Stardust Solar Energy Inc. Announces Adoption of New By-Law No. 1 with Advance Notice Provisions

Vancouver, British Columbia--(Newsfile Corp. - August 8, 2025) - Stardust Solar Energy Inc. (TSXV: SUN) (OTCQB: SUNXF) (FSE: 6330) ("Stardust Solar" or the "Corporation") today announces that its board of directors (the "Board") has repealed its current Canada Business Corporations Act By-Laws and By-Law Amendments and approved a new Canada Business Corporations Act by-law being a by-law relating generally to the conduct of the business and affairs of the Corporation ("By-Law No. 1") and including and introducing an advance notice requirement in connection with shareholders intending to nominate directors in certain circumstances (the "Advance Notice Provisions").

By-Law No. 1 sets a deadline by which such shareholders must notify the Corporation in writing of an intention to nominate directors prior to any meeting of shareholders at which directors are to be elected and set forth the information that the shareholder must include in the notice for it to be valid. The Board believes that its By-Law No. 1 provides a clear and transparent process for shareholders to follow if they intend to nominate directors and provides a reasonable time frame for shareholders to notify the Corporation of their intention to nominate directors.

The Board will be able to evaluate the proposed nominees' qualifications and suitability as directors and respond as appropriate in the best interests of the Corporation.

In the case of an annual meeting of shareholders, notice to the Corporation must be made not less than 30 and not more than 65 days prior to the date of the annual meeting; provided, however, that in the event that the annual meeting is to be held on a date that is less than 40 days after the date on which the first public announcement of the date of the annual meeting was made, notice may be made not later than the close of business on the 10^th day following such public announcement.

In the case of a special meeting of shareholders (which is not also an annual meeting), notice to the Corporation must be made not later than the close of business on the 15^th day following the day on which the first public announcement of the date of the special meeting was made.

By-Law No. 1 is effective immediately and will be placed before shareholders for ratification at the annual and special meeting of shareholders of the Corporation on September18, 2025 (the "Meeting").

By-Law No. 1 is in effect until it is confirmed or rejected by shareholders at the Meeting and, if By-Law No. 1 is confirmed at the Meeting, it will continue in effect in the form in which it was so confirmed.

About Stardust Solar Energy Inc.

Stardust Solar is a North American franchisor of renewable energy installation services, specializing in solar panels (PV), energy storage systems, and electric vehicle supply equipment. The Company equips entrepreneurs with branded business management services, cutting-edge equipment, and comprehensive support, including marketing, sales, engineering, and project management. With franchises across Canada and the United States, Stardust Solar drives the adoption of clean energy solutions that boost economic development and create a more sustainable future.

This press release was prepared on behalf of the Board of Directors, which accepts full responsibility for its content.

STARDUST SOLAR ENERGY INC.

Mark Tadros
CEO, Chairman and Director

DISCLAIMER

The information in this news release includes certain information and statements about management's view of future events, expectations, plans, and prospects that constitute forward-looking statements, including statements relating to the adoption, effectiveness, and potential ratification of New By-Law No. 1, the timing and outcome of the upcoming shareholder meeting, and the anticipated impact of the Advance Notice Provisions on the Corporation's corporate governance. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties, and as a result of a variety of factors, actual results, expectations, achievements, or performance may differ materially from those anticipated and indicated by these forward-looking statements. Any number of factors could cause actual results to differ materially from those forward-looking statements or from future results. Although the Corporation believes that the expectations reflected in the forward-looking statements are reasonable, it can give no assurances that the expectations of any such statements will prove to be correct. Except as required by law, the Corporation disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, or otherwise.

Neither 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 release.

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