Drummond Ventures Corp.

DRUMMOND VENTURES CORP. (a capital pool company)

MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2020

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

Introduction

This Management Discussion and Analysis (“MD&A”) of Drummond Ventures Corp. (“Drummond” or the “Corporation”) has been prepared by management as of March 1, 2021 and should be read in conjunction with the unaudited condensed interim financial statements for the three and six month periods ended December 31, 2020 and related notes thereto and the audited financial statements for the year ended June 30, 2020 and related notes thereto. This MD&A was written to comply with the requirements of National Instrument 51-102 – Continuous Disclosure Obligations . All dollar amounts herein are expressed in Canadian dollars (the presentation and functional currency of the Corporation’s financial statements).

Unless otherwise specified, all financial information has been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

Additional information can be found under the Corporation’s profile at www.sedar.com.

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in the following MD&A constitute forward-looking statements. All statements, other than statements of historical fact, made by the Corporation that address activities, events or developments that the Corporation expects or anticipates will or may occur in the future are forward-looking statements, including, but not limited to, statements preceded by, followed by or that include words such as “may”, “will”, “would”, “could”, “should”, “believes”, “estimates”, “projects”, “potential”, “expects”, “plans”, “intends”, “anticipates”, “targeted”, “continues”, “forecasts”, “designed”, “goal”, or the negative of those words or other similar or comparable words. Readers are cautioned that these statements which describe the Corporation’s plans, objectives, and budgets may differ materially from actual results and as such should not be unduly relied upon by investors. Forward-looking statements contained in this MD&A speak only as to the date of this MD&A, or such other date as may be specified herein, and are expressly qualified in their entirety by this cautionary statement. See additional discussion under the “Risks Factors” section below.

Description of Business

Drummond was incorporated under the Business Corporations Act (British Columbia) on March 28, 2018. The principal office of the Corporation is located at 400 Burrard Street, 14[th] Floor, Vancouver, BC, V6C 3A6 and the registered and records office of the Corporation is located at 595 Burrard Street, 7[th] Floor, Vancouver, BC, V7X 1S8. The Corporation’s financial year ends on June 30.

The Corporation is a “reporting issuer” in the provinces of British Columbia and Alberta and its Common Shares are listed on the TSX Venture Exchange (the “Exchange”) trading under the symbol “DVX.P”.

Initial Public Offering

On December 21, 2018, the Corporation completed its initial public offering (the “IPO”) in British Columbia and Alberta, through the distribution of an aggregate of 1,125,000 Common Shares at a price of $0.20 per Common Share for total gross proceeds to the Corporation of $225,000 pursuant to the policies of the

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

Exchange governing Capital Pool Companies (as defined in Policy 2.4 – Capital Pool Companies of the Exchange’s Corporate Finance Manual (the “CPC Policy”)).

Pursuant to an agency agreement dated September 24, 2018 (the “Agency Agreement”) between the Corporation and PI Financial Corp. (the “Agent”), the Corporation agreed to pay the Agent a commission of 6% of the gross proceeds of the IPO, a corporate finance fee of $10,000 and the Agent's expenses in connection with the IPO (including its legal fees). The Agent was also entitled to receive a non-transferable option to purchase that number of Common Shares as is equal to 6% of the total number of Common Shares sold under the IPO (equal to 67,500 Common Shares) at a price of $0.20 per Common Share, exercisable for a period of 24 months from the date of listing of the Common Shares on the Exchange. These Agent’s options expired on December 21, 2020.

Immediately following the closing of the IPO, the Corporation granted stock options (the “Options”) to a director and officer of the Corporation in accordance with the Corporation’s stock option plan, exercisable to acquire up to an aggregate of 130,000 Common Shares. Each Option is exercisable to acquire one Common Share at a price of $0.20 until December 21, 2028 (unless expired earlier in accordance with the option plan).

The Common Shares are listed on the Exchange under the stock symbol “DVX.P”.

