CHARTER FOR THE AUDIT COMMITTEE





OF






































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Adopted
by the Board of Directors of Electrameccanica Vehicles Corp. on
this ____ day of December 2017.














CHARTER FOR THE AUDIT COMMITTEE





OF THE BOARD OF DIRECTORS


OF


ELECTRAMECCANICA VEHICLES CORP.





PURPOSE:





The Audit Committee of the Board of Directors (the
“Board”) of Electrameccanica Vehicles Corp. (the
“Corporation”) will make such examinations as are
necessary to monitor the corporate financial reporting and external
audits of the Corporation and its subsidiaries; to provide to the
Board the results of its examinations and recommendations derived
therefrom; to outline to the Board improvements made, or to be
made, in internal accounting controls; to nominate independent
auditor; and to provide to the Board such additional information
and materials as it may deem necessary to make the Board aware of
significant financial matters requiring Board
attention.





In addition, the Audit Committee will undertake those specific
duties and responsibilities listed below and such other duties as
the Board may from time to time prescribe.





MEMBERSHIP:





The Audit Committee shall consist of at least three (3) members of
the Board, all of whom shall be independent directors in accordance
with Rule 10A-3 under the Securities Exchange Act of 1934 (subject
to any applicable exemptions) and as specified in Rule 5605 (c)(1)
of the Company Guide of the NASDAQ Stock Market Rules. Each member shall, in the judgment of the Board,
have the ability to read and understand the Corporation’s
basic financial statements. At least one member of the Audit
Committee shall, in the judgment of the Board, be an audit
committee financial expert in accordance with the rules and
regulations of the Securities and Exchange Commission and at least
one member (who may also serve as the audit committee financial
expert) shall, in the judgment of the Board, have accounting or
related financial management expertise in accordance with NASDAQ
OMX Group listing standards. The members of the Audit Committee
will be appointed by and will serve at the discretion of
a majority of the Board.





No member of the Audit Committee shall receive any compensation
from the corporation other than his or her director fees, benefits,
and expense reimbursement.














RESPONSIBILITIES:





The responsibilities of the Audit Committee shall
include:





1.
Reviewing with management and the independent auditor on a
continuing basis the adequacy of the Corporation's system of
internal controls (including any significant deficiencies and
significant changes in internal controls reported to the Audit
Committee by the independent auditor or management), accounting
practices, and disclosure controls and procedures (and management
reports thereon) of the Corporation and its
subsidiaries.





2.
Reviewing the independent auditor’s proposed audit scope and
approach.





3.
Conducting a post-audit review of the financial statements and
audit findings, including any significant suggestions for
improvement provided to management by the independent
auditor.





4.
Reviewing the performance of the independent auditor.





5.
Recommending the appointment of independent auditor to the Board,
setting the independent auditor’s compensation and
pre-approving all audit services provided by the independent
auditor.





6.
Pre-approving all audit and permitted non-audit and tax services to
be performed by the independent auditor and establishing policies
and procedures for the engagement of the independent auditor to
provide permitted non-audit services.





7.
Reviewing with management and the independent auditor the annual
and quarterly financial statements of the Corporation including (a)
the Corporation’s disclosures under “Management’s
Discussion and Analysis of Financial Condition and Results of
Operations”; (b) any material changes in accounting
principles or practices used in preparing the financial statement
prior to the filing of a report on Form 10-K or Form 10-Q with the
U.S. Securities and Exchange Commission (“SEC”); and
(c) items required by Statement of Auditing Standards 61 and
Statement of Auditing Standards 71 in the case of the quarterly
statements.





8.
Reviewing before release the un-audited quarterly operating results
in the Corporation's quarterly earnings release, financial
information and earning guidance provided to analysts.





9.
Overseeing compliance with SEC requirements for disclosure of
auditor’s services and Audit Committee members and
activities;





10.
Reviewing management's monitoring of compliance with the
Corporation's Standards of Business Conduct and with the Foreign
Corrupt Practices Act;





11.
Reviewing, in conjunction with counsel, any legal matters that
could have a significant impact on the Corporation's financial
statements;





12.
Providing oversight and review of the Corporation's asset
management policies, including an annual review of the
Corporation's investment policies and performance for cash and
short-term investments;





13. If necessary, instituting special
investigations and, if appropriate hiring special counsel or
experts to assist, for which
the Corporation shall provide appropriate funding, as determined by
the Committee, for payment of compensation to all advisors hired by
the Committee.





14.
Reviewing related party transactions for potential conflicts of
interest;





15.
Obtaining a report from the independent auditor at least annually
regarding (a) the independent auditor’s internal quality
control procedures, (b) any material issues raised by the most
recent internal quality control review, or peer review, of the
firm, or by an inquiry or investigation by governmental or
professional authorities within the preceding five years respecting
one or more independent audits carried out by the firm, (c) any
steps taken to deal with such issues, and (d) all relationships
between the independent auditor and the Corporation;





16. Establishing procedures for the
confidential and anonymous receipt, retention, and treatment of
complaints regarding the Corporation’s accounting, internal
controls, and auditing matters;





17. Establishing policies for the hiring of
employees and former employees of the independent
auditor;





18. Conducting an annual performance
evaluation of the Audit Committee and annually evaluate the
adequacy of its charter; and,





19. Performing other oversight functions as
requested by the full Board.





In
addition to the above
responsibilities, the Audit Committee will undertake such other
duties as the Board delegates to it, and will Report, at least
annually, to the Board regarding the Committee's examinations and
recommendations.








MEETINGS:
 
 The Board of Directors shall designate a member of the Audit
Committee as the Chairperson.
 
 The Audit Committee will meet at least four times each year. The
Audit Committee may establish its own schedule, which it will
provide to the Board in advance. A majority of the members of the Audit Committee,
present in person or by means of a conference telephone or other
communications equipment by means of which all persons
participating in the meeting can hear each other, shall constitute
a quorum.
 
 The
Audit Committee shall report regularly to the Board of Directors of
Electrameccanica Vehicles Corp.. regarding its actions and make
recommendations to the Board as appropriate.
 
 The Audit Committee will meet separately with the Chief Executive
Officer and separately with the Chief Financial Officer of the
Corporation at least annually to review the financial affairs of
the Corporation.
 
 The Audit Committee will meet with the independent auditor of the
Corporation, at such times as it deems appropriate, to review the
independent auditor’s examination and management
report.
 
 REPORTS:
 
 The Audit Committee will record its summaries of recommendations to
the Board in written form, which will be incorporated as a part of
the minutes of the meeting of the Board at which those
recommendations are presented.
 
 MINUTES:
 
 The
Audit Committee will maintain written minutes of its meetings,
which minutes will be filed with the minutes of the meetings of the
Board.