person and by proxy. Because your vote is advisory, it will not be binding upon the board. However, the human resource and compensation committee ( HRCC ) will take into account the results of the vote when considering future executive compensation arrangements.

The named proxyholders, if named as proxy, intend to vote the common shares represented by such proxy for approval of the advisory resolution on Kinross' approach to executive compensation, unless the shareholder has directed in the proxy that such common shares be voted against it.

Other business

Management does not intend to introduce any other business at the meeting and is not aware of any amendments to the matters to be considered at the meeting. If other business or amendments to the matters to be considered at the meeting are properly brought before the meeting, proxies appointing the named proxyholders as proxyholders will be voted in accordance with their best judgement.

2019 shareholder proposals

The OBCA permits certain eligible shareholders to submit shareholder proposals to the company, which may be included in a management proxy circular relating to an annual meeting of shareholders. The final date by which the company must receive shareholder proposals for the annual meeting of shareholders in 2019 is March 11, 2019.

Shareholder nominations for directors

Shareholders may at any time submit to the board the names of individuals for consideration as directors. The corporate governance and nominating committee will consider such submissions when assessing the diversity, skills and experience required on the board to enhance overall board composition and oversight capabilities and making recommendations for individuals to be nominated for election as directors.

Holders of shares representing in the aggregate not less than 5% of Kinross' outstanding shares may nominate individuals to serve as directors and have their nominations included in Kinross' proxy circular for its annual meeting by submitting a shareholder proposal in compliance with and subject to the provisions of the OBCA. No such shareholder proposal was received this year.

Advance notice requirements

The company's by-laws ( by-laws ) contain an advance notice requirement for director nominations. These requirements are intended to provide a transparent, structured and fair process with a view to providing shareholders an opportunity to submit their proxy voting instructions on an informed basis. Shareholders who wish to nominate candidates for election as directors must provide timely notice in writing to the Corporate Secretary of the company and include the information set out in the company's by-laws. The notice must be made not less than 30 days nor more than 65 days prior to the date of the meeting. A copy of the by-laws of the company is available upon request to the Corporate Secretary of the company.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Directors

Board attributes:

•

3 of 9 directors are women (33%), continues to meet diversity target

•

8 of 9 directors are independent (89%), including an independent chair

•

All board committees are composed solely of independent directors

•

100% attendance record for all directors at board and committee meetings

•

The board and all board committees met independent of management at all of the meetings in 2017, including at regularly scheduled meetings

•

Chair of audit committee is a financial expert

•

Annually, the board evaluates itself, as a whole, and conducts 360 degree peer review of individual directors

•

The board has adopted, and adheres to, comprehensive Corporate Governance Guidelines

2017 board activity highlights:

•

Adopted a strategic business plan proposed by management

•

Considered possible strategic initiatives for the company

•

Reviewed and approved amendments to the Corporate Governance Guidelines, Shareholder Engagement Policy and Charters of the corporate governance and nominating, corporate resposibility and technical and human resources and compensation committees.

•

Approved divestiture of interests at Cerro Casale and Quebrada Seca properties in Chile and White Gold property in the Yukon Territory

•

Approved a US public debt issuance of up to $500 million of unsecured debt

•

Approved the phase two of the Tasiast expansion project, the Phase W expansion at the Round Mountain mine and the Vantage Complex Project at the Bald Mountain mine

•

Approved the acquisition of two power plants in Brazil

•

Continued with strong track record of consistent financial reporting

•

Received updates and reviewed issues relating to the company's material properties

•

Visited the Tasiast mine site to review progress and receive updates

About the nominated directors

The following tables set forth certain information with respect to all persons proposed to be nominated by management for election as directors. Shareholders can vote for or withhold from voting on the election of each nominee on an individual basis. Unless authority is withheld, the named proxyholders, if named as proxy, intend to vote for these nominees. All of the nominees have established their eligibility and willingness to serve as directors. Unless stated otherwise, the information set out below is as of December 31, 2017. (Footnotes pertaining to the director nominees are on page 33.)

During 2017, the corporate governance and nominating committee and the board completed a detailed review of the composition of the board to accommodate the planned retirement of Mr. Huxley. Various considerations were taken into account during the review process, including the expertise of the board in key areas, succession planning, board diversity and board continuity. The review process culminated in the appointment of Mr. Kerry Dyte as director effective as of November 8, 2017, and he will be nominated for election as director for the first time at the meeting.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR

Continuing directors:

The following nominees were elected as directors at Kinross' 2017 annual meeting of shareholders and are being proposed for re-election at the meeting.

KINROSS GOLD CORPORATION 2018 MANAGEMENT INFORMATION CIRCULAR