Qualifying Transaction

With the completion of the IPO (and the satisfaction of certain other conditions, as described in greater detail below), the Corporation has been classified as a Capital Pool Company. The Corporation has not commenced commercial operations and has no assets other than cash and a loan receivable. Except as specifically contemplated in the CPC Policy, until the completion of the Qualifying Transaction (as defined below), the Corporation will not carry on any business other than the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction.

Under the CPC Policy, a “Qualifying Transaction” is defined as a transaction where a Capital Pool Company acquires Significant Assets (as hereinafter defined), other than cash, by way of purchase, amalgamation, merger or arrangement with another company or by other means. “Significant Assets” means one or more assets or businesses which, when purchased, optioned or otherwise acquired by the Capital Pool Company, together with any other concurrent transactions, would result in the Capital Pool Company meeting the minimum listing requirements of the Exchange.

The Corporation has only limited funds with which to identify and evaluate possible Qualifying Transactions and there can be no assurance that the Corporation will be able to identify or complete a suitable Qualifying Transaction. The Exchange will generally suspend trading in the Common Shares or delist the Corporation if the Exchange has not issued a final Exchange bulletin following closing of the Qualifying Transaction and evidencing final Exchange acceptance of the Qualifying Transaction within 24 months from the date the Common Shares are listed for trading on the Exchange (the “Listing Date”). The Corporation proposes to identify and evaluate businesses and assets with a view to completing a Qualifying Transaction. Any proposed Qualifying Transaction must be accepted by the Exchange and, in the case of a Non Arm's Length Qualifying Transaction (as such term is defined in the CPC Policy), will also

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

be subject to Majority of the Minority Approval (as such term is defined in the CPC Policy) in accordance with the CPC Policy.

With the consent of the Exchange, the Corporation may raise additional funds in order to finance an acquisition. Subject to certain exceptions set out in the CPC Policy, funds raised pursuant to the IPO and any subsequent financing will be utilized only for the identification and evaluation of potential Qualifying Transactions and not for any deposit, loan or direct investment in a potential acquisition.

The Corporation has not conducted commercial operations other than for the purpose of identifying potential acquisitions and investments. Although the Corporation has commenced the process of identifying potential acquisitions with a view to completing a Qualifying Transaction, as of the date hereof, the Corporation has not yet entered into an Agreement in Principle (as such term is defined in the CPC Policy).

Sun Machine Entertainment

On September 26, 2019, the Corporation entered into a non-binding letter of intent (“LOI”) with Sun Machine Entertainment Inc. (“Sun Machine”), pursuant to which the Corporation agreed, subject to certain conditions, to acquire all of the issued and outstanding securities of Sun Machine as its Qualifying Transaction. Sun Machine is a video game development company incorporated on October 5, 2018 under the British Columbia Business Corporation Act with its head office located in Vancouver, British Columbia. The LOI was contingent on all necessary approvals and set financing milestones being met.

In connection with the proposed Qualifying Transaction with Sun Machine, on November 1, 2019, the Corporation advanced $225,000 by way of a secured loan to Sun Machine in accordance with the CPC Policy. The loan bears interest at 3.95% and is payable at the earlier of the completion of the proposed Qualifying Transaction with Sun Machine and February 28, 2020, as amended to March 15, 2020. Interest is also due at maturity. The loan is secured against all of the assets of Sun Machine.

The Corporation entered into an amalgamation agreement dated December 2, 2019 (the “Amalgamation Agreement”) with Sun Machine, which replaced and superseded the LOI. Pursuant to the Qualifying Transaction, the Corporation has agreed to purchase all of the issued and outstanding securities of Sun Machine in exchange of the issuance of an aggregate of 28,571,427 Common Shares of the Corporation and approximately 694,178 replacement stock options. Completion of the Amalgamation is subject to the satisfaction of certain closing conditions as set out in the Amalgamation Agreement, including completion of a pre-closing Sun Machine share split, Sun Machine shareholder approval, completion of a concurrent financing for gross proceeds of $3,000,000, and the final approval of the Exchange. For full details of the proposed Qualifying Transaction with Sun Machine, please see the filing statement dated February 24, 2020 available on SEDAR at www.sedar.com.

As a result of the volatility of the financial markets in the midst of the COVID-19 pandemic, the Corporation and Sun Machine agreed to postpone the anticipated March closing of the Qualifying Transaction. Therefore, in March 2020 the Corporation increased the $225,000 CPC loan to Sun Machine by $125,000 for an aggregate of $350,000 and extended the maturity date to October 31, 2020; and amended the

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

Amalgamation Agreement to address the CPC loan amendment, a Sun Machine convertible note bridge financing, and to extend the completion deadline to October 31, 2020.

Effective October 31, 2020, the parties agreed to further extend both the completion deadline and CPC loan maturity dates from October 31, 2020 to May 31, 2021. In connection therewith, the CPC program loan interest was also increased to 8% and the parties entered into an amended and restated Amalgamation Agreement to reflect, among other things, the foregoing extension dates, Sun Machine convertible note financings, and updates to break/incompletion fees.

Discussion of Operations and Cash Flows

Six months ended December 31, 2020 as compared to the six months ended December 31, 2019

The Corporation’s net loss totaled $2,658 for the six months ended December 31, 2020, compared to the net loss of $39,080 during the six months ended December 31, 2019. Basic and diluted loss per share was of $0.00 during the current period compared to a loss of $0.03 per share during the comparative period. The decrease in loss during the current period was attributable to a decrease in listing and filing fees and other general and administrative expenses in connection with initiating the proposed Qualifying Transaction in the comparative period, in addition to increased interest income during the current period.

Three months ended December 31, 2020 as compared to the three months ended December 31, 2019

The Corporation’s net loss totaled $2,327 for the three months ended December 31, 2020, compared to the net loss of $12,536 during the three months ended December 31, 2019. Basic and diluted loss per share was $0.00 during the current quarter compared to $0.01 during the comparative quarter. The decrease in loss during the current quarter was primarily attributable to a decrease in professional fees in connection with initiating the proposed Qualifying Transaction in the comparative quarter, in addition to increased interest income during the current quarter.

Summary of Quarterly Results

A summary of selected information for each of the quarters presented below is as follows:

	Quarter Ended March 31, 2019	Quarter Ended June 30, 2019	Quarter Ended September 30, 2019	Quarter Ended December 31, 2019
Net Revenues($)	-	-	-	-
Net Loss($)	7,674	63,931	26,544	12,536
Basic and Diluted Loss per Share($)	0.01	0.06	0.02	0.01
	Quarter Ended March 31, 2020	Quarter Ended June 30, 2020	Quarter Ended September 30, 2020	Quarter Ended December 31, 2020
Net Revenues($)	-	-	-	-
Net Loss($)	46,530	14,985	331	2,327
Basic and Diluted Loss per Share($)	0.04	0.01	0.00	0.00

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

Liquidity

As at December 31, 2020, the Corporation had a cash balance of $13,232 (June 30, 2020 - $38,892) and a working capital surplus of $377,480 (June 30, 2020 – $380,138). During the six months ended December 31, 2020, the Corporation’s cash outflow from its operating activities was $25,660. The Corporation did not have any other investing or financing activities.

The Corporation manages its capital structure and adjusts it based on available funds to the Corporation. Capital levels for Capital Pool Companies are regulated pursuant to guidelines issued by the Exchange. These guidelines state that proceeds raised from the issuance of common shares may only be used to identify and evaluate assets or businesses for future investment.

Management believes the Corporation’s working capital is sufficient for the Corporation to meet its ongoing obligations and meet its objective of completing a Qualifying Transaction.

As of the date hereof, the Corporation did not have any commitments for capital expenditures or other contractual obligations. The Corporation has no debt other than its accounts payable and accrued liabilities balance.

Capital Resources

As of the date of this filing, the Corporation has completed the following financings:

Date	Gross Proceeds	Type of Transaction
May10,2018	$400,000	Seed capital
December 21,2018	$225,000	Initialpublic offering

Off-Balance Sheet Arrangements

As of the date of this filing, the Corporation does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the results of operations or financial condition of the Corporation including, without limitation, such considerations as liquidity and capital resources that have not previously been discussed.

Transactions Between Related Parties

Related parties of the Corporation include its key management personnel, being the members of the Board of Directors and Officers of the Corporation (the “Board”). Related parties also include close family members and any companies controlled by these individuals. No compensation was paid to key

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

management personnel during the three months ended September 30, 2020. The Corporation is currently utilizing office space rent-free in the office of a related party.

Proposed Transactions

The Corporation has commenced the process of identifying potential acquisitions and investments with a view to completing a Qualifying Transaction.

Compensation to Directors and Officers

As of the date hereof, the Corporation had not yet completed a Qualifying Transaction. Accordingly, the officers and directors of the Corporation have not been paid any compensation since incorporation (other than the grant of stock options), as the CPC Policy precludes directors and officers from receiving any remuneration (other than the grant of stock options) so long as the Corporation is a Capital Pool Company.

Critical Accounting Estimates and Judgements

The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Management believes the estimates and assumptions used in the condensed interim financial statements are reasonable; however, actual results could differ from those estimates and could impact future results of operations and cash flows.

The Corporation’s significant accounting judgments and estimates that have been applied in the financial statements for the year ended June 30, 2020 are as follows:

Judgments

The measurement of deferred income tax assets and liabilities.

The evaluation of the Corporation’s ability to continue as a going concern.

Estimates

Management uses the Black-Scholes option pricing model to determine the fair value of employee stock options. This model required assumptions of the expected future price volatility of the Corporation’s common shares, expected life of the options, future risk-free interest rates and the dividend yield of the Corporation’s common shares.

Financial Instruments

As at December 31, 2020, the Corporation’s financial instruments consist of cash, receivables, loan receivables, and accounts payable and accrued liabilities. The Corporation classifies cash as a financial asset held at amortized cost. The Corporation classifies accounts payable and accrued liabilities as financial liabilities, and these are held at amortized cost. The fair value of all of the Corporation’s financial instruments approximates their carrying value.

The risk exposure arising from these financial instruments is summarized as follows:

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

(a) Credit risk

The Corporation's maximum exposure to credit risk, as at period end, is considered to be the carrying value of its cash and loan receivable, being $381,385. The Corporation holds it cash in a bank account with a highly rated Canadian financial institution, therefore minimizing the Corporation’s credit risk. The loan receivable from Sun Machine is in conjunction with the Corporation’s Qualifying Transaction.

(b) Liquidity risk

The Corporation’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. The Corporation’s ability to continue to meet its liabilities when due, beyond the current cash balance, is dependent on future support of shareholders through public or private equity offerings.

(c) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Corporation’s income or value of its holdings or financial instruments. The Corporation’s activities have only been transacted in Canadian dollars since incorporation and until December 31, 2020; in addition, the Corporation carries no interest-bearing debt other than the loan receivable from Sun Machine as part of its Qualifying Transaction. As such, the Corporation has minimal market risks facing it at present.

Capital Management

The Corporation manages its capital structure and adjusts it, based on the funds available to the Corporation, in order to support the identification and evaluation of a Qualifying Transaction, and to maintain its ability to continue as a going concern. The Corporation considers capital to be all accounts in equity. The Board does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Corporation’s management to sustain future development of the business. Additional funds may be required to finance the Corporation’s Qualifying Transaction. In accordance with the CPC Policy, the proceeds raised from the sale of securities may only be used to identify and evaluate assets or businesses, and obtain shareholder approval for a Qualifying Transaction.

Disclosure of Data for Outstanding Shares and Stock Options

Common Shares

As at the date of this MD&A, the Corporation has 5,125,000 Common Shares outstanding. 4,000,000 of these Common Shares are subject to escrow restrictions and will be released from escrow in tranches over 36 months commencing from completion of a Qualifying Transaction.

Stock Options

On June 22, 2018, the Board established a stock option plan (“Stock Option Plan”) where the Board may, from time to time, grant directors, officers, employees and consultants non-transferable options to purchase Common Shares, provided that the number of Common Shares served for issuance will not

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

exceed 10% of the total issued and outstanding Common Shares of the Corporation, exercisable for a period of up to 10 years from the date of the grant. In accordance with the CPC Policy, during the time that the Corporation is a Capital Pool Company and prior to completion of a Qualifying Transaction: (i) options granted to a director or officer of the Corporation individually may not exceed 5% of the Common Shares of the Corporation issued and outstanding at the closing of the IPO; and (ii) options granted to all technical consultants may not exceed 2% of the Common Shares of the Corporation issued and outstanding at the closing of the IPO. The Board shall not grant any options to an eligible participant under the Stock Option Plan providing investor relations activities, promotional or market-making services to the Corporation.

The exercise price of any option granted pursuant to the Stock Option Plan shall be determined by the Board when granted, but shall not be less than the market price. Until Completion of the Qualifying Transaction, the exercise price shall not be less than the greater of $0.20 and the Discounted Market Price (as defined by the CPC Policy). Any Common Shares acquired pursuant to the exercise of options prior to the completion of the Qualifying Transaction, must be deposited in escrow and will be subject to escrow until completion of a Qualifying Transaction.

On June 22, 2018, the Board approved the grant of 130,000 stock options to a director of the Corporation. These stock options were granted immediately after closing of the IPO on December 21, 2018 and have an expiry date of ten years from the IPO closing date and an exercise price of $0.20. As at December 31, 2020, all 130,000 stock options remain outstanding and exercisable and have remaining life of 8.01 years.

Agent’s Options

Upon closing of the IPO on December 21, 2018, the Agent was issued a non-transferable option to purchase that number of Common Shares as is equal to 6% of the total number of Common Shares sold under the IPO (equal to 67,500 Common Shares) at a price of $0.20 per Common Share, exercisable until December 21, 2020, being 24 months from the Listing Date. These Agent’s options expired on December 21, 2020.

Disclosure Controls and Procedures

In connection with National Instrument 52-109 Certificate of Disclosure in Issuer’s Annual and Interim Filings (“NI 52-109”), the Chief Executive Officer and Chief Financial Officer of the Corporation has filed a Venture Issuer Basic Certificate with respect to the financial information contained in the condensed interim financial statements for the period ended December 31, 2020 and this accompanying MD&A.

In contrast to the full certificate under NI 52-109, the Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures and internal control over financial reporting, as defined in NI 52-109. For further information, the reader should refer to the Venture Issuer Basic Certificates filed by the Corporation along with the Annual Financial Statements and Management’s Discussion and Analysis on SEDAR at www.sedar.com.

DRUMMOND VENTURES CORP. (a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

Risks Factors

Investing in the Common Shares involves risk. Prospective investors should carefully consider the risks described below, together with all of the other information included in this MD&A before making an investment decision. If any of the following risks actually occurs, the business, financial condition or results of operations of the Corporation could be harmed. In such an event, the trading price of the Common Shares could decline and prospective investors may lose part or all of their investment.

No Operating History

The Corporation was incorporated on March 28, 2018, has not commenced commercial operations and has minimal working capital. The Corporation has neither a history of earnings nor has it paid any dividends and it is unlikely to produce earnings or pay dividends in the immediate or foreseeable future. Until completion of a Qualifying Transaction, the Corporation is not permitted to carry on any business other than the identification and evaluation of a potential Qualifying Transaction. The Corporation has only limited funds with which to identify and evaluate potential Qualifying Transactions and there can be no assurance that the Corporation will be able to identify a suitable Qualifying Transaction. Even if a proposed Qualifying Transaction is identified, there can be no assurance that the Corporation will be able to successfully complete the transaction.

Possible Trading Suspension or Delisting

The Exchange may suspend from trading or delist the securities of the Corporation where the Corporation has failed to complete a Qualifying Transaction within 24 months of the Listing Date or if the Corporation fails to meet initial listing requirements of the Exchange upon completion of the Qualifying Transaction. Trading in the Common Shares of the Corporation may be halted at other times for other reasons, including for failure by the Corporation to submit documents to the Exchange in the time periods required.

Halt of Trading

Upon public announcement of a potential Qualifying Transaction, trading in the Common Shares will be halted and will remain halted until completion of the Qualifying Transaction, or sooner pursuant to the CPC Policy. Neither the Exchange nor any securities regulatory authority passes upon the merits of the potential Qualifying Transaction.

Exchange May Not Approve a Qualifying Transaction

Completion of a Qualifying Transaction is subject to a number of conditions including acceptance by the Exchange and, in the case of a Non-Arm's Length Qualifying Transaction, Majority of the Minority Approval (as such terms are defined in the CPC Policy).

Notwithstanding that a transaction may meet the definition of a Qualifying Transaction; the Exchange may not approve a Qualifying Transaction: (a) if the Corporation fails to meet the initial listing requirements prescribed by Exchange Policy 2.1 – Initial Listing Requirements of the Exchange upon completion of the Qualifying Transaction; (b) if, following completion of the Qualifying Transaction, the Corporation will be a finance company or a mutual fund as defined under applicable securities laws; (c)

(a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020

the consideration proposed to be paid by the Corporation in connection with the Qualifying Transaction is not acceptable to the Exchange; or (d) for any other reason at the sole discretion of the Exchange.

Approval by the Majority of the Minority

Where Majority of the Minority Approval is required, unless the shareholder has the right to dissent and be paid fair value in accordance with the applicable corporate or other law, a shareholder who votes against a proposed Non-Arm’s Length Qualifying Transaction for which Majority of the Minority Approval (as such terms are defined in the CPC Policy) by shareholders has been given, will have no rights of dissent and no entitlement to payment by the Corporation of fair value for the Common Shares.

Dilution

If the Corporation issues treasury shares to finance an acquisition or participation opportunities, control of the Corporation may change and subscribers may suffer dilution of their investment.

Directors and Officers

The directors and officers of the Corporation will not be devoting all of their time to the affairs of the Corporation but will be devoting such time as required to effectively manage the Corporation and some of them are or will be engaged in other projects or businesses such that conflicts of interest may arise from time to time.

Reliance on Management

The Corporation is relying solely on the past business success of its directors and officers to identify a Qualifying Transaction of merit. The success of the Corporation is dependent upon the efforts and abilities of its directors and officers. The loss of any of its directors or officers could have a material adverse effect upon the business and prospects of the Corporation.

Foreign Acquisition

In the event the Corporation identifies a foreign business as a proposed Qualifying Transaction, investors may find it difficult or impossible to effect service or notice to commence legal proceedings upon any management resident outside of Canada or upon the foreign business and may find it difficult or impossible to enforce against such persons, judgments obtained in Canadian courts.

Loans or Advances

Subject to prior acceptance from the Exchange, the Corporation may be permitted to loan or advance up to an aggregate of $225,000 of its proceeds to a target business without requiring shareholder approval and there can be no assurance that the Corporation will be able to recover the loan or advance. The full $225,000 loan was completed with Sun Machine on November 1, 2019 with an additional loan of $125,000 on March 10, 2020 (which also received prior acceptance from the Exchange).

COVID-19

(a capital pool company) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE & SIX MONTHS ENDED DECEMBER 31, 2020